Category: Intelligence Agencies

  • MIL-OSI Security: Brothers From New York Arrested for Assaulting Law Enforcement with a Weapon and Other Charges During January 6 Capitol Breach

    Source: Federal Bureau of Investigation (FBI) State Crime News

                WASHINGTON — Two brothers from New York were arrested today for allegedly assaulting law enforcement with a weapon and other charges related to their alleged conduct during the Jan. 6, 2021, breach of the U.S. Capitol. Their alleged actions and the actions of others disrupted a joint session of the U.S. Congress convened to ascertain and count the electoral votes related to the 2020 presidential election.

                Reynold Robert Voisine, 47, of Nicholville, New York, and Roger Alyre Voisine, Jr., 48, of Canton, New York, are each charged in a criminal complaint filed in the District of Columbia with felony offenses of civil disorder; assaulting, resisting, or impeding certain officers with a deadly or dangerous weapon; entering and remaining in a restricted building or grounds with a deadly or dangerous weapon; disorderly and disruptive conduct in a restricted building or grounds with a deadly or dangerous weapon; and engaging in physical violence in a restricted building or grounds with a deadly or dangerous weapon.

                In addition to the felonies, the two brothers are also charged with misdemeanor offenses of disorderly conduct in a Capitol building, impeding passage through the Capitol grounds or buildings, and act of physical violence in the Capitol grounds or buildings.

                The FBI arrested the two men today in Plattsburgh, New York, and they will make their initial appearance in the Northern District of New York.

                According to court documents, on Jan. 6, 2021, the Voisine brothers, Roger and Reynold, attended former President Trump’s rally in Washington, D.C., before marching toward the Capitol building and eventually arriving on the West Front of the Capitol grounds. Roger Voisine, distinguishable by a GoPro mounted on a stick, a tripod tucked in his jacket, and a camouflage-patterned backpack, donned a paintball mask as he approached the Lower West Plaza. Reynold Voisine, also present in the area, was seen wearing a paintball mask on his head during the riot.

                By the afternoon, the situation on Capitol grounds had escalated, and it is alleged that both brothers played active roles in the day’s violence. At approximately 3:20 p.m., Reynold Voisine was seen among the crowd as rioters viciously assaulted an officer, dragging the officer from the Lower West Terrace Tunnel and into a mob of rioters. As the attacks continued throughout the day, Reynold remained in the vicinity, using a handheld radio to communicate while the mob assaulted officers inside the Tunnel. The Tunnel was the site of some of the most violent attacks against law enforcement that day.

                By 4:25 p.m., Reynold Voisine made his way to the mouth of the Tunnel, where rioters were launching a variety of weapons at the police, including a crutch, a hockey stick, a baton, and multiple poles. It is alleged that Reynold participated in these attacks against officers, first by throwing a crutch at the officers and then by hurling a blue pole that struck police officers. After throwing the pole, he threw the crutch again, which ricocheted off another rioter and hit the officers. Later, Reynold used a stolen riot shield to ram into the police line.

                Around the same time, it is alleged that Roger Voisine was also engaged in direct assaults on police. Court documents say that Roger threw a length of pipe at the officers, pushed into their shields alongside other rioters, and attempted to drag one officer into the crowd. It is further alleged that Roger continued his violent actions by throwing a black rod at the police, hitting one officer’s shield, and later throwing three shoes at various officers. At one point, Roger picked up a wooden table leg with protruding nails, swung it twice at officers, and then aggressively threw it at another officer.

                In addition to these physical assaults, Roger allegedly used a spotlight to shine directly into the eyes of police officers, further hindering their ability to defend themselves against the mob. Throughout the chaos, Roger remained at the front lines of the mob, holding his GoPro in a manner that suggested he was documenting the event.

                This case is being prosecuted by the U.S. Attorney’s Office for the District of Columbia and the Department of Justice National Security Division’s Counterterrorism Section. Valuable assistance was provided by the U.S. Attorney’s Office for the Northern District of New York.

                This case is being investigated by the FBI’s Albany and Washington Field Offices. Valuable assistance was provided by the Tampa FBI, U.S. Capitol Police, and the Metropolitan Police Department.                                                     

                In the 45 months since Jan. 6, 2021, more than 1,532 individuals have been charged in nearly all 50 states for crimes related to the breach of the U.S. Capitol, including more than 571 individuals charged with assaulting or impeding law enforcement, a felony. The investigation remains ongoing.

                Anyone with tips can call 1-800-CALL-FBI (800-225-5324) or visit tips.fbi.gov.

                A complaint is merely an allegation, and all defendants are presumed innocent until proven guilty beyond a reasonable doubt in a court of law.

    MIL Security OSI

  • MIL-OSI Security: Peoria Man Sentenced to More Than 11 Years in Prison for Multi-Year Fraud Scheme

    Source: Federal Bureau of Investigation (FBI) State Crime News

    PEORIA, Ill. – A Peoria, Illinois, man, Chad Duane Campen, 35, was sentenced on October 24, 2024, to 135 months (11.3 years) following his convictions for bank fraud (one count), wire fraud (three counts), illegal monetary transaction (one count), bankruptcy fraud (one count), and false statements under oath (one count).

    At the sentencing hearing before U.S. District Judge James E. Shadid, the government presented evidence that Campen successfully swindled dozens of individuals and financial institutions between 2013 and 2021. During the course of the sentencing, the court heard from several of Campen’s victims who described themselves as “survivors” of Campen’s crimes. Campen pretended to be engaged in various business ventures ranging from farming to the construction of a solar farm. Via this elaborate scheme, Campen obtained loans from multiple banks using each fraudulent loan to not only enrich himself but also to pay off his previous victim. By the time his scheme collapsed, the government showed that Campen had obtained more than $17 million from these banks, of which almost $5 million was still outstanding.

    Campen, however, did not limit himself to stealing from banks, he also defrauded individuals. Witnesses, victim letters, and other evidence demonstrated how Campen would pretend to befriend people over the course of years and be welcomed into their families and homes only to steal from them. Campen caused a family farm to have its equipment repossessed after he claimed their equipment as his to secure one of his fraudulent loans. In another instance, Campen offered to assist an elderly man, gained access to his home, and stole more than $50,000 from him. And Campen convinced a family to invest in a purported farming opportunity. The family took out a loan using their own farm as collateral. When Campen’s fraud scheme collapsed, the family not only lost the money they had given Campen, but their farm—which had been in their family for more than 100 years—had to be sold.

    Another victim of Campen’s fraud was the Village of Bartonville, Illinois. Campen with co-conspirator Richard Weiss, convinced the Village to extend loans and additional funds to tear down the old Bowen Building in Bartonville. Campen lied to the Village and made promises that he could recoup the Village’s loan and investments through the sale of materials from the building. Campen secured these funds by falsely claiming that he already had buyers lined up for the stone for the building. As a result of Campen’s fraud, the Village lost the equivalent of half of all its property tax revenue for an entire year.

    Campen’s co-conspirator in certain acts connected with that fraud, the owner of the Bowen building, Richard Weiss, 62, of Pekin, Illinois, was charged in a separate case in February 2024 with bank fraud and conspiracy to commit money laundering, related to his and Campen’s receipt of funds from the Village. He pleaded guilty to both counts in February and was sentenced the same day as Campen to 15 months of imprisonment. Weiss’s sentence took into account his unique personal characteristics and significantly smaller role in the offense. In imposing the sentence, Judge Shadid noted that Weiss himself was a victim of Campen’s fraud.

    As Campen’s scheme began to unravel, he tried to use the mechanisms of bankruptcy court to delay his creditors and prevent discovery of his fraud. Campen committed additional fraud in the bankruptcy court by filing counterfeit documents and making false statements in his pleadings and under oath. Campen’s fraud was quickly detected by the professionals with the Office of the United States Trustee for Region 10, who added to the growing investigation of Campen by providing a criminal referral to the United States Attorney’s Office.

    A seventeen-count indictment was filed January 19, 2022, and Campen was arrested and detained five days later. Although he has filed several motions and appeals requesting bond, he has remained in the custody of the U.S. Marshals Service since his arrest. Campen entered into a written plea agreement in March 2024, pleading guilty to seven of the seventeen counts.

    The statutory penalties for the charges are:

    Charge

    Imprisonment Time

    Supervised Release

    Bank Fraud (Ct. 5) Not more than 30 years 5 years
    Wire Fraud (Cts. 6, 12, 13) Not more than 20 years 3 years
    Illegal Monetary Transaction (Ct. 14) Not more than 10 years 3 years
    Bankruptcy Fraud (Ct. 16) Not more than 5 years 3 years
    False Statements Under Oath (Ct. 17) Not more than 5 years 3 years

    During his term of supervised release, Campen is to refrain from engaging in any occupation, business or profession related to the banking industry, including, but not limited to, employment by a bank or any other financial institution.

    “The defendant’s repeated acts of fraud caused great damage not only to financial institutions, but also to members of our community, including but not limited to the Village of Bartonville and its taxpayers,” said U.S. Attorney Gregory K. Harris. “Our office is committed to protecting individuals and banks from predatory acts like those of the defendant and will vigorously pursue such cases. We are grateful to our federal law enforcement partners, the Internal Revenue Service and the Federal Bureau of Investigation, as well as the Office of the United States Trustee for Region 10.”

    “Today’s sentence will go a long way in protecting the integrity of the bankruptcy system,” said Nancy J. Gargula, United States Trustee for Indiana and the Central and Southern Districts of Illinois (Region 10).  “We are grateful to U.S. Attorney Harris and our law enforcement partners for their commitment to protect the interests of creditors and the public.”

    “Driven by an unquenchable thirst for ill-gotten gains, Chad Campen embarked on an eight-year fraud spree which led to devastating results for those who put their trust in him,” said FBI Springfield Special Agent in Charge Christopher Johnson. “This sentence sends a clear message about the consequences of greed and demonstrates the resolve of the FBI and our law enforcement partners to follow the money trail and ensure justice.”

    “Over several years, Chad Campen defrauded dozens of victims, creating severe economic distress for families and straining resources for institutions that fell victim to his fraud scheme,” said Marta C. Grijalva, Assistant Special Agent in Charge, IRS Criminal Investigation, Chicago Field Office. “This sentencing reflects the consequences of actions that caused significant financial pain to not only institutions and communities, but also individual families. That is why IRS Criminal Investigation and its fellow law enforcement partners remain committed to safeguarding the financial security of our communities and holding accountable those who exploit the system for personal gain.”

    The case investigation was conducted by the IRS Criminal Investigation and the Federal Bureau of Investigation, Springfield Field Office. The bankruptcy fraud charge was referred for criminal prosecution by the Office of the United States Trustee for Region 10, Nancy J. Gargula. The U.S. Trustee Program is the component of the Justice Department that protects the integrity of the bankruptcy system by overseeing case administration and litigating to enforce the bankruptcy laws. Region 10 is headquartered in Indianapolis, with additional offices in South Bend, Indiana, and Peoria, Illinois. Assistant U.S. Attorney Douglas F. McMeyer represented the government in the prosecution.

    MIL Security OSI

  • MIL-OSI Security: Jamestown Man Pleads Guilty to Methamphetamine Charge

    Source: Federal Bureau of Investigation (FBI) State Crime News

    BUFFALO, N.Y. – U.S. Attorney Trini E. Ross announced today that Willie C. Graham, 43, of Jamestown, NY, pleaded guilty before U.S. District Judge John L. Sinatra, Jr to possession with intent to distribute methamphetamine, which carries a mandatory minimum penalty of five years in prison, a maximum of imprisonment of 40 years, and a fine of $5,000,000.

    Assistant U.S. Attorney Donna M. Duncan, who is handling the case, stated that on September 6, 2023, Jamestown Police officers initiated a traffic stop on a car that Graham was a passenger in. Officers located numerous items of drug paraphernalia in the car, as well as a quantity of fentanyl on Graham’s person.

    On March 2, 2024, Graham was a passenger in a car that fled from law enforcement officers trying to conduct a traffic stop. A subsequent search of the vehicle resulted in the recovery of 11.6 grams of methamphetamine drug paraphernalia, and $1,134.00 cash.

    On April 30, 2024, Jamestown Police officers located and arrested Graham. At the time of his arrest, he was in possession of 10 assorted bank and benefit cards, some of which were issued to individuals other than Graham, a quantity of methamphetamine, drug paraphernalia, and $185.

    The plea is a result of an investigation by the Jamestown Police Department, under the direction of Chief Timothy Jackson, and the Federal Bureau of Investigation, under the direction of Special Agent-in-Charge Matthew Miraglia.

    Sentencing is scheduled for February 20, 2025, at 11:00 a.m. before Judge Sinatra.

    # # # #

     

    MIL Security OSI

  • MIL-OSI USA: Lankford Requests Information on Arrest of Afghan Nationals Allegedly Plotting Election Day Terrorist Attack

    US Senate News:

    Source: United States Senator for Oklahoma James Lankford
    OKLAHOMA CITY, OK – Senator James Lankford (R-OK) joined Senator Rand Paul (R-KY), Ranking Member of the Senate Homeland Security and Governmental Affairs Committee,  in sending a letter to Department of Homeland Security (DHS) Secretary Alejandro Mayorkas requesting information concerning the recent arrest of two Afghan nationals in Oklahoma City, Oklahoma, who were allegedly plotting an Election Day terrorist attack on behalf of the Islamic State of Iraq and al-Sham (ISIS).
    “This alarming incident adds to a growing list of similar security breaches, raising serious concerns about the Department of Homeland Security’s (DHS) ability to effectively protect our homeland. The screening and vetting processes under the Biden-Harris Administration are clearly failing, allowing criminals and individuals with terrorist links to exploit vulnerabilities in the system. Given the significant threat to American lives, it is imperative that we receive detailed information to fully understand the scope of these issues,” wrote the Senators.
    According to the unsealed criminal complaint referenced in the letter, Nasir Ahmad Tawhedi entered the United States using a Special Immigrant Visa (SIV), shortly after the Biden-Harris Administration’s disastrous withdrawal from Afghanistan. After entering the United States, Tawhedi promoted ISIS propaganda, sent funds to known charities linked to ISIS support networks, and liquidated all assets to purchase weapons; with the remaining funds intended for the ISIS Treasury. The Senators stressed this alarming incident adds to a growing list of similar security breaches, raising serious concerns about DHS’s ability to effectively protect our homeland. Senators Rick Scott (R-FL) and Roger Marshall (R-KS), both members of the Homeland Security Committee, also signed the letter.
    You can read the full letter HERE or below:
    Dear Secretary Mayorkas:
    We, as Members of the Senate Homeland Security and Governmental Affairs Committee (HSGAC), are writing to request information concerning the recent arrest of two Afghan nationals in Oklahoma City, Oklahoma, who were allegedly plotting an Election Day terrorist attack, on behalf of the Islamic State of Iraq and al-Sham (ISIS). According to the unsealed criminal complaint, Nasir Ahmad Tawhedi entered the United States on September 9, 2021, using a Special Immigration Visa (SIV), shortly after the Biden-Harris Administration’s disastrous withdrawal from Afghanistan.
    After entering the United States, Tawhedi promoted ISIS propaganda, sent funds to known charities linked to ISIS support networks, and liquidated all assets to purchase weapons; with the remaining funds intended for the ISIS Treasury. Tawhedi was working with a juvenile coconspirator with legal permanent resident status who had entered the United States on March 27, 2018, using a SIV. According to reports, the two Afghan nationals planned to carry out a violent, armed attack on Election Day.
    This alarming incident adds to a growing list of similar security breaches, raising serious concerns about the Department of Homeland Security’s (DHS) ability to effectively protect our homeland. The screening and vetting processes under the Biden-Harris Administration are clearly failing, allowing criminals and individuals with terrorist links to exploit vulnerabilities in the system. Given the significant threat to American lives, it is imperative that we receive detailed information to fully understand the scope of these issues.
    For this reason, we request the following information as soon as possible, but no later than November 8, 2024:
    All DHS records, including component records and complete Alien Files (A-Files), related to all of the individuals arrested in connection with this terrorist plot, including their immigration status and criminal history;
    All communications from or between DHS, CBP, US Immigration and Customs Enforcement (ICE), and the Federal Bureau of Investigation (FBI) regarding these individuals, including but not limited to their immigration status and criminal history;
    All documents and communications regarding the arrival and entry of these individuals in the US;
    Any addresses provided by these individuals upon entering the US;
    All documents and communications related to these individuals’ personal information processed through international and national criminal databases;
    All documents and communications related to any asylum or protection claims made by these individuals, including the type and reason provided;
    All communications that DHS, CBP, or ICE had with federal, state, and local law enforcement agencies in relation to these individuals, including but not limited to any arrests or detainments by any state jurisdiction; and
    All documents and communications detailing their transit through other countries;
    All documents sufficient to show all derogatory information in the Terrorist Screening Data Set associated with the two Afghan nationals arrested on October 7, 2024.
    Thank you for your prompt attention to this matter.

    MIL OSI USA News

  • MIL-OSI Security: U.S. Attorney Appoints Election Officer for the Eastern District of Kentucky

    Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)

    LEXINGTON, Ky. – United States Attorney Carlton S. Shier, IV, announced today that Assistant United States Attorney (AUSA) Kate Smith will lead the efforts of his Office in connection with the Justice Department’s nationwide Election Day Program for the upcoming November 5, 2024, general election.  AUSA Smith has been appointed to serve as the District Election Officer (DEO) for the Eastern District of Kentucky and in that capacity is responsible for overseeing the District’s handling of election day complaints of voting rights concerns, threats of violence to election officials or staff, and election fraud, in consultation with Justice Department Headquarters in Washington.

    United States Attorney Shier said, “Every citizen must be able to vote without interference or discrimination and to have that vote counted in a fair and free election.  Similarly, election officials and staff must be able to serve without being subject to unlawful threats of violence.  The Department of Justice will always work tirelessly to protect the integrity of the election process.”

    The Department of Justice has an important role in deterring and combatting discrimination and intimidation at the polls, threats of violence directed at election officials and poll workers, and election fraud.  The Department will address these violations wherever they occur. The Department’s longstanding Election Day Program furthers these goals and also seeks to ensure public confidence in the electoral process by providing local points of contact within the Department for the public to report possible federal election law violations.

    Federal law protects against such crimes as threatening violence against election officials or staff, intimidating or bribing voters, buying and selling votes, impersonating voters, altering vote tallies, stuffing ballot boxes, and marking ballots for voters against their wishes or without their input.  It also contains special protections for the rights of voters, and provides that they can vote free from interference, including intimidation, and other acts designed to prevent or discourage people from voting or voting for the candidate of their choice.  The Voting Rights Act protects the right of voters to mark their own ballot or to be assisted by a person of their choice (where voters need assistance because of disability or inability to read or write in English).   

    United States Attorney Shier stated that:  “The franchise is the cornerstone of American democracy.  We all must ensure that those who are entitled to the franchise can exercise it if they choose, and that those who seek to corrupt it are brought to justice.  In order to respond to complaints of voting rights concerns and election fraud during the upcoming election, and to ensure that such complaints are directed to the appropriate authorities, AUSA/DEO Smith will be on duty in this District while the polls are open.  She can be reached by the public at the following telephone number:  859-685-4884.”

    In addition, the FBI will have special agents available in each field office and resident agency throughout the country to receive allegations of election fraud and other election abuses on election day.  The local FBI field office can be reached by the public at (502) 263-6000.

    Complaints about possible violations of the federal voting rights laws can be made directly to the Civil Rights Division in Washington, DC by complaint form at https://civilrights.justice.gov/ or by phone at 800-253-3931.

    United States Attorney Shier said, “Ensuring free and fair elections depends in large part on the assistance of the American electorate.  It is important that those who have specific information about voting rights concerns or election fraud make that information available to the Department of Justice.”

    Please note, however, in the case of a crime of violence or intimidation, please call 911 immediately and before contacting federal authorities.  State and local police have primary jurisdiction over polling places, and almost always have faster reaction capacity in an emergency.

    — END — 

    MIL Security OSI

  • MIL-OSI Security: Braintree Man Sentenced to 15 Years in Prison for Drug Trafficking and Money Laundering Charges

    Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)

    BOSTON – A member of a nationwide drug trafficking ring was sentenced on Oct. 25, 2024 in federal court in Boston for drug trafficking and money laundering. During the investigation, over 160 pounds of pure methamphetamine, as well as an AK-47, a Glock with no serial number, two loaded Smith & Wesson handguns and over 4,200 rounds of ammunition were seized. An illegal marijuana grow operation with hundreds of marijuana plants was also dismantled.

    Patrick O’Hearn, 64, of Braintree was sentenced by U.S. District Court Judge Nathaniel M. Gorton to 15 years in prison followed by three years of supervised release. In March 2024, O’Hearn pleaded guilty to one count of conspiracy to distribute and to possess with intent to distribute methamphetamine, as well as one count of money laundering conspiracy and one count of money laundering.

    O’Hearn was charged along with 10 others in September 2021 in a 15ifteen count superseding indictment.  

    O’Hearn was part of a large-scale methamphetamine distribution network that distributed significant quantities of pure methamphetamine throughout New England. The investigation began in late 2020, when O’Hearn’s methamphetamine supplier Reshat Alkayisi was identified as a large-scale methamphetamine trafficker, who distributed multi-pound quantities to customers throughout the New England area. O’Hearn was subsequently identified as one of Alkayisi’s regular large-scale distributors who routinely purchased methamphetamine and redistributed it throughout the Boston area. Bank records indicated that O’Hearn paid Alkayisi at least $100,000 between January and July 2021. O’Hearn also purchased over $465,000 worth of methamphetamine from Alkayisi between January and May 2021.

    O’Hearn conspired with Alkayisi to launder their drug proceeds. As part of that money laundering conspiracy, Alkayisi used O’Hearn’s residence as the address for his shell company that he used to launder drug proceeds.

    In July 2021, O’Hearn was arrested and over 680 grams of pure methamphetamine was seized, as well as small quantities of cocaine, ketamine, MDMA and other controlled substances from O’Hearn’s residence. Over $213,000 in cash was also found in O’Hearn’s residence and in bank safe deposit boxes.

    Alkayisi pleaded guilty in April 2024 and in September 2024 sentenced to 23 years in prison followed by five years of supervised release. O’Hearn is the 10th defendant to be sentenced in the case. The remaining defendant has pleaded guilty and is awaiting sentencing.

    Acting United States Attorney Joshua S. Levy; Jodi Cohen, Special Agent in Charge of the Federal Bureau of Investigation, Boston Division; and Stephen Belleau, Acting Special Agent in Charge of the Drug Enforcement Administration, New England Field Division made the announcement. Valuable assistance was provided by the Massachusetts Department of Correction; Norfolk County Sherriff’s Office; and Concord, Hudson, Peabody, Reading, Watertown and Waltham Police Departments. Assistance was also provided by the Massachusetts, Rhode Island, New Hampshire and Maine State Police. Assistant U.S. Attorneys Alathea Porter and Katherine Ferguson of the Criminal Division are prosecuting the case.

    This case is part of an Organized Crime Drug Enforcement Task Forces (OCDETF) operation. OCDETF identifies, disrupts, and dismantles the highest-level criminal organizations that threaten the United States using a prosecutor-led, intelligence-driven, multi-agency approach. Additional information about the OCDETF Program can be found at https://www.justice.gov/OCDETF.
     

    MIL Security OSI

  • MIL-OSI Security: Clarkston Woman Sentenced to Three Years in Prison for Embezzling Over Three Million Dollars From Former Employer

    Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)

    DETROIT- A Clarkston woman was sentenced to 3 years in federal prison for wire fraud arising out of an embezzlement scheme targeting her former employer, announced United States Attorney Dawn N. Ison.

    Joining Ison in the announcement was Special Agent in Charge, Federal Bureau of Investigation, Cheyvoryea Gibson.

    Sally Lynn Elmore, 56, pleaded guilty in July 2024 to one count of wire fraud arising from a scheme to defraud her former employer that resulted in over $3 million in losses.  In addition to the 3 years’ imprisonment, United States District Judge Brandy R. McMillion ordered Elmore to pay $2.2 million in restitution to her victims and to pay a $3.2 million forfeiture money judgment. 

    According to Court documents, from April 2019 to December 2022, Elmore abused her position of trust and used her access to the payroll and banking systems of her employer to execute a scheme to fraudulently direct electronic payments—in the form of salary, bonuses, and expense reimbursements that she knew she was not entitled to receive—from her employer’s bank account to her personal bank accounts.  In order to conceal her fraud, Elmore prepared and presented falsified financial statements to her employer’s board, representing that the company was still in possession of funds that she had, in fact, fraudulently directed to herself. She also concealed the missing funds from the company’s insurer, causing the company to lose coverage for losses from theft.  In total, Elmore stole over $3 million and gambled most of it away. 

    “Elmore violated the trust placed in her as the director of finance and human resources for her company, stealing over three million dollars, nearly driving the company to insolvency, and putting the livelihoods of her fellow employees in jeopardy, stated United States Attorney Ison. “Our office will aggressively prosecute those individuals who abuse their authority to line their own pockets at others’ expense.”

    “Over the course of three years, Ms. Elmore betrayed her employer by exploiting her access to the company’s finances, stealing millions of dollars, and covering up her actions through deception,” said Cheyvoryea Gibson, Special Agent in Charge of the FBI in Michigan. “The FBI has zero tolerance for fraud against individuals or institutions and will continue to work with our partners at the U.S. Attorney’s Office to prosecute those involved in embezzlement schemes. We are committed to ensuring that anyone who abuses their position of trust faces justice.”

    The case was prosecuted by Assistant United States Attorney Alyse Wu. The investigation was conducted by the Federal Bureau of Investigation.

    MIL Security OSI

  • MIL-OSI Security: USAO-KS Announces Election Day Program

    Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)

    KANSAS CITY, KAN. – United States Attorney Kate E. Brubacher announced that Assistant United States Attorney (AUSA) Jared Maag will lead the efforts of his Office in connection with the Justice Department’s nationwide Election Day Program for the upcoming November 5, 2024, general election.  AUSA Maag has been appointed to serve as the District Election Officer (DEO) for the U.S. Attorney’s Office District of Kansas, and in that capacity is responsible for overseeing the District’s handling of election day complaints of voting rights concerns, threats of violence to election officials or staff, and election fraud, in consultation with Justice Department Headquarters in Washington.

    U.S. Attorney Brubacher said, “Every citizen must be able to vote without interference or discrimination and to have that vote counted in a fair and free election.  Similarly, election officials and staff must be able to serve without being subject to unlawful threats of violence.  The Department of Justice will always work tirelessly to protect the integrity of the election process.”

    The Department of Justice has an important role in deterring and combatting discrimination and intimidation at the polls, threats of violence directed at election officials and poll workers, and election fraud.  The Department will address these violations wherever they occur.  The Department’s longstanding Election Day Program furthers these goals and also seeks to ensure public confidence in the electoral process by providing local points of contact within the Department for the public to report possible federal election law violations.

    Federal law protects against such crimes as threatening violence against election officials or staff, intimidating or bribing voters, buying and selling votes, impersonating voters, altering vote tallies, stuffing ballot boxes, and marking ballots for voters against their wishes or without their input.  It also contains special protections for the rights of voters, and provides that they can vote free from interference, including intimidation, and other acts designed to prevent or discourage people from voting or voting for the candidate of their choice.  The Voting Rights Act protects the right of voters to mark their own ballot or to be assisted by a person of their choice (where voters need assistance because of disability or inability to read or write in English).  

    U.S. Attorney Brubacher stated that: “The franchise is the cornerstone of American democracy.  We all must ensure that those who are entitled to the franchise can exercise it if they choose, and that those who seek to corrupt it are brought to justice.  In order to respond to complaints of voting rights concerns and election fraud during the upcoming election, and to ensure that such complaints are directed to the appropriate authorities, AUSA/DEO Maag will be on duty in this District while the polls are open. He can be reached by the public at the following telephone number: (785) 295-2850.

    In addition, the FBI will have special agents available in each field office and resident agency throughout the country to receive allegations of election fraud and other election abuses on election day.  The local FBI field office can be reached by the public at 816-512-8200.

    Complaints about possible violations of the federal voting rights laws can be made directly to the Civil Rights Division in Washington, DC by complaint form at https://civilrights.justice.gov/ or by phone at 800-253-3931.

    U.S. Attorney Brubacher said, “Ensuring free and fair elections depends in large part on the assistance of the American electorate.  It is important that those who have specific information about voting rights concerns or election fraud make that information available to the Department of Justice.”

    Please note, however, in the case of a crime of violence or intimidation, please call 911 immediately and before contacting federal authorities.  State and local police have primary jurisdiction over polling places, and almost always have faster reaction capacity in an emergency.

    ###
     

    MIL Security OSI

  • MIL-OSI USA: USDA’s Agricultural Research Technology Center Breaks Ground in Davis, CA

    Source: US Agriculture Research Service

    USDA’s Agricultural Research Technology Center Breaks Ground in Davis, CA

    Contact: Amaani Lyle
    Email: Amaani.Lylew@usda.gov

    DAVIS, Calif., Oct. 29, 2024 — Advances in crop production and preservation are poised for new digs as the U.S. Department of Agriculture (USDA) Agricultural Research Service (ARS) broke ground today for a modernized facility to consolidate labs that are currently located at the University of California, Davis.

    The Agricultural Research and Technology Center (ARTC) is a cutting-edge facility that will include customized laboratories, greenhouses and capacity for scientists as part of the ARS’s ongoing efforts to mitigate and adapt to climate change, water scarcity, emerging pests, and increasing global need in support of a resilient agricultural production system.

    The two-story 59,000 square foot building will house four ARS research units: Crops Pathology and Genetics, Invasive Species and Pollinator Health, National Clonal Germplasm Repository – Tree Fruit and Nut Crops and Grapes, and Sustainable Agricultural Water Systems.

    Collectively, these units improve the health, sustainability, and profitability of agricultural production and natural resources in California and the Western United States.

    “The building will be a nexus for scientists to investigate plant diseases, plant genetic resources, conventional and advanced plant breeding methods, soil health, invasive species management and myriad other areas driven by long-term agricultural research and climate-informed decision-making strategies,” said Dr. Simon Liu, ARS Administrator.

    A rendering of the new Agricultural Research and Technology Center in Davis, California. (Image courtesy of Burns & McDonnell)

    Collaborations between ARS, USDA’s chief in-house research agency, and UC Davis began in 1956 with the location of the Crops Pathology and Genetics Research Unit (CPGRU) led by ARS Plant Pathologist, Dr. Austin Goheen, on campus to research grape viruses.

    ARS scientists have since fanned across several UC Davis departments, including Plant Pathology, Viticulture and Enology; Entomology and Nematology; Plant Sciences; and Land, Air and Water Resources, which has facilitated many collaborations that have benefited various stakeholders in industries that include almond, walnut, rice, and grapes.

    ARS’s presence on campus has since grown to over 30 scientists with supporting staff across the four research units and the Western Human Nutrition Research Center.

    Strong collaborative research efforts between university extension specialists, farm advisors, and faculty will continue with the move to the ARTC.

    “This research will benefit growers, commodity groups, agricultural businesses, and U.S. consumers who rely on ARS to find solutions to agricultural and environmental problems,” said Dr. Amisha Poret-Peterson, CPGRU Acting Research Leader. “It’s incredible to celebrate current and future cooperative research among ARS, groundwater sustainability agencies, UC Davis researchers, and stakeholders in diverse specialty realms such as tree nut, rice, and beekeeping industries.”

    ARS remains committed to nationwide infrastructure modernization, empowering researchers to address agricultural challenges from animal science and crop production to climate change and sustainable farming practices.

    Notable speakers at the groundbreaking ceremony included:

    • Dr. Simon Liu, ARS Administrator
    • U.S. Rep. Mike Thompson, California 4th Congressional District
    • Dr. Tara McHugh, ARS Pacific West Area Director
    • Dr. Amisha Poret-Peterson, Acting Research Leader, CPGRU
    • Dr. Glenda Humiston, Vice President, University of California Agriculture and Natural Resources 
    • Dr. Helene Dillard, Dean, College of Agricultural and Environmental Sciences at UC Davis

    The Agricultural Research Service is the U.S. Department of Agriculture’s chief scientific in-house research agency. Daily, ARS focuses on solutions to agricultural problems affecting America. Each dollar invested in U.S. agricultural research results in $20 of economic impact.

    MIL OSI USA News

  • MIL-OSI Security: Burlington Man Sentenced to 151 Months in Federal Prison for Child Pornography Charges

    Source: Federal Bureau of Investigation (FBI) State Crime News

    DAVENPORT, Iowa – A Burlington man was sentenced today to 151 months in federal prison for receiving and distributing child pornography.

    According to public court documents, law enforcement received a CyberTip from the National Center for Missing and Exploited Children that Edward Allen Billheimer, 64, had uploaded files containing child sexual abuse material. Law enforcement located electronic devices at Billheimer’s Burlington residence and a search of those devices revealed approximately 100 videos and 400 images of child sexual abuse material, including content of toddlers and infants.

    After completing his term of imprisonment, Billheimer will be required to serve a five-year term of supervised release. There is no parole in the federal system. Billheimer was also ordered to pay $3,000 in restitution. In addition, Billheimer will be required to register as a sex offender.

    United States Attorney Richard D. Westphal of the Southern District of Iowa made the announcement. This case was investigated by the Federal Bureau of Investigation and the Burlington Police Department.

    This case was brought as part of Project Safe Childhood, a nationwide initiative to combat the growing epidemic of child sexual exploitation and abuse launched in May 2006 by the Department of Justice. Led by U.S. Attorneys’ Offices and the Child Exploitation and Obscenity Section, Project Safe Childhood marshals federal, state, and local resources to better locate, apprehend and prosecute individuals who exploit children via the Internet, as well as to identify and rescue victims. For more information about Project Safe Childhood, please visit https://www.justice.gov/psc.

    MIL Security OSI

  • MIL-OSI USA: Rep. Barry Moore to AG Garland: “Release the January 6th IG report today”

    Source: United States House of Representatives – Congressman Barry Moore

    Washington, D.C. — Rep. Barry Moore (AL-02) joined a letter led by Rep. Thomas Massie (R-KY) warning that AG Merrick Garland will face consequences if the DOJ is found to have interfered with the release of the Investigator General’s report on the DOJ’s involvement in the events of January 6th, 2021. This letter follows testimony by the DOJ’s Inspector General suggesting that the FBI had confidential human sources on the Capitol Grounds that day and that DOJ may be slow-walking the release of his final report on the matter.

    “The American people deserve to see the contents of this report, and Attorney General Garland must be held accountable if he is holding up its release,” said Moore. “The Attorney General can end speculation on this matter immediately by releasing the report today.”

    ###

    MIL OSI USA News

  • MIL-OSI Security: Georgia Man Pleads Guilty to Role in Methamphetamine Trafficking Organization

    Source: United States Bureau of Alcohol Tobacco Firearms and Explosives (ATF)

    HUNTINGTON, W.Va. – Nehmiah Allen-Griggs, also known as “Newski,” 23, of Dallas, Georgia, pleaded guilty today to distribution of 50 grams or more of methamphetamine. Allen-Griggs admitted to his role in a drug trafficking organization (DTO) responsible for distributing large quantities of methamphetamine and fentanyl in the Southern District of West Virginia.

    According to court documents and statements made in court, on March 1, 2023, Allen-Griggs distributed approximately 1 pound of methamphetamine to a confidential informant in a Huntington parking lot in exchange for $2,000.

    On November 15, 2023, law enforcement officers executed a search warrant at a Highlawn Avenue residence in Huntington and seized quantities of methamphetamine and fentanyl, a Landor Arms Canyon Arms 12-gauge shotgun, a Walther P22 .22-caliber pistol equipped with a silencer, a Kel-Teck .22-caliber pistol, and various rounds of ammunition. Allen-Griggs admitted that he and others used the residence to store and distribute methamphetamine and fentanyl.

    Allen-Griggs is scheduled to be sentenced on February 10, 2025, and faces a mandatory minimum of 10 years and up to life in prison, at least five years of supervised release, and a $10 million fine.

    Allen-Griggs is among 27 individuals indicted in a 53-count indictment that charges the defendants with distributing methamphetamine and fentanyl transported from Detroit, Michigan, in Huntington and other locations within the Southern District of West Virginia.

    Allen-Griggs is also among 22 defendants who have pleaded guilty in the main case. One other of the 27 indicted individuals pleaded guilty to a related offense in a separate case. The indictment against the remaining defendants is pending. An indictment is merely an allegation and the defendants are presumed innocent unless and until proven guilty beyond a reasonable doubt in a court of law.

    United States Attorney Will Thompson made the announcement and commended the investigative work of the Federal Bureau of Investigation (FBI), the Cabell County Sheriff’s Department, the Drug Enforcement Administration (DEA), the Metropolitan Drug Enforcement Network Team (MDENT), the West Virginia State Police, the Bureau of Alcohol, Tobacco, Firearms and Explosives (ATF), and the U.S. Postal Inspection Service. MDENT is composed of the Charleston Police Department, the Kanawha County Sheriff’s Office, the Putnam County Sheriff’s Office, the Nitro Police Department, the St. Albans Police Department and the South Charleston Police Department.

    United States District Judge Robert C. Chambers presided over the hearing. Assistant United States Attorneys Joseph F. Adams and Stephanie Taylor are prosecuting the case.

    The investigation was part of the Department of Justice’s Organized Crime Drug Enforcement Task Force (OCDETF). The program was established in 1982 to conduct comprehensive, multilevel attacks on major drug trafficking and money laundering organizations and is the keystone of the Department of Justice’s drug reduction strategy. OCDETF combines the resources and expertise of its member federal agencies in cooperation with state and local law enforcement. The principal mission of the OCDETF program is to identify, disrupt and dismantle the most serious drug trafficking organizations, transnational criminal organizations and money laundering organizations that present a significant threat to the public safety, economic, or national security of the United States.

    A copy of this press release is located on the website of the U.S. Attorney’s Office for the Southern District of West Virginia. Related court documents and information can be found on PACER by searching for Case No. 3:23-cr-180.

    ###

     

    MIL Security OSI

  • MIL-OSI: 1300 Clients and Accelerating Growth: European Tech Scaleflex Unveils Visual Experience Platform to Disrupt $4.5B DAM Market

    Source: GlobeNewswire (MIL-OSI)

    Since 2020, the company has reached 1300 clients. The release of the Visual Experience Platform is set to reshape the $4.5B market of Digital Asset Management (DAM) and AI Visual Enhancement markets solutions. The DAM market is expected to reach $16.2B dollars by 2032.1

    PARIS, Oct. 29, 2024 (GLOBE NEWSWIRE) — With €2.5M in funding, France-founded solution provider Scaleflex introduces its new Visual Experience Platform (VXP).

    Analysts expect the DAM market to reach a compound annual growth rate (CAGR) surpassing 17%2. Key drivers include increased adoption of cloud-based architecture and the integration of AI and machine learning for asset management.

    “VXP answers our clients’ call for a single platform that goes beyond traditional DAM — facilitating content optimization, enrichment, and distribution. Our work with L-Commerce, an E. Leclerc subsidiary, France’s leading grocery retailer, is proof. We helped them process assets faster, at lower costs, boosting both scalability and web performance. Both are critical for eCommerce success,” says Emil Novakov, co-founder and CEO of Scaleflex.

    VXP is a first-of-its-kind software in the DAM market, offering integrated functions tailored to marketing, digital, and IT teams :

    • Digital Asset Management, a single source of truth to reference and distribute visual assets (images, videos…)
    • Visual AI-enhancement to automate tasks like Not safe for work moderation, enrichment, tagging and visual search (vector search)
    • Web Portals to collaborate and share assets such as brand guidelines, marketing campaigns…
    • Dynamic Media Optimization transforming visuals to increase web performance

    The composable VXP helps IT & business teams from enterprise & midmarket companies optimize billions of visual assets. Over 1300 clients benefit from the VXP modules, including Michelin, Hyundai, Rakuten, Grupo Piñero, SeLoger, or the European Space Agency.

    The VXP’s intuitive interface can be used by marketing, digital, and communications teams. In addition, IT departments can leverage a full headless approach thanks to scalable APIs that easily integrate into existing systems, driving faster innovation.

    “With a cloud-agnostic architecture built to scale and provide blazing-fast performance for our customers, our platform easily integrates with any system, including MACH-based architectures, providing businesses the agility to adapt and scale their visual stack,” says Julian De Maestri, co-founder and CTO of Scaleflex. “VXP is a next-gen composable solution.”

    About Scaleflex:

    A fast-growing European Tech SaaS, Scaleflex provides comprehensive visual content management solutions. The company’s portfolio includes state-of-the-art tools that help business and IT teams maximize the value of their media assets, optimize content delivery, and improve digital experiences across the board. With a focus on performance, scalability, and innovation, Scaleflex is trusted by more than 1300 customers.
    For more information, please visit www.scaleflex.com.

    Media Contact:
    Jonathan Britel
    Phone: +33 6 77 91 18 49
    Email: jonathan.britel@scaleflex.com
    Side topics : Interview enquiries about IT & technology innovation in Retail, Real Estate, Tourism and Online Media


    1 Fortune Business Insights. (2024, September). Digital Asset Management (DAM) Market Size, Share & Regional Forecast, 2024-2032. Report ID: FBI104914. https://www.fortunebusinessinsights.com/digital-asset-management-dam-market-104914

    2 FNFR. (2024). Digital Asset Management (DAM) Market Size, Share, Growth Analysis Report 2020-2026. https://www.fnfresearch.com/digital-asset-management-dam-market

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/487a4984-c96d-4880-a2b3-2f7ae6c5f405

    The MIL Network

  • MIL-OSI: Check Point Software Reports 2024 Third Quarter Financial Results

    Source: GlobeNewswire (MIL-OSI)

    REDWOOD CITY, Calif., Oct. 29, 2024 (GLOBE NEWSWIRE) — Check Point® Software Technologies Ltd. (NASDAQ: CHKP), today announced its financial results for the third quarter ended September 30, 2024.

    Third Quarter 2024:

    • Total Revenues: $635 million, a 7 percent increase year over year
    • Security Subscriptions Revenues: $277 million, a 12 percent increase year over year
    • GAAP Operating Income: $218 million, representing 34 percent of revenues
    • Non-GAAP Operating Income: $274 million, representing 43 percent of revenues
    • GAAP EPS: $1.83, a 4 percent increase year over year
    • Non-GAAP EPS: $2.25, a 9 percent increase year over year

    “Check Point delivered great third quarter financial results that were bolstered by double-digit Infinity Platform growth. This success is underscored by double-digit revenue growth in Harmony Email and Infinity Global Services,” said Gil Shwed, Check Point founder and CEO. “We expanded our offerings into the Security Operation Center (SOC) market with the Cyberint acquisition that delivers proactive, AI powered threat intelligence and exposure management. We’re looking forward to continued success with our Infinity Platform and the broader adoption of our technologies as we close out the year.”

    Financial Highlights for the Third Quarter of 2024:

    • Total Revenues$635 million compared to $596 million in the third quarter of 2023, a 7 percent increase year over year.
    • GAAP Operating Income: $218 million compared to $226 million in the third quarter of 2023, representing 34 percent and 38 percent of total revenues in the third quarter of 2024 and 2023, respectively.
    • Non-GAAP Operating Income: $274 million compared to $269 million in the third quarter of 2023, representing 43 percent and 45 percent of total revenues in the third quarter of 2024 and 2023, respectively
    • GAAP Taxes on Income: $37 million compared to $39 million in the third quarter of 2023.
    • GAAP Net Income: $207 million compared to $205 million in the third quarter of 2023.
    • Non-GAAP Net Income: $255 million compared to $242 million in the third quarter of 2023.
    • GAAP Earnings per Diluted share: $1.83 compared to $1.75 in the third quarter of 2023, a 4 percent increase year over year.
    • Non-GAAP Earnings per Diluted share: $2.25 compared to $2.07 in the third quarter of 2023, a 9 percent increase year over year.
    • Deferred Revenues: As of September 30, 2024, deferred revenues were $1,745 million compared to $1,709 million as of September 30, 2023, a 2 percent increase year over year.
    • Cash Balances, Marketable Securities and Short-Term Deposits: $2,873 million as of September 30, 2024, compared to $2,989 million as of September 30, 2023.
    • Cash Flow: During the quarter we acquired Cyberint Ltd, a pioneering provider of External Risk Management solutions, for $186 million net cash consideration. Cash flow from operations was $249 million, and acquisition-related costs for the current quarter were insignificant. This compares to $222 million in the third quarter of 2023, which included $22 million in costs related to acquisitions.
    • Share Repurchase Program: During the third quarter of 2024, we repurchased approximately 1.79 million shares at a total cost of approximately $325 million.

    For information regarding the non-GAAP financial measures discussed in this release, as well as a reconciliation of such non-GAAP financial measures to the most directly comparable GAAP financial measures, please see “Use of Non-GAAP Financial Information” and “Reconciliation of GAAP to Non-GAAP Financial Information.”

    Video Conference Information
    Check Point will host a video conference with the investment community on October 29, 2024, at 8:30 AM ET/5:30 AM PT. To listen to the live video cast or replay, please visit the website: www.checkpoint.com/ir.

    Fourth Quarter Investor Conference Participation Schedule:    

    • Morgan Stanley 23rdAnnual Asia Pacific Summit
      November 20-21, 2024, Singapore
    • 2024 UBS Global Technology Conference
      December 2-3, 2024, Scottsdale, AZ – 1×1’s
    • Wells Fargo TMT Summit
      December 4, 2024, Rancho Palos Verdes, CA – 1×1’s
    • FBN Virtual Silicon Valley Tech Tour
      December 6, 2024, Virtual
    • Nasdaq 50thInvestor Conference
      December 10, 2024, London, UK

    Members of Check Point’s management team anticipate attending these conferences and events to discuss the latest company strategies and initiatives. Check Point’s conference presentations, if applicable, will be available via webcast on the company’s web site. To hear these presentations and access the most updated information please visit the company’s web site at www.checkpoint.com/ir. The schedule is subject to change.

    To follow this and other Check Point news visit:

    About Check Point Software Technologies Ltd.
    Check Point Software Technologies Ltd. (www.checkpoint.com) is a leading AI-powered, cloud-delivered cyber security platform provider protecting over 100,000 organizations worldwide. Check Point leverages the power of AI everywhere to enhance cyber security efficiency and accuracy through its Infinity Platform, with industry-leading catch rates enabling proactive threat anticipation and smarter, faster response times. The comprehensive platform includes cloud-delivered technologies consisting of Check Point Harmony to secure the workspace, Check Point CloudGuard to secure the cloud, Check Point Quantum to secure the network, and Check Point Infinity Core Services for collaborative security operations and services.

    Legal Notice Regarding Forward-Looking Statements
    This press release contains forward-looking statements. Forward-looking statements generally relate to future events or our future financial or operating performance. Forward-looking statements in this press release include, but are not limited to, statements related to our expectations regarding our products and solutions, and our participation in investor conferences and events during the fourth quarter of 2024. Our expectations and beliefs regarding these matters may not materialize, and actual results or events in the future are subject to risks and uncertainties that could cause actual results or events to differ materially from those projected. These risks include our ability to continue to develop platform capabilities and solutions; customer acceptance and purchase of our existing solutions and new solutions; the market for IT security continuing to develop; competition from other products and services; the appointment of our new CEO, the transition of our CEO into the role of Executive Chairman; and general market, political, economic, and business conditions, including acts of terrorism or war. The forward-looking statements contained in this press release are also subject to other risks and uncertainties, including those more fully described in our filings with the Securities and Exchange Commission, including our Annual Report on Form 20-F filed with the Securities and Exchange Commission on April 2, 2024. The forward-looking statements in this press release are based on information available to Check Point as of the date hereof, and Check Point disclaims any obligation to update any forward-looking statements, except as required by law.

    Use of Non-GAAP Financial Information
    In addition to reporting financial results in accordance with generally accepted accounting principles, or GAAP, Check Point uses non-GAAP measures of operating income, net income, and earnings per diluted share, which are adjustments from results based on GAAP to exclude, as applicable, stock-based compensation expenses, amortization of intangible assets and acquisition related expenses and the related tax affects. Check Point’s management believes the non-GAAP financial information provided in this release is useful to investors’ understanding and assessment of Check Point’s ongoing core operations and prospects for the future. Historically, Check Point has also publicly presented these supplemental non-GAAP financial measures to assist the investment community in visualizing the Company “through the eyes of management,” and thereby enhance understanding of its operating performance. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for results prepared in accordance with GAAP. A reconciliation of the non-GAAP financial measures discussed in this press release to the most directly comparable GAAP financial measures is included with the financial statements contained in this press release. Management uses both GAAP and non-GAAP information in evaluating and operating the business internally and has determined that it is important to provide this information to investors.

    CHECK POINT SOFTWARE TECHNOLOGIES LTD.
    CONSOLIDATED STATEMENT OF INCOME

    (Unaudited, in millions, except per share amounts)

      Three Months Ended   Nine Months Ended
      September 30,   September 30,
        2024     2023     2024     2023
    Revenues:                              
    Products and licenses $ 118.9   $ 114.2   $ 337.3   $ 339.1
    Security subscriptions   276.9     248.3     812.0     715.4
    Total revenues from products and security subscriptions   395.8     362.5     1,149.3     1,054.5
    Software updates and maintenance   239.3     233.8     712.0     696.7
    Total revenues   635.1     596.3     1,861.3     1,751.2
                   
    Operating expenses:              
    Cost of products and licenses   24.3     22.5     68.2     71.3
    Cost of security subscriptions   19.6     13.9     52.9     39.8
    Total cost of products and security subscriptions   43.9     36.4     121.1     111.1
    Cost of Software updates and
    Maintenance
      30.2     27.7     90.5     81.8
    Amortization of technology   5.8     3.0     17.4     8.2
    Total cost of revenues   79.9     67.1     229.0     201.1
                    
    Research and development   97.5     90.0     293.8     268.9
    Selling and marketing   208.9     183.3     630.8     546.6
    General and administrative   30.3     29.8     86.0     87.3
    Total operating expenses   416.6     370.2     1,239.6     1,103.9
                   
    Operating income   218.5     226.1     621.7     647.3
    Financial income, net   25.3     17.7     71.6     58.1
    Income before taxes on income   243.8     243.8     693.3     705.4
    Taxes on income   36.9     38.8     105.1     114.3
    Net income $ 206.9   $ 205.0   $ 588.2   $ 591.1
     

    Basic earnings per share

     

    $

     

    1.87

       

    $

     

    1.77

       

    $

     

    5.28

       

    $

     

    5.01

    Number of shares used in computing basic earnings per share   110.5     116.0     111.4     117.9
    Diluted earnings per share $ 1.83   $ 1.75   $ 5.16   $  4.96
    Number of shares used in computing diluted earnings per share    113.4     117.3     114.1     119.2
    CHECK POINT SOFTWARE TECHNOLOGIES LTD.
    SELECTED FINANCIAL METRICS
    (Unaudited, in millions, except per share amounts)
      Three Months Ended   Nine Months Ended
      September 30,   September 30,
        2024     2023     2024     2023
                   
    Revenues $ 635.1   $ 596.3   $ 1,861.3   $ 1,751.2
    Non-GAAP operating income   274.0     269.0     791.1     770.5
    Non-GAAP net income   255.4     242.4     735.9     698.6
    Diluted Non-GAAP Earnings per share $ 2.25   $ 2.07   $ 6.45   $ 5.86
    Number of shares used in computing diluted Non-GAAP earnings per share   113.4     117.3     114.1     119.2
    CHECK POINT SOFTWARE TECHNOLOGIES LTD.

    RECONCILIATION OF GAAP TO NON GAAP FINANCIAL INFORMATION

    (Unaudited, in millions, except per share amounts)

      Three Months Ended   Nine Months Ended
      September 30,   September 30,
        2024       2023       2024       2023  
                   
    GAAP operating income $ 218.5     $ 226.1     $ 621.7     $ 647.3  
    Stock-based compensation (1)   39.0                 36.5       119.9       105.4  
    Amortization of intangible assets and acquisition related expenses (2)   16.5       6.4       49.5       17.8  
    Non-GAAP operating income $ 274.0     $ 269.0     $ 791.1     $ 770.5  
                   
    GAAP net income $ 206.9     $ 205.0     $ 588.2     $ 591.1  
    Stock-based compensation (1)   39.0                       36.5       119.9                105.4  
    Amortization of intangible assets and acquisition related expenses (2)   16.5       6.4       49.5                   17.8  
    Taxes on the above items (3)   (7.0 )     (5.5 )     (21.7 )     (15.7 )
    Non-GAAP net income $ 255.4     $ 242.4     $ 735.9     $ 698.6  
                   
    Diluted GAAP Earnings per share $ 1.83     $ 1.75     $ 5.16     $ 4.96  
    Stock-based compensation (1)   0.34       0.31       1.04       0.88  
    Amortization of intangible assets and acquisition related expenses (2)   0.14       0.06       0.44       0.15  
    Taxes on the above items (3)   (0.06 )     (0.05 )     (0.19 )     (0.13 )
    Diluted Non-GAAP Earnings per share $ 2.25     $ 2.07     $ 6.45     $ 5.86  
                   
    Number of shares used in computing diluted
    Non-GAAP earnings per share
      113.4       117.3       114.1       119.2  
                   
    (1) Stock-based compensation:              
    Cost of products and licenses $ 0.1     $ 0.1     $ 0.3     $ 0.3  
    Cost of software updates and maintenance   1.8       1.9       6.2       4.9  
    Research and development   14.0       12.1       42.3                   34.5  
    Selling and marketing   15.4       15.0       46.2                41.1  
    General and administrative   7.7       7.4       24.9                24.6  
        39.0       36.5       119.9       105.4  
                   
    (2) Amortization of intangible assets and acquisition related expenses:              
    Amortization of technology-cost of revenues   5.8       3.0       17.4                      8.2  
    Research and development   1.6       1.1       4.8       5.0  
    Selling and marketing   9.1       2.3       27.3       4.6  
        16.5       6.4       49.5       17.8  
    (3) Taxes on the above items   (7.0 )     (5.5 )                  (21.7 )                  (15.7 )
     Total, net $ 48.5     $ 37.4     $ 147.7     $ 107.5  
    CHECK POINT SOFTWARE TECHNOLOGIES LTD.
    CONDENSED CONSOLIDATED BALANCE SHEET DATA
    (In millions)
    ASSETS
      September 30,   December 31,
      2024
    (Unaudited)
      2023
    (Audited)
    Current assets:      
    Cash and cash equivalents $ 543.8   $ 537.7
    Marketable securities and short-term deposits   925.6     992.3
    Trade receivables, net   391.9     657.7
    Prepaid expenses and other current assets   90.9     70.0
    Total current assets   1,952.2     2,257.7
           
    Long-term assets:      
    Marketable securities   1,403.4     1,429.7
    Property and equipment, net   80.6     80.4
    Deferred tax asset, net   76.5     81.8
    Goodwill and other intangible assets, net   1,900.4     1,748.5
    Other assets   99.5     97.4
    Total long-term assets   3,560.4     3,437.8
           
    Total assets $            5,512.6   $ 5,695.5
    LIABILITIES AND
    SHAREHOLDERS’ EQUITY
    Current liabilities:      
    Deferred revenues $ 1,270.2     $ 1,413.8  
    Trade payables and other accrued liabilities   446.0       502.3  
    Total current liabilities   1,716.2       1,916.1  
           
    Long-term liabilities:      
    Long-term deferred revenues   474.8       493.9  
    Income tax accrual   457.8       436.1  
    Other long-term liabilities   35.2       28.4  
        967.8       958.4  
           
    Total liabilities   2,684.0       2,874.5  
           
    Shareholders’ equity:      
    Share capital   0.8       0.8  
    Additional paid-in capital   3,019.4       2,732.5  
    Treasury shares at cost   (13,946.7 )     (13,041.2 )
    Accumulated other comprehensive loss   (1.2 )     (39.2 )
    Retained earnings   13,756.3       13,168.1  
    Total shareholders’ equity   2,828.6       2,821.0  
    Total liabilities and shareholders’ equity $ 5,512.6     $ 5,695.5  
    Total cash and cash equivalents, marketable securities and short-term deposits $ 2,872.8     $ 2,959.7  
    CHECK POINT SOFTWARE TECHNOLOGIES LTD.
    SELECTED CONSOLIDATED CASH FLOW DATA

     (Unaudited, in millions)

      Three Months Ended   Nine Months Ended
      September 30,   September 30,
        2024       2023       2024       2023  
    Cash flow from operating activities:              
    Net income $ 206.9     $ 205.0     $ 588.2     $ 591.1  
    Adjustments to reconcile net income to net cash provided by operating activities:              
    Depreciation of property and equipment   5.2       5.2       17.7       17.4  
    Amortization of intangible assets   13.4       4.6       40.4       10.8  
    Stock-based compensation   39.0       36.5       119.9       105.4  
    Realized loss on marketable securities   *)       6.0       *)       6.7  
    Decrease in trade and other receivables, net   67.8       38.1       258.2       263.3  
    Decrease in deferred revenues, trade payables and other accrued liabilities   (91.6 )     (75.8 )     (213.3 )     (205.1 )
    Deferred income taxes, net   8.2       2.7       (1.3 )     9.3  
    Net cash provided by operating activities   248.9       222.3       809.8       798.9  
                   
    Cash flow from investing activities:              
    Payment in conjunction with acquisitions, net of acquired cash   (185.8 )     (455.0 )     (185.8 )     (455.0 )
    Investment in property and equipment   (4.8 )     (6.1 )     (17.7 )     (13.9 )
    Net cash used in investing activities   (190.6 )     (461.1 )     (203.5 )     (468.9 )
                   
    Cash flow from financing activities:              
    Proceeds from issuance of shares upon exercise of options   45.4       32.6       249.6       117.7  
    Purchase of treasury shares   (325.0 )     (324.6 )     (975.0 )     (974.4 )
    Payments related to shares withheld for taxes   (3.9 )     (2.1 )     (17.1 )     (9.8 )
    Net cash used in financing activities   (283.5 )     (294.1 )     (742.5 )     (866.5 )
                   
    Unrealized gain on marketable securities, net   40.1       6.1       49.3       22.0  
                   
    Decrease in cash and cash equivalents, marketable securities and short term deposits   (185.1 )     (526.8 )      (86.9 )      (514.5 )
                   
    Cash and cash equivalents, marketable securities and short term deposits at the beginning of the period    3,057.9        3,515.5       2,959.7       3,503.2  
                   
    Cash and cash equivalents, marketable securities and short term deposits at the end of the period $ 2,872.8     $ 2,988.7     $ 2,872.8     $ 2,988.7  

    *) represents an amount lower than 0.1

    The MIL Network

  • MIL-OSI: CECO Environmental Reports Third Quarter 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    Company Produces Record Q3 Bookings and Highest-Ever Backlog
    Q3 Revenue and Income Impacted by Customer-Driven Project Delays
    Announced the Acquisition of Profire Energy (Nasdaq: PFIE) for $125 Million
    Completed Acquisition of WK, in Early October
    Updates FY24 Guidance and Introduces 2025 Outlook

    DALLAS, Oct. 29, 2024 (GLOBE NEWSWIRE) — CECO Environmental Corp. (Nasdaq: CECO) (“CECO”), (the “Company”), a leading environmentally focused, diversified industrial company whose solutions protect people, the environment, and industrial equipment, today reported its financial results for the third quarter of 2024. In addition, CECO, announces it has completed the acquisition of WK, an Industrial Air company headquartered in Germany, in early October. Additionally, the Company announced the acquisition of Profire Energy, Inc. (NASDAQ: PFIE) (“Profire”), a leader in burner management technology and combustion control systems that provide mission-critical combustion automation and control solutions and services to improve environmental efficiency, safety and reliability for industrial thermal applications globally.

    Third Quarter Summary(1)

    • Orders of $162.3 million, up 12 percent
    • Backlog of $437.5 million
    • Revenue of $135.5 million, down 9 percent
    • Gross profit of $45.3 million, up 5 percent; Gross margin of 33.4 percent, up 460 basis points
    • Net income of $2.1 million, down 36 percent; non-GAAP net income of $5.2 million, down 32 percent
    • GAAP EPS (diluted) of $0.06; non-GAAP EPS (diluted) of $0.14, down 36 percent
    • Adjusted EBITDA of $14.3 million, down 5 percent
    • Free cash flow of $11.1 million, down $17.4 million

    Subsequent to the Quarter

    • Completes the acquisition of WK in early October
    • Announces the acquisition of Profire; expected to close by January 2025

    (1) All comparisons are versus the comparable prior year period, unless otherwise stated.
    Reconciliations of GAAP (reported) to non-GAAP measures are in the attached financial tables.

    Todd Gleason, CECO’s Chief Executive Officer commented, “While our third quarter produced very strong orders and a new record backlog, we were disappointed that we fell short of the anticipated quarterly revenue and income outlook as a handful of customer-driven delays in larger projects could not be overcome by continued progress with margin expansion and other actions. These delayed projects are expected to begin activity over the coming months and the impact is reflected in our updated full year 2024 and newly introduced full year 2025 outlook. We are excited to have been awarded several large energy transition and general industrial orders in the quarter and we anticipate this trend to continue as we are forecasting a very strong fourth quarter bookings period.”

    Third quarter operating income was $7.2 million, down $0.7 million or 9 percent when compared to $7.9 million in the third quarter 2023. On an adjusted basis, non-GAAP operating income was $11.0 million, down $1.8 million or 14 percent when compared to $12.8 million in the third quarter of 2023. Net income was $2.1 million in the quarter, down $1.2 million or 36 percent when compared to $3.3 million in the third quarter of 2023. Non-GAAP net income was $5.2 million, down $2.4 million or 32 percent when compared to $7.6 million in the third quarter of 2023. Adjusted EBITDA of $14.3 million, reflecting a margin of 10.6 percent, was down 5 percent compared to $15.1 million in the third quarter of 2023. Free cash flow in the quarter was $11.1 million, down $17.4 million compared to $28.5 million in the third quarter of 2023.

    Completes Acquisition of WK

    CECO today announced that in early October it completed the acquisition of Germany-based, WK – a leading industrial air business with well-established global customers and a strong Asia-Pacific presence, based out of Singapore. WK designs, engineers and supplies a broad range of cutting-edge technical equipment and systems for process and environmental and surface technology applications, as well as innovative sustainable solutions. This acquisition strengthens CECO’s footprint and capabilities within the industrial processing solutions segment and further advances the Company’s Industrial Air and leadership positions. WK is expected to deliver full year 2024 sales of approximately $15 million with the potential for high-teen EBITDA margins.

    “I would like to welcome the WK organization to our portfolio of leading industrial air solutions businesses,” said Mr. Gleason. “Together we will advance our joint capabilities to better serve global customers while penetrating markets with solutions and services from across our diverse enterprise.”

    Announces Acquisition of Profire Energy, Inc. (Nasdaq: PFIE)

    “I am excited that today we announced the acquisition of Profire in an all-cash transaction that we expect will close in January 2025. Profire expects to generate approximately $60 million in revenues with adjusted EBITDA margins of approximately 20 percent in the full year 2024. With an installed base approaching 100,000 burner management systems and a growing industrial market product offering, we look forward to accelerating their global market expansion and introducing their high-efficiency solutions to more customers in the industrial air and water markets. We are confident the increased scale and combined corporate organizations will generate meaningful efficiencies and synergies. The addition of Profire is another important step in our ongoing execution of programmatic M&A and we expect it will further advance our position as the leading environmental solutions provider in industrial markets,” added Mr. Gleason.

    Updates 2024 Full Year Guidance

    The Company updated its 2024 full year revenue guidance to reflect revenue between $575 and $600 million, up approximately 10 percent year over year at the midpoint of the range, and adjusted EBITDA between $65 to $70 million, up approximately 17 percent year over year, at the midpoint of the range. The updated expected full year guidance compares to the previous outlook for revenues of between $600 to $620 million and adjusted EBITDA of between $68 to $72 million. The Company expects 2024 full year bookings guidance to reflect a book to bill rate of or in excess of 1.2x, up from a previous range of 1.05x to 1.1x. The Company maintains its full year outlook for free cash flow of 50% to 70% of adjusted EBITDA.

    “Our updated full year 2024 guidance essentially mirrors the initial outlook we provided as we entered 2024. As previously mentioned, unfortunately, the customer-driven delays associated with a handful of larger projects impacted our ability to hit the raised guidance we issued mid-year. This is the first time we have reduced guidance in company history, and although this is disappointing for our short-term results, we remain very pleased with our bookings, margin expansion progress and overall execution. Additionally, the revenue and associated income from the 2024 project delays slide into upcoming quarters, so we remain focused on execution and controlling factors we can influence,” said Mr. Gleason.

    Introduces 2025 Full Year Guidance

    The Company introduced its 2025 full year guidance to reflect revenue between $700 and $750 million, up approximately 25 percent at the midpoint of the range, and adjusted EBITDA between $90 and $100 million, up approximately 40% at the midpoint of the range. The Company expects full year free cash flow of between 50% to 70% of adjusted EBITDA.

    Mr. Gleason concluded, “Our full year 2025 outlook reflects the visibility we have with our record backlog, ongoing strong bookings, 2024 related project push outs, and the impact from already completed acquisitions and the pending transaction with Profire. We continue to drive an aggressive operating model that supports strong organic growth, coupled with steady margin expansion and additions from accretive and strategic acquisitions.”

    EARNINGS CONFERENCE CALL

    A conference call is scheduled for today at 8:30 a.m. ET to discuss the third quarter 2024 financial results. Please visit the Investor Relations portion of the website (https://investors.cecoenviro.com) to listen to the call via webcast. The conference call may also be accessed by visiting https://edge.media-server.com/mmc/p/4ui844vi.

    A replay of the conference call will be available on the Company’s website for a period of one year. The replay may also be accessed by visiting https://edge.media-server.com/mmc/p/4ui844vi.

    ABOUT CECO ENVIRONMENTAL

    CECO Environmental is a leading environmentally focused, diversified industrial company, serving the broad landscape of industrial air, industrial water and energy transition markets globally providing innovative solutions and application expertise. CECO helps companies grow their business with safe, clean, and more efficient solutions that help protect people, the environment and industrial equipment. CECO solutions improve air and water quality, optimize emissions management, and increase energy efficiency for highly-engineered applications in power generation, midstream and downstream hydrocarbon processing and transport, electric vehicle production, polysilicon fabrication, semiconductor and electronics, battery production and recycling, specialty metals and steel production, beverage can, and water/wastewater treatment and a wide range of other industrial end markets. CECO is listed on Nasdaq under the ticker symbol “CECO.” Incorporated in 1966, CECO’s global headquarters is in Dallas, Texas. For more information, please visit www.cecoenviro.com.

    Company Contact:
    Peter Johansson
    Chief Financial and Strategy Officer
    888-990-6670
    investor.relations@onececo.com

    Investor Relations Contact:
    Steven Hooser and Jean Marie Young
    Three Part Advisors, LLC
    214-872-2710
    investor.relations@onececo.com

    CECO ENVIRONMENTAL CORP. AND SUBSIDIARIES
    CONSOLIDATED BALANCE SHEETS
               
    (in thousands, except per share data) (unaudited)
    September 30, 2024
        December 31, 2023  
    ASSETS          
    Current assets:          
    Cash and cash equivalents $ 38,700     $ 54,779  
    Restricted cash   226       669  
    Accounts receivable, net of allowances of $7,214 and $6,460   100,111       112,733  
    Costs and estimated earnings in excess of billings on uncompleted contracts   68,500       66,574  
    Inventories, net   37,760       34,089  
    Prepaid expenses and other current assets   27,143       11,769  
    Prepaid income taxes   3,826       824  
    Total current assets   276,266       281,437  
    Property, plant and equipment, net   32,306       26,237  
    Right-of-use assets from operating leases   24,690       16,256  
    Goodwill   220,026       211,326  
    Intangible assets – finite life, net   51,547       50,461  
    Intangible assets – indefinite life   9,598       9,570  
    Deferred income taxes   287       304  
    Deferred charges and other assets   6,792       4,700  
    Total assets $ 621,512     $ 600,291  
    LIABILITIES AND SHAREHOLDERS’ EQUITY          
    Current liabilities:          
    Current portion of debt $ 10,580     $ 10,488  
    Accounts payable   92,316       87,691  
    Accrued expenses   43,762       44,301  
    Billings in excess of costs and estimated earnings on uncompleted contracts   64,801       56,899  
    Notes payable   1,700       2,500  
    Income taxes payable         1,227  
    Total current liabilities   213,159       203,106  
    Other liabilities   10,336       12,644  
    Debt, less current portion   122,818       126,795  
    Deferred income tax liability, net   9,622       8,838  
    Operating lease liabilities   19,696       11,417  
    Total liabilities   375,631       362,800  
    Commitments and contingencies (See Note 14)          
    Shareholders’ equity:          
    Preferred stock, $.01 par value; 10,000 shares authorized, none issued          
    Common stock, $.01 par value; 100,000,000 shares authorized, 34,979,018 and
    34,835,293 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively
      349       348  
    Capital in excess of par value   253,590       254,956  
    Retained earnings (accumulated loss)   1,692       (6,387 )
    Accumulated other comprehensive loss   (14,374 )     (16,274 )
    Total CECO shareholders’ equity   241,257       232,643  
    Noncontrolling interest   4,624       4,848  
    Total shareholders’ equity   245,881       237,491  
    Total liabilities and shareholders’ equity $ 621,512     $ 600,291  
    CECO ENVIRONMENTAL CORP. AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF INCOME
    (unaudited)
               
      Three months ended September 30,     Nine months ended September 30,  
    (in thousands, except share and per share data) 2024     2023     2024     2023  
    Net sales $ 135,513     $ 149,390     $ 399,367     $ 391,134  
    Cost of sales   90,247       106,269       259,921       273,303  
    Gross profit   45,266       43,121       139,446       117,831  
    Selling and administrative expenses   34,262       30,439       105,636       86,082  
    Amortization and earnout expenses   2,617       1,968       7,036       5,988  
    Acquisition and integration expenses   1,210       1,386       1,876       2,210  
    Executive transition expenses         1,258             1,417  
    Restructuring expenses   (10 )     217       544       217  
    Asbestos litigation expenses               225        
    Income from operations   7,187       7,853       24,129       21,917  
    Other expense, net   (398 )     (216 )     (2,589 )     (670 )
    Interest expense   (2,648 )     (3,340 )     (9,315 )     (9,498 )
    Income before income taxes   4,141       4,297       12,225       11,749  
    Income tax expense   1,602       585       2,664       1,577  
    Net income   2,539       3,712       9,561       10,172  
    Noncontrolling interest   (453 )     (382 )     (1,482 )     (1,140 )
    Net income attributable to CECO Environmental Corp. $ 2,086     $ 3,330     $ 8,079     $ 9,032  
    Earnings per share:                      
    Basic $ 0.06     $ 0.10     $ 0.23     $ 0.26  
    Diluted $ 0.06     $ 0.09     $ 0.22     $ 0.26  
    Weighted average number of common shares outstanding:                      
    Basic   34,966,625       34,771,742       34,910,165       34,612,163  
    Diluted   36,488,788       35,301,429       36,322,690       35,215,843  
    CECO ENVIRONMENTAL CORP. AND SUBSIDIARIES
    CONSOLIDATED STATEMENTS OF CASH FLOWS
         
      Nine months ended September 30,  
    (in thousands) 2024     2023  
    Cash flows from operating activities:          
    Net income $ 9,561     $ 10,172  
    Adjustments to reconcile net income to net cash provided by (used in) operating activities:          
    Depreciation and amortization   10,536       8,769  
    Unrealized foreign currency gain (loss)   201       (138 )
    Fair value adjustment to earnout liabilities   400       296  
    Gain on sale of property and equipment   135       43  
    Debt discount amortization   357       271  
    Share-based compensation expense   5,790       3,096  
    Bad debt expense   404       154  
    Inventory reserve expense   850       526  
    Other   77        
    Changes in operating assets and liabilities, net of acquisitions:          
    Accounts receivable   9,653       (25,961 )
    Costs and estimated earnings in excess of billings on uncompleted contracts   (1,498 )     6,006  
    Inventories   (4,305 )     (10,395 )
    Prepaid expense and other current assets   (18,059 )     (8,228 )
    Deferred charges and other assets   (2,755 )     (268 )
    Accounts payable   15,387       21,162  
    Accrued expenses   (550 )     7,868  
    Billings in excess of costs and estimated earnings on uncompleted contracts   7,286       19,330  
    Income taxes payable   (1,140 )     261  
    Other liabilities   (9,330 )     (3,473 )
    Net cash provided by operating activities   23,000       29,491  
    Cash flows from investing activities:          
    Acquisitions of property and equipment   (11,237 )     (5,511 )
    Net cash paid for acquisitions   (14,954 )     (48,102 )
    Net cash used in investing activities   (26,191 )     (53,613 )
    Cash flows from financing activities:          
    Borrowings on revolving credit lines   58,400       94,200  
    Repayments on revolving credit lines   (54,800 )     (63,200 )
    Repayments of long-term debt   (7,843 )     (2,478 )
    Payments on finance leases and financing liability   (692 )     (680 )
    Deferred consideration paid for acquisitions   (2,050 )     (1,247 )
    Earnout payments   (1,672 )     (1,496 )
    Proceeds from employee stock purchase plan and exercise of stock options   846       1,435  
    Noncontrolling interest distributions   (1,707 )     (1,364 )
    Common stock repurchased   (5,000 )      
    Net cash (used in) provided by financing activities   (14,518 )     25,170  
    Effect of exchange rate changes on cash, cash equivalents and restricted cash   1,187       703  
    Net (decrease) increase in cash, cash equivalents and restricted cash   (16,522 )     1,751  
    Cash, cash equivalents and restricted cash at beginning of period   55,448       46,585  
    Cash, cash equivalents and restricted cash at end of period $ 38,926     $ 48,336  
    Cash paid during the period for:          
    Interest $ 9,714     $ 8,531  
    Income taxes $ 6,779     $ 8,633  
    CECO ENVIRONMENTAL CORP. AND SUBSIDIARIES
    RECONCILIATION OF GAAP TO NON-GAAP MEASURES
               
      Three months ended September 30,     Nine months ended September 30,  
    (in millions, except ratios) 2024     2023     2024     2023  
    Operating income as reported in accordance with GAAP $ 7.2     $ 7.9     $ 24.1     $ 21.9  
    Operating margin in accordance with GAAP   5.3 %     5.3 %     6.0 %     5.6 %
    Amortization and earnout expenses   2.6       2.0       7.1       6.0  
    Acquisition and integration expenses   1.2       1.4       1.9       2.2  
    Restructuring expenses         0.2       0.5       0.2  
    Executive transition expenses         1.3             1.4  
    Asbestos litigation expenses               0.2        
    Non-GAAP operating income $ 11.0     $ 12.8     $ 33.8     $ 31.7  
    Non-GAAP operating margin   8.1 %     8.6 %     8.5 %     8.1 %
      Three months ended September 30,     Nine months ended September 30,  
    (in millions, except share data) 2024     2023     2024     2023  
    Net income as reported in accordance with GAAP $ 2.1     $ 3.3     $ 8.1     $ 9.0  
    Amortization and earnout expenses   2.6       2.0       7.1       6.0  
    Acquisition and integration expenses   1.2       1.4       1.9       2.2  
    Restructuring expenses         0.2       0.5       0.2  
    Executive transition expense         1.3             1.4  
    Asbestos litigation expense               0.2        
    Foreign currency remeasurement   0.3       0.8       1.8       (0.1 )
    Tax (benefit) expense of adjustments   (1.0 )     (1.4 )     (2.8 )     (2.4 )
    Non-GAAP net income $ 5.2     $ 7.6     $ 16.8     $ 16.3  
    Depreciation   1.4       1.2       4.0       3.5  
    Non-cash stock compensation   1.9       1.1       5.8       3.1  
    Other expense, net   0.1       (0.6 )     0.8       0.8  
    Interest expense   2.6       3.3       9.3       9.5  
    Income tax expense   2.6       2.0       5.6       4.0  
    Noncontrolling interest   0.5       0.4       1.5       1.2  
    Adjusted EBITDA $ 14.3     $ 15.0     $ 43.8     $ 38.4  
                           
    Earnings per share:                      
    Basic $ 0.06     $ 0.09     $ 0.23     $ 0.26  
    Diluted $ 0.06     $ 0.10     $ 0.22     $ 0.26  
                           
    Non-GAAP net income per share:                      
    Basic $ 0.15     $ 0.22     $ 0.48     $ 0.47  
    Diluted $ 0.14     $ 0.22     $ 0.46     $ 0.46  
      Three months ended September 30,     Nine months ended September 30,  
    (in millions) 2024     2023     2024     2023  
    Net cash provided by operating activities $ 15.1     $ 30.1     $ 23.0     $ 29.5  
    Acquisitions of property and equipment   (4.0 )     (1.6 )     (11.2 )     (5.5 )
    Free cash flow $ 11.1     $ 28.5     $ 11.8     $ 24.0  
                                   

    NOTE REGARDING NON-GAAP FINANCIAL MEASURES

    CECO is providing certain non-GAAP historical financial measures as presented above as we believe that these figures are helpful in allowing individuals to better assess the ongoing nature of CECO’s core operations. A “non-GAAP financial measure” is a numerical measure of a company’s historical financial performance that excludes amounts that are included in the most directly comparable measure calculated and presented in accordance with GAAP.

    Non-GAAP operating income, non-GAAP net income, non-GAAP operating margin, non-GAAP earnings per basic and diluted share, adjusted EBITDA and free cash flow, as we present them in the financial data included in this press release, have been adjusted to exclude the effects of amortization expenses for acquisition-related intangible assets, contingent retention and earnout expenses, restructuring expenses primarily relating to severance and legal expenses, acquisition and integration expenses which include retention, legal, accounting, banking, and other expenses, foreign currency remeasurement and other nonrecurring or infrequent items and the associated tax benefit of these items. Management believes that these items are not necessarily indicative of the Company’s ongoing operations and their exclusion provides individuals with additional information to better compare the Company’s results over multiple periods. Management utilizes this information to evaluate its ongoing financial performance. Our financial statements may continue to be affected by items similar to those excluded in the non-GAAP adjustments described above, and exclusion of these items from our non-GAAP financial measures should not be construed as an inference that all such costs are unusual or infrequent.

    Non-GAAP operating income, non-GAAP net income, non-GAAP operating margin, non-GAAP earnings per basic and diluted share, adjusted EBITDA and free cash flow are not calculated in accordance with GAAP, and should be considered supplemental to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. Non-GAAP financial measures have limitations in that they do not reflect all of the costs associated with the operations of our business as determined in accordance with GAAP. As a result, you should not consider these measures in isolation or as a substitute for analysis of CECO’s results as reported under GAAP. Additionally, CECO cautions investors that non-GAAP financial measures used by the Company may not be comparable to similarly titled measures of other companies.

    In accordance with the requirements of Regulation G issued by the Securities and Exchange Commission, non-GAAP operating income, non-GAAP net income, non-GAAP operating margin, non-GAAP earnings per basic and diluted share, adjusted EBITDA and free cash flow stated in the tables above are reconciled to the most directly comparable GAAP financial measures.

    Non-GAAP measures presented on a forward-looking basis were not reconciled to the comparable GAAP financial measures because the reconciliation could not be performed without unreasonable efforts. The GAAP measures are not accessible on a forward-looking basis because we are currently unable to predict with a reasonable degree of certainty the type and extent of certain items that would be expected to impact GAAP measures for these periods but would not impact the non-GAAP measures. Such items may include amortization expenses for acquisition-related intangible assets, contingent retention and earnout expenses, restructuring expenses primarily relating to severance and legal expenses, acquisition and integration expenses which include retention, legal, accounting, banking, and other expenses, foreign currency remeasurement and other nonrecurring or infrequent items and the associated tax benefit of these items. The unavailable information could have a significant impact on our GAAP financial results.

    SAFE HARBOR

    Any statements contained in this Press Release, other than statements of historical fact, including statements about management’s beliefs and expectations, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, both as amended, and should be evaluated as such. These statements are made on the basis of management’s views and assumptions regarding future events and business performance. We use words such as “believe,” “expect,” “anticipate,” “intends,” “estimate,” “forecast,” “project,” “will,” “plan,” “should” and similar expressions to identify forward-looking statements. Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. Potential risks and uncertainties, among others, that could cause actual results to differ materially are discussed under “Part I – Item 1A. Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and may be included in subsequently filed Quarterly Reports on Form 10-Q, and include, but are not limited to: the parties’ ability to complete the proposed Profire transactions in the anticipated timeframe or at all, the occurrence of any event, change or other circumstance that could give rise to the termination of the Profire transaction agreement between the parties, the effect of the announcement or pendency of the proposed Profire transaction on business relationships, operating results, and business generally, disruption of current plans and operations and potential difficulties in employee retention as a result of the proposed Profire transaction, diversion of management’s attention from ongoing business operations as a result of the Profire transaction, the outcome of any legal proceedings that may be instituted related to the proposed Profire transaction, the amount of the costs, fees, expenses and other charges related to the proposed Profire transaction, the risk that competing offers or acquisition proposals will be made, the achievement of the anticipated benefits of the Profire transaction, the ability of Profire to achieve its 2024 earnings guidance, our ability to successfully integrate acquired businesses and realize the synergies from acquisitions, the sensitivity of our business to economic and financial market conditions generally and economic conditions in our service areas; dependence on fixed price contracts and the risks associated therewith, including actual costs exceeding estimates and method of accounting for revenue; the effect of growth on our infrastructure, resources, and existing sales; the ability to expand operations in both new and existing markets; the potential for contract delay or cancellation as a result of on-going or worsening supply chain challenges; liabilities arising from faulty services or products that could result in significant professional or product liability, warranty, or other claims; changes in or developments with respect to any litigation or investigation; failure to meet timely completion or performance standards that could result in higher cost and reduced profits or, in some cases, losses on projects; the potential for fluctuations in prices for manufactured components and raw materials, including as a result of tariffs and surcharges, and rising energy costs; inflationary pressures relating to rising raw material costs and the cost of labor; the substantial amount of debt incurred in connection with our strategic transactions and our ability to repay or refinance it or incur additional debt in the future; the impact of federal, state or local government regulations; our ability to repurchase shares of our common stock and the amounts and timing of repurchases, if any; our ability to successfully realize the expected benefits of our restructuring program; our ability to successfully identify acquisition targets, integrate acquired businesses and realize the synergies from strategic transactions; and the unpredictability and severity of catastrophic events, including cyber security threats, acts of terrorism or outbreak of war or hostilities or public health crises, as well as management’s response to any of the aforementioned factors. Many of these risks are beyond management’s ability to control or predict. Should one or more of these risks or uncertainties materialize, or should the assumptions prove incorrect, actual results may vary in material aspects from those currently anticipated. Investors are cautioned not to place undue reliance on such forward-looking statements as they speak only to our views as of the date the statement is made. Except as required under the federal securities laws or the rules and regulations of the Securities and Exchange Commission, we undertake no obligation to update or review any forward-looking statements, whether as a result of new information, future events or otherwise. 

    The MIL Network

  • MIL-OSI Security: CISA Launches #PROTECT2024 Election Threat Updates Webpage

    Source: US Department of Homeland Security

    WASHINGTON – Today, the Cybersecurity and Infrastructure Security Agency (CISA) launched a new one-stop shop website for election threat updates from CISA and our federal government partners. As foreign actors continue their efforts to influence and interfere with the 2024 elections, CISA is ensuring that information about the election threat environment is readily accessible.

    Part of the larger #Protect2024 site launched in January, the page aims to make it easier to find specific threat related products that the American public can use to stay informed and the election community can use to prepare, including:

    • Joint Statements from CISA, ODNI and FBI on threats to the 2024 election
    • ODNI Election Threat Updates
    • FBI and CISA “Just So You Know” Joint PSA Series

    Since its initial launch, #Protect2024 has quickly grown and serves as the central point for critical resources, training lists and security services to support more than 8,000 election jurisdictions for the 2024 election cycle.

    Additional resources will be made available on this page as they are released. For more information, please continue to visit #Protect2024.

    ###

    About CISA

    As the nation’s cyber defense agency and national coordinator for critical infrastructure security, the Cybersecurity and Infrastructure Security Agency leads the national effort to understand, manage, and reduce risk to the digital and physical infrastructure Americans rely on every hour of every day.

    Visit CISA.gov for more information and follow us on XFacebookLinkedInInstagram

    MIL Security OSI

  • MIL-OSI: SWA Lithium and Koch Technology Solutions Sign License for First Commercial DLE Project in North America

    Source: GlobeNewswire (MIL-OSI)

    EL DORADO, Ark., Oct. 28, 2024 (GLOBE NEWSWIRE) — SWA Lithium, the Joint Venture between Standard Lithium and Equinor which is developing the South West Arkansas Project (“SWA” or the “Project”), is pleased to announce that it has entered into a license agreement with Koch Technology Solutions LLC (“KTS”) to deploy and use KTS’ Li-ProTM Lithium Selective Sorption (“Li-Pro LSS”) technology at the JV’s commercial plant for the SWA Phase 1 Project.

    The license agreement allows the JV to utilize KTS’ technology for the lifetime of the first phase of the Project, with an option for utilization in subsequent phases of the Project. Considerations and benefits of the license agreement include:

    • Rights to use the Li-Pro LSS technology for subsequent phases of the JV’s SWA Project;
    • Certain technology performance guarantees for lithium recovery, contaminant rejection and water use;
      • Lithium recovery ≥ 95.00%
      • Impurity rejection Calcium, Sodium, Potassium & Magnesium ≥ 99%
    • Technical support from KTS to fully integrate the Li-Pro LSS technology into overall process plant design;
    • Continued exclusive joint development of the technology in the Smackover Formation;
    • Technical support from KTS during commissioning and startup;
    • License payment phased over several milestones; and
    • Continued collaboration and technology refinement between SWA Lithium and KTS.

    Standard Lithium’s Director, President & COO, Dr. Andy Robinson commented: “Signing this license agreement is the culmination of over two years of close work with the KTS team to refine the direct lithium extraction (‘DLE’) technology and integrate it into the JV’s flowsheet. The Li-Pro LSS technology is now sufficiently scaled-up, tested and derisked, so not only is the JV comfortable committing to its use at commercial scale, but KTS is also able to offer performance guarantees for its commercial deployment. We view this as a significant derisking event for the Project, and it points to the successful ongoing partnership with the KTS team.

    Garrett Krall, Business Leader for Koch Technology Solutions, said: “This license agreement for use of our Li-Pro LSS technology is another key milestone in the development of DLE as a commercially viable, economic and environmentally responsible solution to deliver against future lithium demand.”

    UPDATED PERFORMANCE OF COMMERCIAL-SCALE DLE COLUMN

    Standard Lithium is also pleased to announce the continued successful operation of the commercial-scale DLE column at its wholly-owned Demonstration Plant (“Demo Plant”) near El Dorado, Arkansas. The Company installed a commercial-scale DLE column in late March 2024 and has been operating the column continuously. The column is a Li-Pro LSS unit, supplied by KTS and identical to those currently being integrated into the front-end engineering and design (FEED) study for the SWA Project.

    Since commissioning, the column has exceeded the targeted design parameters for lithium recovery and rejection of impurities. Key technical highlights of the commercial-scale DLE column are provided below:

    • Lithium recovery efficiency of 95.4%: During a four-month continuous operating period (1st April to 31st July 2024), the Li-Pro LSS process achieved an average lithium recovery (i.e. after loading and elution) of 95.4% from the 90 gallons per minute (gpm) incoming brine flow (the average incoming brine contained 183 mg/L lithium during the same period).
    • Excellent contamination rejection rate: During the same period, the DLE process rejected, on average;
      • Sodium – 99.9%
      • Calcium – 99.6%
      • Magnesium – 99.2%
      • Potassium – 99.7%
      • Boron – 95.4%
        High and consistent contaminant rejection at the DLE stage means that the eluate (the initial lithium chloride solution) is easier and cheaper to further refine and concentrate using tested and proven steps to make a concentrated and purified lithium chloride solution. This solution can then be converted to a battery quality carbonate, as has been demonstrated multiple times and at several different scales, both at the Demo Plant and off-site with various third-party vendors.
    • Nearly 10,000 operational cycles for the Li-Pro LSS technology: The commercial-scale Li-Pro LSS column has completed over 725 operational cycles, and the Li-Pro LSS technology has completed over 9,740 operational cycles at the Demo Plant (as of early October 2024).
    • Over 24 million gallons of brine processed: As of the end of September 2024, the Demo Plant had processed 24,446,306 gallons (92,539,335 litres) of Smackover brine, produced directly from the formation and reinjected continuously back into the same formation.

    Figure 1 – Side elevation of operators working on the commercial-scale DLE column at Standard Lithium’s Demonstration Plant near El Dorado, Arkansas.

    About Standard Lithium Ltd.

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

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

    About Equinor

    Equinor is an international energy company committed to long-term value creation in a low-carbon future. Our purpose is to turn natural resources into energy for people and progress for society. Equinor’s portfolio of projects encompasses oil and gas, renewables and low-carbon solutions, with an ambition of becoming a net-zero energy company by 2050. Headquartered in Stavanger (Norway), Equinor is the leading operator on the Norwegian continental shelf. We are present in around 30 countries worldwide.

    About Koch Technology Solutions (KTS)

    Koch Technology Solutions is the technology licensing business of Koch Engineered Solutions (KES). KTS creates value for its customers across a growing portfolio of technologies including direct lithium extraction, the polyester value chain, and 1,4-Butananediol plus its derivates. KTS combines its exclusive technologies, expertise, and capabilities with those of other KES companies to provide overall solutions to optimize customer’s capital investments and existing manufacturing assets.

    Qualified Person

    Marek Dworzanowski, EUR ING, CEng, HonFSAIMM, FIMMM, a qualified person as defined by National Instrument 43 -101 – Technical Report Standards of Disclosure for Mineral Projects, and a Consulting Metallurgical Engineer who is independent of the Company, has reviewed and approved the relevant scientific and technical information in this news release.

    Twitter: @standardlithium
    LinkedIn: https://www.linkedin.com/company/standard-lithium/

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

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/0c4dea63-0750-44b2-bea8-e287cc9be29c

    The MIL Network

  • MIL-OSI: Norwood Financial Corp Announces Third Quarter 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    Quarterly Highlights:

    • Net interest margin increased 19 basis points vs. the prior quarter and 7 basis points over the prior year.
    • Loans grew at an 8% annualized rate during the 3rd quarter.
    • Capital continues to improve as the negative mark-to-market effect lessens 42% since last year.

    HONESDALE, Pa., Oct. 28, 2024 (GLOBE NEWSWIRE) — Norwood Financial Corp (Nasdaq Global Market-NWFL) and its subsidiary, Wayne Bank, announced earnings for the three months ended September 30, 2024 of $3.8 million, which was $275 thousand lower than the same three-month period of last year. Net interest income was up by $892 thousand which was offset by increases in operating expense and the provision for credit losses. Earnings per share (fully diluted) were $0.48 in the three months ended September 30, 2024, compared to $0.51 in the same period of last year. The annualized return on average assets for the three months ended September 30, 2024, was 0.68%, while the annualized return on average tangible equity was 9.58%.

    Net income for the nine months ended September 30, 2024, was $12.5 million, which is $3.9 million lower than the same nine-month period of 2023, due to a decrease in net interest income, an increase in the provision for credit losses, and an increase in operating expenses, partially offset by an increase in total other income. Earnings per share (fully diluted) for the nine months ended September 30, 2024, were $1.55, compared to $2.03 for the nine months ended September 30, 2023. The annualized return on average assets for the nine months ended September 30, 2024 was 0.75%. The annualized return on average tangible equity for the nine months ended September 30, 2024 was 10.82%.

    Total assets as of September 30, 2024 were $2.280 billion, compared to $2.180 billion at September 30, 2023. At September 30, 2024, loans receivable were $1.675 billion, total deposits were $1.855 billion and stockholders’ equity was $195.7 million.

    For the three months ended September 30, 2024, net interest income, on a fully-taxable equivalent basis (fte), totaled $16.1 million, an increase of $914 thousand compared to the same period in 2023. A $77.5 million increase in average interest-earning assets, generated an increase in interest income of $4.0 million. Interest expense increased $3.1 million mainly due to higher deposit balances and higher rates on those deposits. Net interest margin (fte) for the three months ended September 30, 2024 was 2.99%, compared to 2.92% in the same period of 2023. The tax-equivalent yield on interest-earning assets increased 58 basis points to 5.31% during the three months ended September 30, 2024, compared to the same prior year period, while the cost of interest-bearing liabilities increased 62 basis points to 3.09%.

    Net interest income (fte) for the nine-months ended September 30, 2024 totaled $45.6 million, which was $1.2 million lower than the same period in 2023, due primarily to a $14.8 million increase in the cost of interest-bearing liabilities. The net interest margin (fte) was 2.87% for the nine-months ended September 30, 2024, as compared to 3.10% for the nine-months ended September 30, 2023.

    Other income for the three months ended September 30, 2024, totaled $2.3 million, compared to $2.3 million for the same period in 2023. For the nine-months ended September 30, 2024, other income totaled $6.5 million, compared to $6.0 million for the nine-months ended September 30, 2023.

    Other expenses totaled $12.0 million for the three months ended September 30, 2024, an increase of $755 thousand, compared to the $11.3 million for the same period of 2023. For the nine-months ended September 30, 2024, other expenses totaled $35.2 million, compared to $32.6 million for the same period in 2023, due primarily to an increase in salaries and benefits, professional fees, data processing costs and FDIC insurance.

    Jim Donnelly President and CEO of Norwood Financial Corp and Wayne Bank, stated, “We are pleased to present our result of operations for the third quarter. Although strong loan growth caused an increase in our provision for credit losses we welcome the ongoing opportunity to serve our customers. Net interest margin (fte) for this quarter eclipsed the margin for last year, something that hasn’t happened since the Federal Reserve began raising interest rates. Our capital base remains above “Well-Capitalized” targets and we continue to show less impact from the market value of our bond portfolio. Additionally, our credit quality metrics remained strong during the third quarter, which we believe should benefit future performance. We appreciate the opportunity to serve our Wayne Bank customers and our customers at the Bank of the Finger Lakes and Bank of Cooperstown locations. We continue to look for opportunities available to us as we service our growing base of stockholders and customers.”

    Norwood Financial Corp is the parent company of Wayne Bank, which operates from fourteen offices throughout Northeastern Pennsylvania and fifteen offices in 4 Delaware, Sullivan, Ontario, Otsego and Yates Counties, New York. The Company’s stock trades on the Nasdaq Global Market under the symbol “NWFL”.

    Forward-Looking Statements

    The Private Securities Litigation Reform Act of 1995 contains safe harbor provisions regarding forward-looking statements. When used in this discussion, the words “believes”, “anticipates”, “contemplates”, “expects”, “bode”, “future performance” and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties, which could cause actual results to differ materially from those projected. Those risks and uncertainties include, among other things, changes in federal and state laws, changes in interest rates, our ability to maintain strong credit quality metrics, our ability to have future performance, our ability to control core operating expenses and costs, demand for real estate, government fiscal and trade policies, cybersecurity and general economic conditions. The Company undertakes no obligation to publicly release the results of any revisions to those forward-looking statements which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

    Non-GAAP Financial Measures

    This release references net interest income on a fully taxable-equivalent basis (fte), which is a non-GAAP (Generally Accepted Accounting Principles) financial measure. Fully taxable-equivalent net interest income was derived from GAAP interest income and net interest income using an assumed tax rate of 21%. We believe the presentation of net interest income on a fully taxable-equivalent basis ensures comparability of net interest income arising from both taxable and tax-exempt sources and is consistent with industry practice.

    The following table reconciles net interest income to net interest income on a fully taxable-equivalent basis:

         
    (dollars in thousands) Three months ended Nine months ended
    September 30 September 30
        2024     2023     2024     2023
    Net Interest Income $         15,931   $         15,039   $         45,566   $         46,774
    Taxable equivalent basis
    adjustment using 21% marginal
    tax rate
      207     185     601     554
    Net interest income on a fully
    taxable equivalent basis
    $ 16,138   $ 15,224   $ 46,167   $ 47,328
                           

    This release also references average tangible equity, which is also a non-GAAP financial measure. Average tangible equity is calculated by deducting average goodwill and other intangible assets from average stockholders’ equity. The Company believes that disclosure of tangible equity ratios enhances investor understanding of our financial position and improves the comparability of our financial data.

    The following table reconciles average equity to average tangible equity:

           
      Three months ended   Nine months ended
    (dollars in thousands) September 30   September 30
        2024      2023     2024     2023
    Average equity $ 189,135   $ 175,224   $ 183,593    $ 174,943
    Average goodwill and other
    intangibles
       (29,440)     (29,514)      (29,457)     (29,536)
    Average tangible equity $ 159,695   $ 145,710   $ 154,136   $ 145,407
                           

    Contact: John M. McCaffery
    Executive Vice President &
    Chief Financial Officer
    NORWOOD FINANCIAL CORP
    272-304-3003
    www.waynebank.com

     
    NORWOOD FINANCIAL CORP
    Consolidated Balance Sheets
    (dollars in thousands, except share and per share data)
    (unaudited)
      September 30
        2024
      2023
     
    ASSETS              
    Cash and due from banks $  47,072     $ 41,141  
    Interest-bearing deposits with banks   35,808       13,005  
    Cash and cash equivalents   82,880       54,146  
                   
    Securities available for sale   396,891       380,499  
    Loans receivable   1,675,139       1,611,069  
    Less: Allowance for credit losses   18,699       16,086  
    Net loans receivable   1,656,440       1,594,983  
    Regulatory stock, at cost   6,329       8,843  
    Bank premises and equipment, net   18,503       17,254  
    Bank owned life insurance   46,382       46,197  
    Foreclosed real estate owned   0       290  
    Accrued interest receivable   8,062       7,759  
    Deferred tax assets, net   18,818       25,610  
    Goodwill   29,266       29,266  
    Other intangible assets   167       240  
    Other assets   16,013       14,911  
    TOTAL ASSETS $         2,279,751     $         2,179,998  
               
    LIABILITIES          
    Deposits:          
    Non-interest bearing demand $ 420,967     $ 430,242  
    Interest-bearing   1,434,284       1,316,582  
    Total deposits   1,855,251       1,746,824  
    Short-term borrowings   52,453       103,881  
    Other borrowings   144,959       137,447  
    Accrued interest payable   12,688       8,605  
    Other liabilities   18,746       18,539  
    TOTAL LIABILITIES   2,084,097       2,015,296  
                   
    STOCKHOLDERS’ EQUITY
    Preferred Stock, no par value per share, authorized 5,000,000 shares
             
    Common Stock, $.10 par value per share,              
    authorized: 20,000,000 shares,
    issued: 2024: 8,311,851 shares, 2023: 8,291,401 shares
      831       829  
    Surplus   98,330       97,449  
    Retained earnings   140,489       137,363  
    Treasury stock, at cost: 2024: 221,140 shares, 2023: 222,051 shares   (5,969 )     (5,957 )
    Accumulated other comprehensive loss   (38,027 )     (64,982 )
    TOTAL STOCKHOLDERS’ EQUITY   195,654       164,702  
    TOTAL LIABILITIES AND
    STOCKHOLDERS’ EQUITY
    $ 2,279,751     $ 2,179,998  
             
    NORWOOD FINANCIAL CORP
    Consolidated Statements of Income
    (dollars in thousands, except per share data)
    (unaudited)
           
        Three Months Ended September 30,   Nine Months Ended September 30,
        2024  2023     2024       2023  
    INTEREST INCOME                      
    Loans receivable, including fees $ 25,464   22,021   $ 73,266   $ 61,881  
    Securities   2,526     2,433     7,635     7,418  
    Other   497     54     2,194     156  
    Total Interest income   28,487     24,508     83,095     69,455  
                         
    INTEREST EXPENSE                    
    Deposits   10,553     7,017     31,349     17,119  
    Short-term borrowings   323     1,126     1,015     2,702  
    Other borrowings   1,680     1,326     5,165     2,860  
    Total Interest expense   12,556     9,469     37,529     22,681  
    NET INTEREST INCOME   15,931     15,039     45,566     46,774  
    PROVISION FOR CREDIT LOSSES   1,345   $ 882   $         1,069   $ (568 )
    NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES   14,586     14,157     44,497     47,342  
                         
    OTHER INCOME                    
    Service charges and fees   1,517     1,527     4,364     4,192  
    Income from fiduciary activities   256     246     719     688  
    Net realized (losses) gains on sales of securities               (209 )
    Gains on sales of loans, net   103     18     145     27  
    Gains on sales of foreclosed real estate owned       13     32     13  
    Earnings and proceeds on life insurance policies   261     328     781     770  
    Other   158     174     467     520  
    Total other income   2,295     2,306     6,508     6,001  
                         
    OTHER EXPENSES                    
    Salaries and employee benefits   6,239     6,083     18,328     17,893  
    Occupancy, furniture and equipment   1,269     1,242     3,758     3,818  
    Data processing and related operations   1,162     876     3,208     2,465  
    Taxes, other than income   179     167     452     490  
    Professional fees   576     524     1,669     1,132  
    FDIC Insurance assessment   339     254     1,009     699  
    Foreclosed real estate   9     9     45     112  
    Amortization of intangibles   16     20     54     66  
    Other   2,242     2,101     6,683     5,974  
    Total other expenses   12,031     11,276     35,206     32,649  
                             
    INCOME BEFORE TAX   4,850     5,187     15,799     20,694  
    INCOME TAX EXPENSE   1,006     1,068     3,308     4,289  
    NET INCOME $ 3,844   $ 4,119   $ 12,491   $ 16,405  
                             
    Basic earnings per share $ 0.48   $ 0.51   $ 1.55   $ 2.03  
                             
    Diluted earnings per share $ 0.48   $ 0.51   $ 1.55   $ 2.03  
                   
    NORWOOD FINANCIAL CORP
    Financial Highlights (Unaudited)
    (dollars in thousands, except per share data)
                 
    For the Three Months Ended September 30   2024       2023  
    Net interest income $         15,931     $         15,039  
    Net income   3,844       4,119  
                   
    Net interest spread (fully taxable equivalent)   2.23 %     2.26 %
    Net interest margin (fully taxable equivalent)   2.99 %     2.92 %
    Return on average assets   0.68 %     0.76 %
    Return on average equity   8.09 %     9.33 %
    Return on average tangible equity   9.58 %     11.22 %
    Basic earnings per share $         0.48     $         0.51  
    Diluted earnings per share $         0.48     $         0.51  
                   
    For the Nine Months Ended September 30   2024       2023  
    Net interest income $         45,566     $         46,774  
    Net income   12,491       16,405  
                   
    Net interest spread (fully taxable equivalent)   2.12 %     2.56 %
    Net interest margin (fully taxable equivalent)   2.87 %     3.10 %
    Return on average assets   0.75 %     1.04 %
    Return on average equity   9.09 %     12.54 %
    Return on average tangible equity   10.82 %     15.08 %
    Basic earnings per share $         1.55     $         2.03  
    Diluted earnings per share $         1.55     $         2.03  
                   
    As of September 30   2024       2023  
    Total assets $         2,279,751     $         2,179,998  
    Total loans receivable   1,675,139       1,611,069  
    Allowance for credit losses   18,699       16,086  
    Total deposits   1,855,251       1,746,824  
    Stockholders’ equity   195,654       164,702  
    Trust assets under management   209,857       185,913  
                   
    Book value per share $         24.92     $         21.15  
    Tangible book value per share $         21.28     $         17.49  
    Equity to total assets   8.58 %     7.56 %
    Allowance to total loans receivable   1.12 %     1.00 %
    Nonperforming loans to total loans   0.47 %     0.65 %
    Nonperforming assets to total assets   0.35 %     0.50 %
     
    NORWOOD FINANCIAL CORP
    Consolidated Balance Sheets (unaudited)
    (dollars in thousands)
      September 30
    2024
    June 30
    2024
    March 31
    2024
    December 31
    2023
    September 30
    2023
    ASSETS          
    Cash and due from banks $         47,072   $         29,903   $         19,519   $         28,533   $         41,141  
    Interest-bearing deposits with banks    35,808     39,492     92,444     37,587     13,005  
    Cash and cash equivalents   82,880     69,395     111,963     66,120     54,146  
                                   
    Securities available for sale   396,891     397,578     398,374     406,259     380,499  
    Loans receivable   1,675,139     1,641,356     1,621,448     1,603,618     1,611,069  
    Less: Allowance for credit losses   18,699     17,807     18,020     18,968     16,086  
    Net loans receivable   1,656,440     1,623,549     1,603,428     1,584,650     1,594,983  
    Regulatory stock, at cost   6,329     6,443     6,545     7,318     8,843  
    Bank owned life insurance   46,382     46,121     45,869     46,439     46,197  
    Bank premises and equipment, net   18,503     18,264     18,057     17,838     17,254  
    Foreclosed real estate owned   0     0     97     97     290  
    Goodwill and other intangibles   29,433     29,449     29,468     29,487     29,506  
    Other assets   42,893     44,517     46,622     42,871     48,280  
    TOTAL ASSETS $         2,279,751   $         2,235,316   $         2,260,423   $         2,201,079   $         2,179,998  
               
    LIABILITIES          
    Deposits              
    Non-interest bearing demand $         420,967   $         391,849   $         383,362   $         399,545   $         430,242  
    Interest-bearing deposits   1,434,284     1,419,323     1,455,636     1,395,614     1,316,582  
    Total deposits   1,855,251     1,811,172     1,838,998     1,795,159     1,746,824  
    Borrowings   197,412     210,422     211,234     198,312     241,328  
    Other liabilities   31,434     31,534     28,978     26,538     27,144  
    TOTAL LIABILITIES   2,084,097     2,053,128     2,079,210     2,020,009     2,015,296  
                                   
    STOCKHOLDERS’ EQUITY   195,654     182,188     181,213     181,070     164,702  
                                   
    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $         2,279,751   $         2,235,316   $         2,260,423   $         2,201,079   $         2,179,998  
                 
    NORWOOD FINANCIAL CORP
    Consolidated Statements of Income (unaudited)
    (dollars in thousands, except per share data)
           
                 
        September 30
    2024
    June 30
    2024
    March 31
    2024
    December 31
    2023
    September 30
    2023
    Three months ended  
    INTEREST INCOME            
    Loans receivable, including fees $ 25,464   $ 24,121   $ 23,681   $ 23,328   $ 22,021  
    Securities   2,526     2,584     2,526     2,504     2,433  
    Other   497     966     731     253     54  
    Total interest income   28,487     27,671     26,938     26,085     24,508  
                                   
    INTEREST EXPENSE            
    Deposits   10,553     10,687     10,110     8,910     7,017  
    Borrowings   2,003     2,059     2,118     1,882     2,452  
    Total interest expense   12,556     12,746     12,228     10,792     9,469  
    NET INTEREST INCOME   15,931     14,925     14,710     15,293     15,039  
    (RELEASE OF) PROVISION FOR CREDIT LOSSES   1,345     347     (624   6,116     882  
    NET INTEREST INCOME AFTER (RELEASE OF)
    PROVISION FOR CREDIT LOSSES
               
    14,586     14,578     15,334     9,177     14,157  
                 
    OTHER INCOME                              
    Service charges and fees   1,517     1,504     1,343     1,421     1,527  
    Income from fiduciary activities   256     225     238     210     246  
    Net realized (losses) gains on sales of securities                    
    Gains on sales of loans, net   103     36     6     36     18  
    Gains on sales of foreclosed real estate owned       32         66     13  
    Earnings and proceeds on life insurance policies   261     253     268     242     328  
    Other   158     157     151     148     174  
    Total other income   2,295     2,207     2,006     2,123     2,306  
                                   
    OTHER EXPENSES            
    Salaries and employee benefits   6,239     5,954     6,135     5,672     6,083  
    Occupancy, furniture and equipment, net   1,269     1,229     1,261     1,265     1,242  
    Foreclosed real estate   9     15     21     17     9  
    FDIC insurance assessment   339     309     361     287     254  
    Other   4,175     3,937     3,954     3,608     3,688  
    Total other expenses   12,031     11,444     11,732     10,849     11,276  
                                   
    INCOME BEFORE TAX   4,850     5,341     5,608     451     5,187  
    INCOME TAX EXPENSE   1,006     1,128     1,175     96     1,068  
    NET INCOME $ 3,844   $ 4,213   $ 4,433   $ 355   $ 4,119  
                                   
    Basic earnings per share $ 0.48   $ 0.52   $ 0.55   $ 0.04   $ 0.51  
                                   
    Diluted earnings per share $ 0.48   $ 0.52   $ 0.55   $ 0.04   $ 0.51  
                                   
    Book Value per share $ 24.92   $ 23.26   $ 23.01   $ 22.99   $ 21.15  
    Tangible Book Value per share   21.28     19.62     19.38     19.36     17.49  
                                   
    Return on average assets (annualized)   0.68 %   0.75 %   0.80 %   0.06   0.76 %
    Return on average equity (annualized)   8.09 %   9.41   9.79   0.84   9.33 %
    Return on average tangible equity (annualized)   9.58 %   11.26   11.68   1.01   11.22 %
                                   
    Net interest spread (fte)   2.23 %   2.05   2.07   2.24   2.28 %
    Net interest margin (fte)   2.99 %   2.79   2.79   2.95   2.94 %
                                   
    Allowance for credit losses to total loans   1.12 %   1.08   1.11   1.18   1.00 %
    Net charge-offs to average loans (annualized)   0.08 %   0.13   0.08   0.79   0.59 %
    Nonperforming loans to total loans   0.47 %   0.47   0.23   0.48   0.65 %
    Nonperforming assets to total assets   0.35 %   0.34   0.17   0.35   0.50 %
    NORWOOD FINANCIAL CORP
    NET INTEREST MARGIN ANALYSIS
    (dollars in thousands)

      For the Quarter Ended
      September 30, 2024 For the Quarter Ended June 30, 2024 September 30, 2023
    Average
    Balance
    (2)
    Interest
    (1) 
    Average
    Rate
    (3)
    Average
    Balance
    (2)
    Interest
    (1)
    Average
    Rate

    (3)
    Average
    Balance
    (2)
    Interest
    (1) 
    Average
    Rate
     (3)

    Assets                      
    Interest-earning assets:                      
    Interest-bearing deposits with banks $ 36,221   $ 497   5.46 % $ 69,173   $ 967   5.62 % $ 3,675   $ 54   5.83 %
    Securities available for sale:                      
    Taxable   392,168     2,161   2.19     401,014     2,206   2.21     406,962     2,052   2.00  
    Tax-exempt (1)   67,563     461   2.71     69,126     477   2.78     70,219     483   2.73  
    Total securities available for sale (1)   459,731     2,622   2.27     470,140     2,683   2.30     477,181     2,535   2.11  
    Loans receivable (1) (4) (5)   1,651,921     25,575   6.16     1,629,283     24,220   5.98     1,589,474     22,104   5.52  
    Total interest-earning assets   2,147,873     28,694   5.31     2,168,596     27,870   5.17     2,070,330     24,693   4.73  
    Non-interest earning assets:                      
    Cash and due from banks   28,193           26,422           27,910      
    Allowance for credit losses   (17,944 )         (18,023 )         (17,262 )    
    Other assets   78,344           69,718           65,863      
    Total non-interest earning assets   88,593           78,117           76,511      
    Total Assets $ 2,236,466         $ 2,246,713         $ 2,146,841      
    Liabilities and Stockholders’ Equity                      
    Interest-bearing liabilities:                      
                           
    Interest-bearing demand and money market $ 461,897   $ 2,782   2.40   $ 450,918   $ 2,397   2.14   $ 439,255   $ 1,647   1.49  
    Savings   221,366     13   0.02     233,676     286   0.49     238,493     77   0.13  
    Time   734,235     7,758   4.20     755,224     8,004   4.26     611,607     5,293   3.43  
    Total interest-bearing deposits   1,417,498     10,553   2.96     1,439,818     10,687   2.99     1,289,355     7,017   2.16  
    Short-term borrowings   53,622     323   2.40     61,689     356   2.32     116,470     1,126   3.84  
    Other borrowings   146,357     1,680   4.57     149,442     1,703   4.58     116,700     1,326   4.51  
    Total interest-bearing liabilities   1,617,477     12,556   3.09     1,650,949     12,746   3.11     1,522,525     9,469   2.47  
    Non-interest bearing liabilities:                      
    Demand deposits   400,314           387,962           425,216      
    Other liabilities   29,540           28,308           23,876      
    Total non-interest bearing liabilities   429,854           416,270           449,092      
    Stockholders’ equity   189,135           179,494           175,224      
    Total Liabilities and Stockholders’ Equity $ 2,236,466         $ 2,246,713         $ 2,146,841      
    Net interest income/spread (tax equivalent basis)     16,138   2.23 %     15,124   2.06 %     15,224   2.26 %
    Tax-equivalent basis adjustment     (207 )         (199 )         (185 )  
    Net interest income   $ 15,931         $ 14,925         $ 15,039    
    Net interest margin (tax equivalent basis)     2.99 %     2.80 %     2.92 %
                             

    (1) Interest and yields are presented on a tax-equivalent basis using a marginal tax rate of 21%.
    (2) Average balances have been calculated based on daily balances.
    (3) Annualized
    (4) Loan balances include non-accrual loans and are net of unearned income.
    (5) Loan yields include the effect of amortization of deferred fees, net of costs.

    The MIL Network

  • MIL-OSI Security: November 2024 General Election

    Source: Office of United States Attorneys

    United States Attorney Richard D. Westphal, Southern District of Iowa, announced today that Assistant United States Attorney (AUSA) Amy Licht will lead the efforts of her Office in connection with the Justice Department’s nationwide Election Day Program for the upcoming November 5, 2024, general election.  AUSA Licht has been appointed to serve as the District Election Officer (DEO) for the Southern District of Iowa, and in that capacity is responsible for overseeing the District’s handling of election day complaints of voting rights concerns, threats of violence to election officials or staff, and election fraud, in consultation with Justice Department Headquarters in Washington.

    United States Attorney Westphal said, “Every citizen must be able to vote without interference or discrimination and to have that vote counted in a fair and free election.  Similarly, election officials and staff must be able to serve without being subject to unlawful threats of violence.  The Department of Justice will always work tirelessly to protect the integrity of the election process.”

    The Department of Justice has an important role in deterring and combatting discrimination and intimidation at the polls, threats of violence directed at election officials and poll workers, and election fraud.  The Department will address these violations wherever they occur.  The Department’s longstanding Election Day Program furthers these goals and also seeks to ensure public confidence in the electoral process by providing local points of contact within the Department for the public to report possible federal election law violations.

    Federal law protects against such crimes as threatening violence against election officials or staff, intimidating or bribing voters, buying and selling votes, impersonating voters, altering vote tallies, stuffing ballot boxes, and marking ballots for voters against their wishes or without their input.  It also contains special protections for the rights of voters, and provides that they can vote free from interference, including intimidation, and other acts designed to prevent or discourage people from voting or voting for the candidate of their choice.  The Voting Rights Act protects the right of voters to mark their own ballot or to be assisted by a person of their choice (where voters need assistance because of disability or inability to read or write in English).   

    United States Attorney Westphal stated that: “The franchise is the cornerstone of American democracy.  We all must ensure that those who are entitled to the franchise can exercise it if they choose, and that those who seek to corrupt it are brought to justice.  In order to respond to complaints of voting rights concerns and election fraud during the upcoming election, and to ensure that such complaints are directed to the appropriate authorities, AUSA/DEO Licht will be on duty in this District while the polls are open.  She can be reached by the public at the following telephone number: 515-473-9300.”

     In addition, the FBI will have special agents available in each field office and resident agency throughout the country to receive allegations of election fraud and other election abuses on election day.  The local FBI field office can be reached by the public at 515-223-4278.

    Complaints about possible violations of the federal voting rights laws can be made directly to the Civil Rights Division in Washington, DC by complaint form at https://civilrights.justice.gov/ or by phone at 800-253-3931.

     United States Attorney Richard D. Westphal said, “Ensuring free and fair elections depends in large part on the assistance of the American electorate.  It is important that those who have specific information about voting rights concerns or election fraud make that information available to the Department of Justice.”

    Please note, however, in the case of a crime of violence or intimidation, please call 911 immediately and before contacting federal authorities.  State and local police have primary jurisdiction over polling places, and almost always have faster reaction capacity in an emergency. 

    MIL Security OSI

  • MIL-OSI: STMicroelectronics Announces Status of Common Share Repurchase Program

    Source: GlobeNewswire (MIL-OSI)

    STMicroelectronics Announces Status of
    Common Share Repurchase Program

    Disclosure of Transactions in Own Shares – Period from Oct 21, 2024 to Oct 25, 2024

    AMSTERDAM – October 28, 2024 — STMicroelectronics N.V. (the “Company” or “STMicroelectronics”), a global semiconductor leader serving customers across the spectrum of electronics applications, announces full details of its common share repurchase program (the “Program”) disclosed via a press release dated June 21, 2024. The Program was approved by a shareholder resolution dated May 22, 2024 and by the supervisory board.

    STMicroelectronics N.V. (registered with the trade register under number 33194537) (LEI: 213800Z8NOHIKRI42W10) announces the repurchase (by a broker acting for the Company) on the regulated market of Euronext Paris, in the period between Oct 21, 2024 to Oct 25, 2024 (the “Period”), of 317,000 ordinary shares (equal to 0.03% of its issued share capital) at the weighted average purchase price per share of EUR 25.8060 and for an overall price of EUR 8,180,516.60.

    The purpose of these transactions under article 5(2) of Regulation (EU) 596/2014 (the Market Abuse Regulation) was to meet obligations arising from share option programmes, or other allocations of shares, to employees or to members of the administrative, management or supervisory bodies of the issuer or of an associate company.

    The shares may be held in treasury prior to being used for such purpose and, to the extent that they are not ultimately needed for such purpose, they may be used for any other lawful purpose under article 5(2) of the Market Abuse Regulation.

    Below is a summary of the repurchase transactions made in the course of the Period in relation to the ordinary shares of STMicroelectronics (ISIN: NL0000226223), in detailed form.

    Transactions in Period

    Dates of transaction Number of shares purchased Weighted average purchase price per share (EUR) Total amount paid (EUR) Market on which the shares were bought (MIC code)
    21-Oct-24 82,000 25.4697 2,088,515.40 XPAR
    22-Oct-24 73,000 25.4669 1,859,083.70 XPAR
    23-Oct-24 60,000 26.1471 1,568,826.00 XPAR
    24-Oct-24 45,000 26.1794 1,178,073.00 XPAR
    25-Oct-24 57,000 26.0705 1,486,018.50 XPAR
    Total for Period 317,000 25.8060 8,180,516.60  

    Following the share buybacks detailed above, the Company holds in total 11,153,614 treasury shares, which represents approximately 1.2% of the Company’s issued share capital.

    In accordance with Article 5(1)(b) of the Market Abuse Regulation and Article 2(3) of Commission Delegated Regulation (EU) 2016/1052, a full breakdown of the individual trades in the Program are disclosed on the ST website (https://investors.st.com/stock-and-bond-information/share-buyback).

    About STMicroelectronics
    At ST, we are over 50,000 creators and makers of semiconductor technologies mastering the semiconductor supply chain with state-of-the-art manufacturing facilities. An integrated device manufacturer, we work with more than 200,000 customers and thousands of partners to design and build products, solutions, and ecosystems that address their challenges and opportunities, and the need to support a more sustainable world. Our technologies enable smarter mobility, more efficient power and energy management, and the wide-scale deployment of cloud-connected autonomous things. We are committed to achieving our goal to become carbon neutral on scope 1 and 2 and partially scope 3 by 2027. Further information can be found at www.st.com.

    For further information, please contact:

    INVESTOR RELATIONS:
    Céline Berthier
    Group VP, Investor Relations
    Tel: +41.22.929.58.12
    celine.berthier@st.com

    MEDIA RELATIONS:
    Alexis Breton        
    Corporate External Communications
    Tel: +33.6.59.16.79.08

    alexis.breton@st.com

    Attachment

    The MIL Network

  • MIL-OSI: Coastal Financial Corporation Announces Third Quarter 2024 Results

    Source: GlobeNewswire (MIL-OSI)

    EVERETT, Wash., Oct. 28, 2024 (GLOBE NEWSWIRE) — Coastal Financial Corporation (Nasdaq: CCB) (the “Company”, “Coastal”, “we”, “our”, or “us”), the holding company for Coastal Community Bank (the “Bank”), through which it operates a community-focused bank with an industry leading banking as a service (“BaaS”) segment, today reported unaudited financial results for the quarter ended September 30, 2024, including net income of $13.5 million, or $0.97 per diluted common share, compared to $11.6 million, or $0.84 per diluted common share, for the three months ended June 30, 2024. 

    Management Discussion of the Quarter

    “The third quarter demonstrated strong momentum across both our community bank and CCBX operating segments, despite a still challenging operating environment,” said CEO Eric Sprink. “We saw high quality net loan growth of $92.4 million despite selling $423.7 million in loans. We are implementing strategies to increase fee income and we continue to build out and invest in an infrastructure that is scalable, and that we believe will enable us to be innovative leaders in financial services.”

    Key Points for Third Quarter and Our Go-Forward Strategy

    • Balance Sheet Well Positioned for Lower Rates. Our balance sheet stands in a modestly liability sensitive position as of September 30, 2024, with $1.95 billion of CCBX deposits that contractually reprice lower immediately upon any reduction in the Federal Funds Rate, with $1.09 billion of CCBX loans repricing in 90 days or less following such reduction. The Federal Open Market Committee recently lowered the targeted Federal Funds rate 0.50% on September 19, 2024; a reduction of 0.50% compared to June 30, 2024 and September 30, 2023. The rate decrease came late in the quarter, so the full impact of this and any subsequent rate changes will be reflected in future periods.
    • Expanding Relationships with CCBX Partners. We continue to focus on expanding product offerings with existing CCBX partners. We believe that launching new products with existing partners positions us to reach a wide and established customer base with modest increase in enterprise risk. Products launched in 2024 with existing partners have gained traction and are growing the balance sheet and increasing income. The pipeline for CCBX is active, although we expect to remain selective in adding new partners to manage risk and capital.
    • On-going Loan Sales. We sold $423.7 million loans in the quarter ended September 30, 2024 as part of our strategy to balance credit risk, manage partner and lending limits, protect capital levels and move credit card balances to an off balance sheet fee generating model. We are retaining a portion of the fee income for our role in processing transactions on sold credit card balances. This provides an on-going and passive revenue stream with no on balance sheet risk.
    • Continued Regulatory and Compliance Infrastructure Investments Position Us Well for Next Phase of Growth. We continue to utilize co-sourced personnel as a component of our risk and compliance efforts. This flexible co-sourcing approach allows us to manage the growth of our internal team while also ensuring CCBX has the resources it needs. While we remain 100% indemnified against partner fraud losses, we were encouraged to see fraudulent activity amongst our partners remains low during the current quarter, compared to the same period last year, a positive indicator of our continued investments in our risk infrastructure.
    • Reorganization and Strengthening of Talent to Accommodate Growth and Plans for the Future. We recently announced the bifurcation of the President of the Bank into two roles, appointing Brian Hamilton as President of CCBX, the Fintech and BaaS segment of the Bank, with Curt Queyrouze serving as President of the community bank and corporate credit.

    Third Quarter 2024 Financial Highlights

    The tables below outline some of our key operating metrics.

        Three Months Ended
    (Dollars in thousands, except share and per share data; unaudited)   September 30,
    2024
      June 30,
    2024
      March 31,
    2024
      December 31,
    2023
      September 30,
    2023
    Income Statement Data:                    
    Interest and dividend income   $ 105,079     $ 97,487     $ 90,472     $ 88,243     $ 88,331  
    Interest expense     32,892       31,250       29,536       28,586       26,102  
    Net interest income     72,187       66,237       60,936       59,657       62,229  
    Provision for credit losses     70,257       62,325       83,158       60,789       27,253  
    Net interest (expense)/ income after provision for credit losses     1,930       3,912       (22,222 )     (1,132 )     34,976  
    Noninterest income     80,068       69,918       86,955       64,694       34,579  
    Noninterest expense     65,616       58,809       56,018       51,703       56,501  
    Provision for income tax     2,926       3,425       1,915       2,847       2,784  
    Net income     13,456       11,596       6,800       9,012       10,270  
                         
        As of and for the Three Month Period
        September 30,
    2024
      June 30,
    2024
      March 31,
    2024
      December 31,
    2023
      September 30,
    2023
    Balance Sheet Data:                    
    Cash and cash equivalents   $ 484,026     $ 487,245     $ 515,128     $ 483,128     $ 474,946  
    Investment securities     48,620       49,213       50,090       150,364       141,489  
    Loans held for sale     7,565             797              
    Loans receivable     3,418,832       3,326,460       3,199,554       3,026,092       2,967,035  
    Allowance for credit losses     (170,263 )     (147,914 )     (139,258 )     (116,958 )     (101,085 )
    Total assets     4,065,821       3,961,546       3,865,258       3,753,366       3,678,265  
    Interest bearing deposits     3,047,861       2,949,643       2,888,867       2,735,161       2,637,914  
    Noninterest bearing deposits     579,427       593,789       574,112       625,202       651,786  
    Core deposits (1)     3,190,869       3,528,339       3,447,864       3,342,004       3,269,082  
    Total deposits     3,627,288       3,543,432       3,462,979       3,360,363       3,289,700  
    Total borrowings     47,847       47,810       47,771       47,734       47,695  
    Total shareholders’ equity     331,930       316,693       303,709       294,978       284,450  
                         
    Share and Per Share Data (2):                    
    Earnings per share – basic   $ 1.00     $ 0.86     $ 0.51     $ 0.68     $ 0.77  
    Earnings per share – diluted   $ 0.97     $ 0.84     $ 0.50     $ 0.66     $ 0.75  
    Dividends per share                              
    Book value per share (3)   $ 24.51     $ 23.54     $ 22.65     $ 22.17     $ 21.38  
    Tangible book value per share (4)   $ 24.51     $ 23.54     $ 22.65     $ 22.17     $ 21.38  
    Weighted avg outstanding shares – basic     13,447,066       13,412,667       13,340,997       13,286,828       13,285,974  
    Weighted avg outstanding shares – diluted     13,822,270       13,736,508       13,676,917       13,676,513       13,675,833  
    Shares outstanding at end of period     13,543,282       13,453,805       13,407,320       13,304,339       13,302,449  
    Stock options outstanding at end of period     198,370       286,119       309,069       354,969       356,359  
                                             
    See footnotes that follow the tables below
     
        As of and for the Three Month Period
        September 30,
    2024
      June 30,
    2024
      March 31,
    2024
      December 31,
    2023
      September 30,
    2023
    Credit Quality Data:                    
    Nonperforming assets (5) to total assets     1.34 %     1.34 %     1.42 %     1.43 %     1.18 %
    Nonperforming assets (5) to loans receivable and OREO     1.60 %     1.60 %     1.71 %     1.78 %     1.47 %
    Nonperforming loans (5) to total loans receivable     1.60 %     1.60 %     1.71 %     1.78 %     1.47 %
    Allowance for credit losses to nonperforming loans     311.5 %     278.1 %     253.8 %     217.2 %     232.2 %
    Allowance for credit losses to total loans receivable     4.98 %     4.45 %     4.35 %     3.86 %     3.41 %
    Gross charge-offs   $ 53,305     $ 55,207     $ 58,994     $ 47,652     $ 37,879  
    Gross recoveries   $ 4,069     $ 1,973     $ 1,776     $ 2,781     $ 1,045  
    Net charge-offs to average loans (6)     5.65 %     6.57 %     7.34 %     5.92 %     4.77 %
                         
    Capital Ratios:                    
    Company                    
    Tier 1 leverage capital     8.40 %     8.31 %     8.24 %     8.10 %     8.03 %
    Common equity Tier 1 risk-based capital     9.26 %     9.03 %     8.98 %     9.10 %     9.00 %
    Tier 1 risk-based capital     9.35 %     9.13 %     9.08 %     9.20 %     9.11 %
    Total risk-based capital     11.90 %     11.70 %     11.70 %     11.87 %     11.80 %
    Bank                    
    Tier 1 leverage capital     9.29 %     9.24 %     9.19 %     9.06 %     8.99 %
    Common equity Tier 1 risk-based capital     10.36 %     10.15 %     10.14 %     10.30 %     10.21 %
    Tier 1 risk-based capital     10.36 %     10.15 %     10.14 %     10.30 %     10.21 %
    Total risk-based capital     11.65 %     11.44 %     11.43 %     11.58 %     11.48 %
                                             

    (1)  Core deposits are defined as all deposits excluding brokered and all time deposits.
    (2)  Share and per share amounts are based on total actual or average common shares outstanding, as applicable.
    (3)  We calculate book value per share as total shareholders’ equity at the end of the relevant period divided by the outstanding number of our common shares at the end of each period.
    (4)  Tangible book value per share is a non-GAAP financial measure. We calculate tangible book value per share as total shareholders’ equity at the end of the relevant period, less goodwill and other intangible assets, divided by the outstanding number of our common shares at the end of each period. The most directly comparable GAAP financial measure is book value per share. We had no goodwill or other intangible assets as of any of the dates indicated. As a result, tangible book value per share is the same as book value per share as of each of the dates indicated.
    (5)  Nonperforming assets and nonperforming loans include loans 90+ days past due and accruing interest.
    (6)  Annualized calculations.

    Key Performance Ratios

    Return on average assets (“ROA”) was 1.34% for the quarter ended September 30, 2024 compared to 1.21% and 1.13% for the quarters ended June 30, 2024 and September 30, 2023, respectively.  ROA for the quarter ended September 30, 2024, increased 0.13% and 0.21% compared to June 30, 2024 and September 30, 2023, respectively. Noninterest expenses were higher for the quarter ended September 30, 2024 compared to the quarters ended June 30, 2024 and September 30, 2023 largely due to an increase in BaaS loan expense, which is directly related to the increase in the amount of interest earned on CCBX loans.

    The following table shows the Company’s key performance ratios for the periods indicated.  

        Three Months Ended
    (unaudited)   September 30,
    2024
      June 30,
    2024
      March 31,
    2024
      December 31,
    2023
      September 30,
    2023
                         
    Return on average assets (1)   1.34 %   1.21 %   0.73 %   0.97 %   1.13 %
    Return on average equity (1)   16.67 %   15.22 %   9.21 %   12.35 %   14.60 %
    Yield on earnings assets (1)   10.79 %   10.49 %   10.07 %   9.77 %   10.08 %
    Yield on loans receivable (1)   11.43 %   11.23 %   10.85 %   10.71 %   10.84 %
    Cost of funds (1)   3.62 %   3.60 %   3.52 %   3.39 %   3.18 %
    Cost of deposits (1)   3.59 %   3.58 %   3.49 %   3.36 %   3.14 %
    Net interest margin (1)   7.41 %   7.13 %   6.78 %   6.61 %   7.10 %
    Noninterest expense to average assets (1)   6.54 %   6.14 %   6.04 %   5.56 %   6.23 %
    Noninterest income to average assets (1)   7.98 %   7.30 %   9.38 %   6.95 %   3.81 %
    Efficiency ratio   43.10 %   43.19 %   37.88 %   41.58 %   58.36 %
    Loans receivable to deposits (2)   94.46 %   93.88 %   92.42 %   90.05 %   90.19 %
                                   

    (1)  Annualized calculations shown for quarterly periods presented.
    (2)  Includes loans held for sale.

    Management Outlook; CEO Eric Sprink

    “As we look ahead to the fourth quarter and 2025, we remain laser focused on building out our technology and risk management infrastructure to more efficiently support our next phase of growth within CCBX. While the balance sheet re-mix earlier this year resulted in a short-term reduction to income, we continue to make strategic decisions which are enhancing credit quality, generating passive fee income, strengthening our talent and growing relationships with established and prospective CCBX partners all of which are expected to position Coastal to be more profitable in 2025.”

    Coastal Financial Corporation Overview

    The Company has one main subsidiary, the Bank which consists of three segments: CCBX, the community bank and treasury & administration.  The CCBX segment includes all of our BaaS activities, the community bank segment includes all community banking activities, and the treasury & administration segment includes treasury management, overall administration and all other aspects of the Company.  

    CCBX Performance Update

    Our CCBX segment continues to evolve, and we have 22 relationships, at varying stages, as of September 30, 2024.  We continue to refine the criteria for CCBX partnerships, are exiting relationships where it makes sense for us to do so and are focusing on larger more established partners, with experienced management teams, existing customer bases and strong financial positions.

    We are expanding product offerings with our existing CCBX partners. We believe that launching new products with existing partners positions us to reach a wide and established customer base with a modest increase in regulatory risk given we have already vetted these partners and have operational history. Products launched earlier in the year with existing partners have gained traction and are growing the balance sheet and increasing income. We continue to sell loans as part of our strategy to balance partner and lending limits, and manage the loan portfolio and credit quality. We retain a portion of the fee income for our role in processing transactions on sold credit card balances. This is expected to provide an on-going and passive revenue stream with no on balance sheet risk.

    The following table illustrates the activity and evolution in CCBX relationships for the periods presented.

        As of
    (unaudited)   September 30,
    2024
    June 30,
    2024
    September 30,
    2023
    Active   19 19 18
    Friends and family / testing   1 1 1
    Implementation / onboarding   1 1 1
    Signed letters of intent   1 0 1
    Wind down – active but preparing to exit relationship   0 0 1
    Total CCBX relationships   22 21 22
     

    CCBX loans increased $106.9 million, or 7.6%, despite selling $423.7 million loans during the three months ended September 30, 2024 to $1.52 billion, while we continued to enhance credit standards on new CCBX loan originations. In accordance with the program agreement for one partner, effective April 1, 2024, the portion of the CCBX portfolio that we are responsible for losses on decreased from 10% to 5%. At September 30, 2024 the portion of this portfolio for which we are responsible represented $19.8 million in loans.

    The following table details the CCBX loan portfolio:

    CCBX   As of
        September 30, 2024   June 30, 2024   September 30, 2023
    (dollars in thousands; unaudited)   Balance   % to Total   Balance   % to Total   Balance   % to Total
    Commercial and industrial loans:                        
    Capital call lines   $ 103,924     6.8 %   $ 109,133     7.7 %   $ 114,174     9.6 %
    All other commercial & industrial loans     36,494     2.4       41,731     3.0       58,869     5.0  
    Real estate loans:                        
    Residential real estate loans     265,402     17.5       287,950     20.4       251,775     21.3  
    Consumer and other loans:                        
    Credit cards     633,691     41.6       549,241     38.7       440,993     37.3  
    Other consumer and other loans     482,228     31.7       426,809     30.2       316,987     26.8  
    Gross CCBX loans receivable     1,521,739     100.0 %     1,414,864     100.0 %     1,182,798     100.0 %
    Net deferred origination (fees) costs     (447 )         (438 )         (424 )    
    Loans receivable   $ 1,521,292         $ 1,414,426         $ 1,182,374      
    Loan Yield – CCBX (1)(2)     17.35 %         17.77 %         17.05 %    
                             

    (1)  CCBX yield does not include the impact of BaaS loan expense.  BaaS loan expense represents the amount paid or payable to partners for credit enhancements and originating & servicing CCBX loans. See reconciliation of the non-GAAP measures at the end of this earnings release for the impact of BaaS loan expense on CCBX loan yield.
    (2)  Loan yield is annualized for the three months ended for each period presented and includes loans held for sale and nonaccrual loans.

    The increase in CCBX loans in the quarter ended September 30, 2024, includes an increase of $139.9 million or 14.3%, in consumer and other loans, partially offset by a $22.5 million, or 7.8%, decrease in residential real estate loans and a decrease of $5.2 million, or 4.8%, in capital call lines as a result of normal balance fluctuations and business activities. We continue to monitor and manage the CCBX loan portfolio, and sold $423.7 million in CCBX loans during the quarter ended September 30, 2024 compared to sales of $155.2 million in the quarter ended June 30, 2024. We continue to reposition ourselves by managing CCBX credit and concentration levels in an effort to optimize our loan portfolio and generate off balance sheet fee income.

    Our credit card program through CCBX continues to grow in dollars and number of active cards as shown in the graph below:

    The following table details the CCBX deposit portfolio:

    CCBX   As of
        September 30, 2024   June 30, 2024   September 30, 2023
    (dollars in thousands; unaudited)   Balance   % to Total   Balance   % to Total   Balance   % to Total
    Demand, noninterest bearing   $ 60,655     2.9 %   $ 62,234     3.0 %   $ 67,782     3.9 %
    Interest bearing demand and money market     1,991,858     94.6       1,989,105     96.7       1,679,921     95.9  
    Savings     5,204     0.3       5,150     0.3       4,529     0.2  
    Total core deposits     2,057,717     97.8       2,056,489     100.0       1,752,232     100.0  
    Other deposits     47,046     2.2           0.0            
    Total CCBX deposits   $ 2,104,763     100.0 %   $ 2,056,489     100.0 %   $ 1,752,232     100.0 %
    Cost of deposits (1)     4.82 %         4.92 %         4.80 %    

    (1)  Cost of deposits is annualized for the three months ended for each period presented.

    CCBX deposits increased $48.3 million, or 2.3%, in the three months ended September 30, 2024 to $2.10 billion. This excludes the $214.5 million in CCBX deposits that were transferred off balance sheet for increased Federal Deposit Insurance Corporation (“FDIC”) insurance coverage purposes, compared to $117.7 million for the quarter ended June 30, 2024. Amounts in excess of FDIC insurance coverage are transferred, using a third party facilitator/vendor sweep product, to participating financial institutions.

    Community Bank Performance Update

    In the quarter ended September 30, 2024, the community bank saw net loans decrease $14.5 million, or 0.8%, to $1.90 billion.

    The following table details the Community Bank loan portfolio:

    Community Bank   As of
        September 30, 2024   June 30, 2024   September 30, 2023
    (dollars in thousands; unaudited)   Balance   % to Total   Balance   % to Total   Balance   % to Total
    Commercial and industrial loans   $ 152,161     8.0 %   $ 144,436     7.5 %   $ 158,232     8.8 %
    Real estate loans:                        
    Construction, land and land development loans     163,051     8.6       173,064     9.0       167,686     9.4  
    Residential real estate loans     212,467     11.2       229,639     12.0       225,372     12.6  
    Commercial real estate loans     1,362,452     71.5       1,357,979     70.8       1,237,849     69.1  
    Consumer and other loans:                        
    Other consumer and other loans     14,173     0.7       14,220     0.7       2,483     0.1  
    Gross Community Bank loans receivable     1,904,304     100.0 %     1,919,338     100.0 %     1,791,622     100.0 %
    Net deferred origination fees     (6,764 )         (7,304 )         (6,961 )    
    Loans receivable   $ 1,897,540         $ 1,912,034         $ 1,784,661      
    Loan Yield(1)     6.64 %         6.52 %         6.20 %    

    (1)  Loan yield is annualized for the three months ended for each period presented and includes loans held for sale and nonaccrual loans.

    Community bank loans had a $10.0 million decrease in construction, land and land development loans, partially offset by an increase of $7.7 million in commercial and industrial loans and an increase in commercial real estate loans of $4.5 million during the quarter ended September 30, 2024; consumer and other loans were flat.

    The following table details the community bank deposit portfolio:

    Community Bank   As of
        September 30, 2024   June 30, 2024   September 30, 2023
    (dollars in thousands; unaudited)   Balance   % to Total   Balance   % to Total   Balance   % to Total
    Demand, noninterest bearing   $ 518,772     34.1 %   $ 531,555     35.6 %   $ 584,004     37.9 %
    Interest bearing demand and money market     552,108     36.3       876,668     59.0       852,747     55.5  
    Savings     62,272     4.1       63,627     4.3       80,099     5.2  
    Total core deposits     1,133,152     74.5       1,471,850     98.9       1,516,850     98.6  
    Other deposits     373,681     24.5       1     0.0       1     0.0  
    Time deposits less than $100,000     6,305     0.4       6,741     0.5       8,635     0.6  
    Time deposits $100,000 and over     9,387     0.6       8,351     0.6       11,982     0.8  
    Total Community Bank deposits   $ 1,522,525     100.0 %   $ 1,486,943     100.0 %   $ 1,537,468     100.0 %
    Cost of deposits(1)     1.92 %         1.77 %         1.31 %    

    (1)  Cost of deposits is annualized for the three months ended for each period presented.

    Community bank deposits increased $35.6 million, or 2.4%, during the three months ended September 30, 2024 to $1.52 billion. This is the second consecutive quarter of growth after allowing higher rate balances to run-off earlier in the year. The community bank segment includes noninterest bearing deposits of $518.8 million, or 34.1%, of total community bank deposits, resulting in a cost of deposits of 1.92%, which compared to 1.77% for the quarter ended June 30, 2024.

    Net Interest Income and Margin Discussion

    Net interest income was $72.2 million for the quarter ended September 30, 2024, an increase of $5.9 million, or 9.0%, from $66.2 million for the quarter ended June 30, 2024, and an increase of $10.0 million, or 16.0%, from $62.2 million for the quarter ended September 30, 2023. The increase in net interest income compared to June 30, 2024, was a result of increased interest income due to an increase in average loans receivable partially offset by an increase in cost of funds. The increase in net interest income compared to September 30, 2023 was largely related to increased yield on loans resulting from higher interest rates and growth in higher yielding loans partially offset by an increase in cost of funds relating to higher interest rates and growth in interest bearing deposits.  

    Net interest margin was 7.41% for the three months ended September 30, 2024, compared to 7.13% for the three months ended June 30, 2024, with the increase primarily due to higher loan yields. Net interest margin was 7.10% for the three months ended September 30, 2023. The increase in net interest margin for the three months ended September 30, 2024 compared to the three months ended September 30, 2023 was largely due to an increase in loan yield partially offset by higher interest rates on interest bearing deposits. Interest and fees on loans receivable increased $8.6 million, or 9.5%, to $99.6 million for the three months ended September 30, 2024, compared to $90.9 million for the three months ended June 30, 2024, and increased $15.9 million, or 19.1%, compared to $83.7 million for the three months ended September 30, 2023, due to an increase in outstanding balances and higher interest rates. 

    Average investment securities decreased $795,000 to $49.0 million compared to the three months ended June 30, 2024 and decreased $69.0 million compared to the three months ended September 30, 2023 as a result of maturing securities.

    Cost of funds was 3.62% for the quarter ended September 30, 2024, an increase of 2 basis points from the quarter ended June 30, 2024 and an increase of 44 basis points from the quarter ended September 30, 2023. Cost of deposits for the quarter ended September 30, 2024 was 3.59%, compared to 3.58% for the quarter ended June 30, 2024, and 3.14% for the quarter ended September 30, 2023. The increased cost of funds and deposits compared to June 30, 2024 and September 30, 2023 was due to the continued high interest rate environment. The late September reduction in the Fed funds rate is expected to help to lower our cost of deposits in future periods.

    The following table summarizes the average yield on loans receivable and cost of deposits:

        For the Three Months Ended
        September 30, 2024   June 30, 2024   September 30, 2023
        Yield on
    Loans (2)
      Cost of
    Deposits (2)
      Yield on
    Loans (2)
      Cost of
    Deposits (2)
      Yield on
    Loans (2)
      Cost of
    Deposits (2)
    Community Bank   6.64 %   1.92 %   6.52 %   1.77 %   6.20 %   1.31 %
    CCBX (1)   17.35 %   4.82 %   17.77 %   4.92 %   17.05 %   4.80 %
    Consolidated   11.43 %   3.59 %   11.23 %   3.58 %   10.84 %   3.14 %

    (1)  CCBX yield on loans does not include the impact of BaaS loan expense.  BaaS loan expense represents the amount paid or payable to partners for credit and fraud enhancements and originating & servicing CCBX loans.  To determine Net BaaS loan income earned from CCBX loan relationships, the Company takes BaaS loan interest income and deducts BaaS loan expense to arrive at Net BaaS loan income which can be compared to interest income on the Company’s community bank loans. See reconciliation of the non-GAAP measures at the end of this earnings release for the impact of BaaS loan expense on CCBX loan yield.
    (2)  Annualized calculations for periods shown.

    The following tables illustrates how BaaS loan interest income is affected by BaaS loan expense resulting in net BaaS loan income and the associated yield:

        For the Three Months Ended
        September 30, 2024   June 30, 2024   September 30, 2023
    (dollars in thousands, unaudited)   Income /
    Expense
      Income /
    expense divided
    by average
    CCBX loans
    (2)
      Income /
    Expense
      Income /
    expense divided
    by

    average CCBX
    loans
    (2)
      Income /
    Expense
      Income /
    expense divided
    by average
    CCBX loans
    (2)
    BaaS loan interest income   $ 67,692   17.35 %   $ 60,203   17.77 %   $ 56,279   17.05 %
    Less: BaaS loan expense     32,612   8.36 %     29,076   8.58 %     23,003   6.97 %
    Net BaaS loan income (1)   $ 35,080   8.99 %   $ 31,127   9.19 %   $ 33,276   10.08 %
    Average BaaS Loans(3)   $ 1,552,443       $ 1,362,343       $ 1,309,380    

    (1) A reconciliation of the non-GAAP measures are set forth at the end of this earnings release.
    (2) Annualized calculations shown for quarterly periods presented.
    (3) Includes loans held for sale.

    Noninterest Income Discussion

    Noninterest income was $80.1 million for the three months ended September 30, 2024, an increase of $10.2 million from $69.9 million for the three months ended June 30, 2024, and an increase of $45.5 million from $34.6 million for the three months ended September 30, 2023.  The increase in noninterest income over the quarter ended June 30, 2024 was primarily due to an increase of $9.9 million in total BaaS income.  The $9.9 million increase in total BaaS income included a $9.3 million increase in BaaS credit enhancements related to the provision for credit losses, a $300,000 increase in BaaS fraud enhancements, and an increase of $340,000 in BaaS program income. The increase in BaaS program income is largely due to higher servicing and other BaaS fees, transaction fees and interchange fees and our primary BaaS source for recurring fee income (see “Appendix B” for more information on the accounting for BaaS allowance for credit losses and credit and fraud enhancements). Additionally, other income increased $229,000 largely due to increased incoming ACH activity.

    The $45.5 million increase in noninterest income over the quarter ended September 30, 2023 was primarily due to a $43.4 million increase in BaaS credit and fraud enhancements, and an increase of $2.0 million in BaaS program income.

    Noninterest Expense Discussion
    Total noninterest expense increased $6.8 million to $65.6 million for the three months ended September 30, 2024, compared to $58.8 million for the three months ended June 30, 2024, and increased $9.1 million from $56.5 million for the three months ended September 30, 2023. The increase in noninterest expense for the quarter ended September 30, 2024, as compared to the quarter ended June 30, 2024, was primarily due to a $3.8 million increase in BaaS expense (including a $300,000 increase in BaaS fraud expense and a $3.5 million increase in BaaS loan expense). BaaS loan expense represents the amount paid or payable to partners for credit enhancements, fraud enhancements, and originating & servicing CCBX loans. BaaS fraud expense represents non-credit fraud losses on partner’s customer loan and deposit accounts. A portion of this expense is realized during the quarter in which the loss occurs, and a portion is estimated based on historical or other information from our partners, partially offset by a $1.5 million increase in excise taxes (due to the recording of $1.2 million business and occupation tax credit from the State of Washington which resulted in the recognition of a net credit of $706,000 for the quarter ended June 30, 2024, compared to expense of $762,000 for the quarter ended September 30, 2024). We also recorded an increase of $587,000 in data processing and software licenses as a result of our continued investment in our infrastructure and the automation of our processes so that they are scalable and an increase of $499,000 in point of sale expenses as a result of increased partner transaction activity.

    The increase in noninterest expenses for the quarter ended September 30, 2024 compared to the quarter ended September 30, 2023 was largely due to an increase of $8.8 million in BaaS partner expense (including a $9.6 million increase in BaaS loan expense partially offset by a decrease of $766,000 in BaaS fraud expense), a $1.1 million increase in data processing and software licenses due to enhancements in technology, and a $526,000 increase in occupancy expense, largely due to higher software depreciation/amortization expense, partially offset by a $986,000 decrease in salary and employee benefits largely as a result of some one-time costs that were expensed in the quarter ended September 30, 2023 for which there was no similar expense in the current quarter, and an $850,000 decrease in legal and professional expenses as a result of risk management and projects being completed.

    Provision for Income Taxes

    The provision for income taxes was $2.9 million for the three months ended September 30, 2024, $3.4 million for the three months ended June 30, 2024 and $2.8 million for the third quarter of 2023.  The income tax provision was lower for the three months ended September 30, 2024 compared to the quarter ended June 30, 2024 as a result of the deductibility of certain equity awards which reduced tax expense despite net income being higher and higher than the quarter ended September 30, 2023, primarily due to higher net income compared to that quarter.

    The Company is subject to various state taxes that are assessed as CCBX activities and employees expand into other states, which has increased the overall tax rate used in calculating the provision for income taxes in the current and future periods. The Company uses a federal statutory tax rate of 21.0% as a basis for calculating provision for federal income taxes and 2.62% for calculating the provision for state income taxes.

    Financial Condition Overview

    Total assets increased $104.3 million, or 2.6%, to $4.07 billion at September 30, 2024 compared to $3.96 billion at June 30, 2024.  The increase is primarily due to stronger loan growth partially offset by lower cash balances. Total loans receivable increased $92.4 million to $3.42 billion at September 30, 2024, from $3.33 billion at June 30, 2024.

    As of September 30, 2024, the Company had the capacity to borrow up to a total of $656.3 million from the Federal Reserve Bank discount window and Federal Home Loan Bank, and an additional $50.0 million from a correspondent bank no borrowings outstanding on these lines as of September 30, 2024.

    The Company had a cash balance of $5.9 million as of September 30, 2024, which is retained for general operating purposes, including debt repayment, and for funding $530,000 in commitments to bank technology funds.  

    Uninsured deposits were $542.2 million as of September 30, 2024, compared to $532.9 million as of June 30, 2024.

    Total shareholders’ equity increased $15.2 million since June 30, 2024.  The increase in shareholders’ equity was primarily due to $13.5 million in net earnings, combined with an increase of $1.8 million in common stock outstanding as a result of equity awards exercised during the three months ended September 30, 2024.

    The Company and the Bank remained well capitalized at September 30, 2024, as summarized in the following table.

    (unaudited)   Coastal
    Community
    Bank
      Coastal
    Financial
    Corporation
      Minimum Well
    Capitalized
    Ratios under
    Prompt
    Corrective
    Action
    (1)
    Tier 1 Leverage Capital (to average assets)   9.29 %   8.40 %   5.00 %
    Common Equity Tier 1 Capital (to risk-weighted assets)   10.36 %   9.26 %   6.50 %
    Tier 1 Capital (to risk-weighted assets)   10.36 %   9.35 %   8.00 %
    Total Capital (to risk-weighted assets)   11.65 %   11.90 %   10.00 %

    (1) Presents the minimum capital ratios for an insured depository institution, such as the Bank, to be considered well capitalized under the Prompt Corrective Action framework. The minimum requirements for the Company to be considered well capitalized under Regulation Y include to maintain, on a consolidated basis, a total risk-based capital ratio of 10.0 percent or greater and a tier 1 risk-based capital ratio of 6.0 percent or greater.

    Asset Quality

    The total allowance for credit losses was $170.3 million and 4.98% of loans receivable at September 30, 2024 compared to $147.9 million and 4.45% at June 30, 2024 and $101.1 million and 3.41% at September 30, 2023. The allowance for credit loss allocated to the CCBX portfolio was $150.1 million and 9.87% of CCBX loans receivable at September 30, 2024, with $20.1 million of allowance for credit loss allocated to the community bank or 1.06% of total community bank loans receivable.

    The following table details the allocation of the allowance for credit loss as of the period indicated:

        As of September 30, 2024   As of June 30, 2024   As of September 30, 2023
    (dollars in thousands; unaudited)   Community
    Bank
      CCBX   Total   Community
    Bank
      CCBX   Total   Community
    Bank
      CCBX   Total
    Loans receivable   $ 1,897,540     $ 1,521,292     $ 3,418,832     $ 1,912,034     $ 1,414,426     $ 3,326,460     $ 1,784,661     $ 1,182,374     $ 2,967,035  
    Allowance for credit losses     (20,132 )     (150,131 )     (170,263 )     (21,045 )     (126,869 )     (147,914 )     (21,316 )     (79,769 )     (101,085 )
    Allowance for credit losses to total loans receivable     1.06 %     9.87 %     4.98 %     1.10 %     8.97 %     4.45 %     1.19 %     6.75 %     3.41 %
                                                                             

    Net charge-offs totaled $49.2 million for the quarter ended September 30, 2024, compared to $53.2 million for the quarter ended June 30, 2024 and $36.8 million for the quarter ended September 30, 2023. Net charge-offs as a percent of average loans decreased to 5.65% for the quarter ended September 30, 2024 compared to 6.57% for the quarter ended June 30, 2024, which we believe is a result of the steps we took manage our credit quality.   CCBX partner agreements provide for a credit enhancement that covers the net-charge-offs on CCBX loans and negative deposit accounts by indemnifying or reimbursing incurred losses, except in accordance with the program agreement for one partner where the Company was responsible for credit losses on approximately 5% of a $400.8 million loan portfolio. At September 30, 2024, our portion of this portfolio represented $19.8 million in loans. Net charge-offs for this $19.8 million in loans were $1.1 million for the three months ended September 30, 2024, compared to $1.3 million for the three months ended June 30, 2024 and $579,000 for the three months ended September 30, 2023.

    The following table details net charge-offs for the community bank and CCBX for the period indicated:

        Three Months Ended
        September 30, 2024   June 30, 2024   September 30, 2023
    (dollars in thousands; unaudited)   Community
    Bank
      CCBX   Total   Community
    Bank
      CCBX   Total   Community
    Bank
      CCBX   Total
    Gross charge-offs   $ 398     $ 52,907     $ 53,305     $ 2     $ 55,205     $ 55,207     $ 3     $ 37,876     $ 37,879  
    Gross recoveries     (3 )     (4,066 )     (4,069 )     (4 )     (1,969 )     (1,973 )     (3 )     (1,042 )     (1,045 )
    Net charge-offs   $ 395     $ 48,841     $ 49,236     $ (2 )   $ 53,236     $ 53,234     $     $ 36,834     $ 36,834  
    Net charge-offs to average loans (1)     0.08 %     12.52 %     5.65 %     0.00 %     15.72 %     6.57 %     0.00 %     11.16 %     4.77 %

    (1) Annualized calculations shown for periods presented.

    During the quarter ended September 30, 2024, a $72.1 million provision for credit losses – loans was recorded for CCBX partner loans based on management’s analysis, compared to the $62.2 million provision for credit losses – loans that was recorded for CCBX for the quarter ended June 30, 2024. CCBX loans have a higher level of expected losses than our community bank loans, which is reflected in the factors for the allowance for credit losses. Agreements with our CCBX partners provide for a credit enhancement which protects the Bank by indemnifying or reimbursing incurred losses.

    In accordance with accounting guidance, we estimate and record a provision for expected losses for these CCBX loans and reclassified negative deposit accounts. When the provision for CCBX credit losses and provision for unfunded commitments is recorded, a credit enhancement asset is also recorded on the balance sheet through noninterest income (BaaS credit enhancements). Expected losses are recorded in the allowance for credit losses. The credit enhancement asset is relieved when credit enhancement recoveries are received from the CCBX partner. If our partner is unable to fulfill their contracted obligations then the Bank could be exposed to additional credit losses. Management regularly evaluates and manages this counterparty risk.

    The factors used in management’s analysis for community bank credit losses indicated that a provision recapture of $519,000 and was needed for the quarter ended September 30, 2024 compared to a provision recapture of $341,000 and provision of $664,000 for the quarters ended June 30, 2024 and September 30, 2023, respectively. The recapture in the current period was largely due to a change in remaining average lives of community bank loans.

    The following table details the provision expense/(recapture) for the community bank and CCBX for the period indicated:

        Three Months Ended
    (dollars in thousands; unaudited)   September 30,
    2024
      June 30,
    2024
      September 30,
    2023
    Community bank   $ (519 )   $ (341 )   $ 664
    CCBX     72,104       62,231       26,493
    Total provision expense   $ 71,585     $ 61,890     $ 27,157

    At September 30, 2024, our nonperforming assets were $54.7 million, or 1.34%, of total assets, compared to $53.2 million, or 1.34%, of total assets, at June 30, 2024, and $43.5 million, or 1.18%, of total assets, at September 30, 2023. These ratios are impacted by nonperforming CCBX loans that are covered by CCBX partner credit enhancements. As of September 30, 2024, $52.0 million of the $53.6 million in nonperforming CCBX loans were covered by CCBX partner credit enhancements described above.

    Nonperforming assets increased $1.5 million during the quarter ended September 30, 2024, compared to the quarter ended June 30, 2024. This change is largely due to an increase in CCBX nonaccrual loans partially offset by a decrease in community bank nonaccrual loans. CCBX nonaccrual loans increased $8.0 million as a result of a new collection practice that places certain loans on nonaccrual status to improve collectability, $5.3 million of these loans are less than 90 days past due as of September 30, 2024. CCBX loans that are past due 90 days or more and still accruing was $45.6 million for the quarter ended September 30, 2024 compared to $45.2 million for the quarter ended June 30, 2024. As a result of the type of loans (primarily consumer loans) originated through our CCBX partners we anticipate that balances 90 days past due or more and still accruing will generally increase as those loan portfolios grow. Installment/closed-end and revolving/open-end consumer loans originated through CCBX lending partners will continue to accrue interest until 120 and 180 days past due, respectively and are reported as substandard, 90 days or more days past due and still accruing. There were no repossessed assets or other real estate owned at September 30, 2024. Our nonperforming loans to loans receivable ratio was 1.60% at September 30, 2024, compared to 1.60% at June 30, 2024, and 1.47% at September 30, 2023.

    For the quarter ended September 30, 2024, there were $395,000 community bank net charge-offs and $1.1 million nonperforming community bank loans. For the quarter ended September 30, 2024 $48.8 million in net charge-offs were recorded on CCBX loans. These CCBX loans have a higher level of expected losses than our community bank loans, which is reflected in the factors for the allowance for credit losses.

    The following table details the Company’s nonperforming assets for the periods indicated.

    Consolidated   As of
    (dollars in thousands; unaudited)   September 30,
    2024
      June 30,
    2024
      September 30,
    2023
    Nonaccrual loans:            
    Commercial and industrial loans   $ 198     $     $ 2  
    Real estate loans:            
    Construction, land and land development                  
    Residential real estate     44       213       176  
    Commercial real estate     831       7,731       7,145  
    Consumer and other loans:            
    Credit cards     7,987              
    Total nonaccrual loans     9,060       7,944       7,323  
    Accruing loans past due 90 days or more:            
    Commercial & industrial loans     1,593       1,278       1,387  
    Real estate loans:            
    Residential real estate loans     3,025       2,722       1,462  
    Consumer and other loans:            
    Credit cards     34,562       36,465       24,807  
    Other consumer and other loans     6,412       4,779       8,561  
         Total accruing loans past due 90 days or more     45,592       45,244       36,217  
    Total nonperforming loans     54,652       53,188       43,540  
    Real estate owned                  
    Repossessed assets                  
    Total nonperforming assets   $ 54,652     $ 53,188     $ 43,540  
    Total nonaccrual loans to loans receivable     0.27 %     0.24 %     0.25 %
    Total nonperforming loans to loans receivable     1.60 %     1.60 %     1.47 %
    Total nonperforming assets to total assets     1.34 %     1.34 %     1.18 %
                             

    The following tables detail the CCBX and community bank nonperforming assets which are included in the total nonperforming assets table above.

    CCBX   As of
    (dollars in thousands; unaudited)   September 30,
    2024
      June 30,
    2024
      September 30,
    2023
    Nonaccrual loans:            
    Consumer and other loans:            
    Credit cards   $ 7,987     $     $  
    Total nonaccrual loans     7,987              
    Accruing loans past due 90 days or more:            
    Commercial & industrial loans     1,593       1,278       1,387  
    Real estate loans:            
    Residential real estate loans     3,025       2,722       1,462  
    Consumer and other loans:            
    Credit cards     34,562       36,465       24,807  
    Other consumer and other loans     6,412       4,779       8,561  
    Total accruing loans past due 90 days or more     45,592       45,244       36,217  
    Total nonperforming loans     53,579       45,244       36,217  
    Other real estate owned                  
    Repossessed assets                  
    Total nonperforming assets   $ 53,579     $ 45,244     $ 36,217  
    Total CCBX nonperforming assets to total consolidated assets     1.32 %     1.14 %     0.98 %
    Community Bank   As of
    (dollars in thousands; unaudited)   September 30,
    2024
      June 30,
    2024
      September 30,
    2023
    Nonaccrual loans:            
    Commercial and industrial loans   $ 198     $     $ 2  
    Real estate:            
    Construction, land and land development                  
    Residential real estate     44       213       176  
    Commercial real estate     831       7,731       7,145  
    Total nonaccrual loans     1,073       7,944       7,323  
    Accruing loans past due 90 days or more:            
    Total accruing loans past due 90 days or more                  
    Total nonperforming loans     1,073       7,944       7,323  
    Other real estate owned                  
    Repossessed assets                  
    Total nonperforming assets   $ 1,073     $ 7,944     $ 7,323  
    Total community bank nonperforming assets to total consolidated assets     0.03 %     0.20 %     0.20 %
                             

    About Coastal Financial

    Coastal Financial Corporation (Nasdaq: CCB) (the “Company”), is an Everett, Washington based bank holding company whose wholly owned subsidiaries are Coastal Community Bank (“Bank”) and Arlington Olympic LLC.  The $4.07 billion Bank provides service through 14 branches in Snohomish, Island, and King Counties, the Internet and its mobile banking application.  The Bank provides banking as a service to broker-dealers, digital financial service providers, companies and brands that want to provide financial services to their customers through the Bank’s CCBX segment.  To learn more about the Company visit www.coastalbank.com

    CCB-ER

    Contact

    Eric Sprink, Chief Executive Officer, (425) 357-3659
    Joel Edwards, Executive Vice President & Chief Financial Officer, (425) 357-3687

    Forward-Looking Statements

    This earnings release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect our current views with respect to, among other things, future events and our financial performance. Any statements about our management’s expectations, beliefs, plans, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as “anticipate,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimate,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “intends” and similar words or phrases. Any or all of the forward-looking statements in this earnings release may turn out to be inaccurate. The inclusion of or reference to forward-looking information in this earnings release should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Our actual results could differ materially from those anticipated in such forward-looking statements as a result of risks, uncertainties and assumptions that are difficult to predict. Factors that could cause actual results to differ materially from those in the forward-looking statements include, without limitation, the risks and uncertainties discussed under “Risk Factors” in our Annual Report on Form 10-K for the most recent period filed and in any of our subsequent filings with the Securities and Exchange Commission.

    If one or more events related to these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may differ materially from what we anticipate. You are cautioned not to place undue reliance on forward-looking statements. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update or revise any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events, except as required by law.

     
    COASTAL FINANCIAL CORPORATION
    CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
    (Dollars in thousands; unaudited)
     
    ASSETS
        September 30,
    2024
      June 30,
    2024
      March 31,
    2024
      December 31,
    2023
      September 30,
    2023
    Cash and due from banks   $ 45,327     $ 59,995     $ 32,790     $ 31,345     $ 29,984  
    Interest earning deposits with other banks     438,699       427,250       482,338       451,783       444,962  
    Investment securities, available for sale, at fair value     38       39       41       99,504       98,939  
    Investment securities, held to maturity, at amortized cost     48,582       49,174       50,049       50,860       42,550  
    Other investments     10,757       10,664       10,583       10,227       11,898  
    Loans held for sale     7,565             797              
    Loans receivable     3,418,832       3,326,460       3,199,554       3,026,092       2,967,035  
    Allowance for credit losses     (170,263 )     (147,914 )     (139,258 )     (116,958 )     (101,085 )
    Total loans receivable, net     3,248,569       3,178,546       3,060,296       2,909,134       2,865,950  
    CCBX credit enhancement asset     167,251       143,485       137,276       107,921       91,867  
    CCBX receivable     16,060       11,520       10,369       9,088       10,623  
    Premises and equipment, net     25,833       24,526       22,995       22,090       20,543  
    Lease right-of-use assets     5,427       5,635       5,756       5,932       6,126  
    Accrued interest receivable     23,664       23,617       24,681       26,819       23,428  
    Bank-owned life insurance, net     13,255       13,132       12,991       12,870       12,970  
    Deferred tax asset, net     3,083       2,221       2,221       3,806       4,404  
    Other assets     11,711       11,742       12,075       11,987       14,021  
    Total assets   $ 4,065,821     $ 3,961,546     $ 3,865,258     $ 3,753,366     $ 3,678,265  
                         
    LIABILITIES AND SHAREHOLDERS’ EQUITY
    LIABILITIES                    
    Deposits   $ 3,627,288     $ 3,543,432     $ 3,462,979     $ 3,360,363     $ 3,289,700  
    Subordinated debt, net     44,256       44,219       44,181       44,144       44,106  
    Junior subordinated debentures, net     3,591       3,591       3,590       3,590       3,589  
    Deferred compensation     369       405       442       479       513  
    Accrued interest payable     1,070       999       1,061       892       1,056  
    Lease liabilities     5,609       5,821       5,946       6,124       6,321  
    CCBX payable     39,188       34,536       33,095       33,651       38,229  
    Other liabilities     12,520       11,850       10,255       9,145       10,301  
    Total liabilities     3,733,891       3,644,853       3,561,549       3,458,388       3,393,815  
    SHAREHOLDERS’ EQUITY                    
    Common Stock     134,769       132,989       131,601       130,136       129,244  
    Retained earnings     197,162       183,706       172,110       165,311       156,299  
    Accumulated other comprehensive loss, net of tax     (1 )     (2 )     (2 )     (469 )     (1,093 )
    Total shareholders’ equity     331,930       316,693       303,709       294,978       284,450  
    Total liabilities and shareholders’ equity   $ 4,065,821     $ 3,961,546     $ 3,865,258     $ 3,753,366     $ 3,678,265  
     
    COASTAL FINANCIAL CORPORATION
    CONDENSED CONSOLIDATED STATEMENTS OF INCOME
    (Dollars in thousands, except per share amounts; unaudited)
     
        Three Months Ended
        September 30,
    2024
      June 30,
    2024
      March 31,
    2024
      December 31,
    2023
      September 30,
    2023
    INTEREST AND DIVIDEND INCOME                    
    Interest and fees on loans   $ 99,590   $ 90,944     $ 84,621     $ 81,159     $ 83,652
    Interest on interest earning deposits with other banks     4,781     5,683       4,780       5,687       3,884
    Interest on investment securities     675     686       1,034       1,225       766
    Dividends on other investments     33     174       37       172       29
    Total interest income     105,079     97,487       90,472       88,243       88,331
    INTEREST EXPENSE                    
    Interest on deposits     32,083     30,578       28,867       27,916       25,451
    Interest on borrowed funds     809     672       669       670       651
    Total interest expense     32,892     31,250       29,536       28,586       26,102
    Net interest income     72,187     66,237       60,936       59,657       62,229
    PROVISION FOR CREDIT LOSSES     70,257     62,325       83,158       60,789       27,253
    Net interest income/(expense) after provision for credit losses     1,930     3,912       (22,222 )     (1,132 )     34,976
    NONINTEREST INCOME                    
    Deposit service charges and fees     952     946       908       957       998
    Loan referral fees               168             1
    Gain on sales of loans, net                           107
    Unrealized gain (loss) on equity securities, net     2     9       15       80       5
    Other income     486     257       308       60       291
    Noninterest income, excluding BaaS program income and BaaS indemnification income     1,440     1,212       1,399       1,097       1,402
    Servicing and other BaaS fees     1,044     1,525       1,131       1,015       997
    Transaction fees     1,696     1,309       1,122       1,006       1,036
    Interchange fees     1,853     1,625       1,539       1,272       1,216
    Reimbursement of expenses     1,843     1,637       1,033       1,076       1,152
    BaaS program income     6,436     6,096       4,825       4,369       4,401
    BaaS credit enhancements     70,108     60,826       79,808       58,449       25,926
    BaaS fraud enhancements     2,084     1,784       923       779       2,850
    BaaS indemnification income     72,192     62,610       80,731       59,228       28,776
    Total noninterest income     80,068     69,918       86,955       64,694       34,579
    NONINTEREST EXPENSE                    
    Salaries and employee benefits     17,101     17,005       17,984       16,490       18,087
    Occupancy     1,750     1,686       1,518       1,340       1,224
    Data processing and software licenses     3,511     2,924       2,892       2,417       2,366
    Legal and professional expenses     3,597     3,631       3,672       2,649       4,447
    Point of sale expense     1,351     852       869       899       1,068
    Excise taxes     762     (706 )     320       449       541
    Federal Deposit Insurance Corporation (“FDIC”) assessments     740     690       683       665       694
    Director and staff expenses     559     470       400       478       529
    Marketing     67     14       53       138       169
    Other expense     1,482     1,383       1,867       1,089       1,523
    Noninterest expense, excluding BaaS loan and BaaS fraud expense     30,920     27,949       30,258       26,614       30,648
    BaaS loan expense     32,612     29,076       24,837       24,310       23,003
    BaaS fraud expense     2,084     1,784       923       779       2,850
    BaaS loan and fraud expense     34,696     30,860       25,760       25,089       25,853
    Total noninterest expense     65,616     58,809       56,018       51,703       56,501
    Income before provision for income taxes     16,382     15,021       8,715       11,859       13,054
    PROVISION FOR INCOME TAXES     2,926     3,425       1,915       2,847       2,784
    NET INCOME   $ 13,456   $ 11,596     $ 6,800     $ 9,012     $ 10,270
    Basic earnings per common share   $ 1.00   $ 0.86     $ 0.51     $ 0.68     $ 0.77
    Diluted earnings per common share   $ 0.97   $ 0.84     $ 0.50     $ 0.66     $ 0.75
    Weighted average number of common shares outstanding:                    
    Basic     13,447,066     13,412,667       13,340,997       13,286,828       13,285,974
    Diluted     13,822,270     13,736,508       13,676,917       13,676,513       13,675,833
     
    COASTAL FINANCIAL CORPORATION
    AVERAGE BALANCES, YIELDS, AND RATES – QUARTERLY
    (Dollars in thousands; unaudited)
     
        For the Three Months Ended
        September 30, 2024   June 30, 2024   September 30, 2023
        Average
    Balance
      Interest &
    Dividends
      Yield /
    Cost (1)
      Average
    Balance
      Interest &
    Dividends
      Yield /
    Cost (1)
      Average
    Balance
      Interest &
    Dividends
      Yield /
    Cost (1)
    Assets                                    
    Interest earning assets:                                    
    Interest earning deposits with other banks   $ 350,915     $ 4,781   5.42 %   $ 418,165     $ 5,683   5.47 %   $ 285,596     $ 3,884   5.40 %
    Investment securities, available for sale (2)     40               43         3.13       100,283       543   2.15  
    Investment securities, held to maturity (2)     48,945       675   5.49       49,737       686   5.55       17,703       223   5.00  
    Other investments     11,140       33   1.18       10,592       174   6.61       11,943       29   0.96  
    Loans receivable (3)     3,464,871       99,590   11.43       3,258,042       90,944   11.23       3,062,214       83,652   10.84  
    Total interest earning assets     3,875,911       105,079   10.79       3,736,579       97,487   10.49       3,477,739       88,331   10.08  
    Noninterest earning assets:                                    
    Allowance for credit losses     (151,292 )             (138,472 )             (100,329 )        
    Other noninterest earning assets     268,903               255,205               220,750          
    Total assets   $ 3,993,522             $ 3,853,312             $ 3,598,160          
                                         
    Liabilities and Shareholders’ Equity                                    
    Interest bearing liabilities:                                    
    Interest bearing deposits   $ 2,966,527     $ 32,083   4.30 %   $ 2,854,575     $ 30,578   4.31 %   $ 2,515,093     $ 25,451   4.01 %
    FHLB advances and other borrowings     9,717       140   5.73       1,648       3   0.73                
    Subordinated debt     44,234       598   5.38       44,197       598   5.44       44,084       580   5.22  
    Junior subordinated debentures     3,591       71   7.87       3,590       71   7.95       3,589       71   7.85  
    Total interest bearing liabilities     3,024,069       32,892   4.33       2,904,010       31,250   4.33       2,562,766       26,102   4.04  
    Noninterest bearing deposits     588,178               584,661               698,532          
    Other liabilities     60,101               58,267               57,865          
    Total shareholders’ equity     321,174               306,374               278,997          
    Total liabilities and shareholders’ equity   $ 3,993,522             $ 3,853,312             $ 3,598,160          
    Net interest income       $ 72,187           $ 66,237           $ 62,229    
    Interest rate spread           6.46 %           6.17 %           6.04 %
    Net interest margin (4)           7.41 %           7.13 %           7.10 %

    (1)  Yields and costs are annualized.
    (2) For presentation in this table, average balances and the corresponding average rates for investment securities are based upon historical cost, adjusted for amortization of premiums and accretion of discounts.
    (3)  Includes loans held for sale and nonaccrual loans.
    (4)  Net interest margin represents net interest income divided by the average total interest earning assets.

     
    COASTAL FINANCIAL CORPORATION
    SELECTED AVERAGE BALANCES, YIELDS, AND RATES – BY SEGMENT – QUARTERLY
    (Dollars in thousands; unaudited)
     
        For the Three Months Ended
        September 30, 2024   June 30, 2024   September 30, 2023
    (dollars in thousands, unaudited)   Average
    Balance
      Interest &
    Dividends
      Yield /
    Cost (1)
      Average
    Balance
      Interest &
    Dividends
      Yield /
    Cost (1)
      Average
    Balance
      Interest &
    Dividends
      Yield /
    Cost (1)
    Community Bank                                    
    Assets                                    
    Interest earning assets:                                    
    Loans receivable (2)   $ 1,912,428   $ 31,898   6.64 %   $ 1,895,699   $ 30,741   6.52 %   $ 1,752,834   $ 27,373   6.20 %
    Total interest earning assets     1,912,428     31,898   6.64       1,895,699     30,741   6.52       1,752,834     27,373   6.20  
    Liabilities                                    
    Interest bearing liabilities:                                      
    Interest bearing deposits     982,280     7,264   2.94 %     938,033     6,459   2.77 %     920,707     5,067   2.18 %
    Intrabank liability     406,641     5,540   5.42       429,452     5,836   5.47       223,221     3,036   5.40  
    Total interest bearing liabilities     1,388,921     12,804   3.67       1,367,485     12,295   3.62       1,143,928     8,103   2.81  
    Noninterest bearing deposits     523,507             528,214             608,906        
    Net interest income       $ 19,094           $ 18,446           $ 19,270    
    Net interest margin(3)           3.97 %           3.91 %           4.36 %
                                         
    CCBX                                    
    Assets                                    
    Interest earning assets:                                    
    Loans receivable (2)(4)   $ 1,552,443   $ 67,692   17.35 %   $ 1,362,343   $ 60,203   17.77 %   $ 1,309,380   $ 56,279   17.05 %
    Intrabank asset     496,475     6,764   5.42       610,646     8,299   5.47       374,632     5,095   5.40  
    Total interest earning assets     2,048,918     74,456   14.46       1,972,989     68,502   13.96       1,684,012     61,374   14.46  
    Liabilities                                    
    Interest bearing liabilities:                                        
    Interest bearing deposits     1,984,247     24,819   4.98 %     1,916,542     24,119   5.06 %     1,594,386     20,384   5.07 %
    Total interest bearing liabilities     1,984,247     24,819   4.98       1,916,542     24,119   5.06       1,594,386     20,384   5.07  
    Noninterest bearing deposits     64,671             56,447             89,626        
    Net interest income       $ 49,637           $ 44,383           $ 40,990    
    Net interest margin(3)           9.64 %           9.05 %           9.66 %
    Net interest margin, net of Baas loan expense (5)           3.31 %           3.12 %           4.24 %
                                               
        For the Three Months Ended
        September 30, 2024   June 30, 2024   September 30, 2023
    (dollars in thousands, unaudited)   Average
    Balance
      Interest &
    Dividends
      Yield /
    Cost (1)
      Average
    Balance
      Interest &
    Dividends
      Yield /
    Cost (1)
      Average
    Balance
      Interest &
    Dividends
      Yield /
    Cost (1)
    Treasury & Administration                            
    Assets                                    
    Interest earning assets:                                    
    Interest earning deposits with other banks   $ 350,915   $ 4,781   5.42 %   $ 418,165   $ 5,683   5.47 %   $ 285,596   $ 3,884   5.40 %
    Investment securities, available for sale (6)     40             43       3.13       100,283     543   2.15  
    Investment securities, held to maturity (6)     48,945     675   5.49       49,737     686   5.55       17,703     223   5.00  
    Other investments     11,140     33   1.18       10,592     174   6.61       11,943     29   0.96  
    Total interest earning assets     411,040     5,489   5.31 %     478,537     6,543   5.50 %     415,525     4,679   4.47 %
    Liabilities                                    
    Interest bearing liabilities:                                    
    FHLB advances and borrowings   $ 9,717   $ 140   5.73 %     1,648     3   0.73 %           %
    Subordinated debt     44,234     598   5.38 %     44,197     598   5.44 %     44,084     580   5.22 %
    Junior subordinated debentures     3,591     71   7.87       3,590     71   7.95       3,589     71   7.85  
    Intrabank liability, net (7)     89,834     1,224   5.42       181,194     2,463   5.47       151,411     2,059   5.40  
    Total interest bearing liabilities     147,376     2,033   5.49       230,629     3,135   5.47       199,084     2,710   5.40  
    Net interest income       $ 3,456           $ 3,408           $ 1,969    
    Net interest margin(3)           3.34 %           2.86 %           1.88 %

    (1)  Yields and costs are annualized. 
    (2)  Includes loans held for sale and nonaccrual loans. 
    (3)  Net interest margin represents net interest income divided by the average total interest earning assets. 
    (4)  CCBX yield does not include the impact of BaaS loan expense. BaaS loan expense represents the amount paid or payable to partners for credit enhancements, fraud enhancements and originating & servicing CCBX loans. See reconciliation of the non-GAAP measures at the end of this earnings release for the impact of BaaS loan expense on CCBX loan yield. 
    (5)  Net interest margin, net of BaaS loan expense includes the impact of BaaS loan expense. BaaS loan expense represents the amount paid or payable to partners for credit enhancements, fraud enhancements, originating & servicing CCBX loans. See reconciliation of the non-GAAP measures at the end of this earnings release. 
    (6) For presentation in this table, average balances and the corresponding average rates for investment securities are based upon historical cost, adjusted for amortization of premiums and accretion of discounts. 
    (7)  Intrabank assets and liabilities are consolidated for period calculations and presented as intrabank asset, net or intrabank liability, net in the table above.

    Non-GAAP Financial Measures

    The Company uses certain non-GAAP financial measures to provide meaningful supplemental information regarding the Company’s operational performance and to enhance investors’ overall understanding of such financial performance.

    However, these non-GAAP financial measures are supplemental and are not a substitute for an analysis based on GAAP measures. As other companies may use different calculations for these adjusted measures, this presentation may not be comparable to other similarly titled adjusted measures reported by other companies.

    The following non-GAAP measures are presented to illustrate the impact of BaaS loan expense on net loan income and yield on CCBX loans and the impact of BaaS loan expense on net interest income and net interest margin.

    Net BaaS loan income divided by average CCBX loans is a non-GAAP measure that includes the impact BaaS loan expense on net BaaS loan income and the yield on CCBX loans. The most directly comparable GAAP measure is yield on CCBX loans.

    Net interest income net of BaaS loan expense is a non-GAAP measure that includes the impact BaaS loan expense on net interest income. The most directly comparable GAAP measure is net interest income.

    Net interest margin, net of BaaS loan expense is a non-GAAP measure that includes the impact of BaaS loan expense on net interest rate margin. The most directly comparable GAAP measure is net interest margin.

    Reconciliations of the GAAP and non-GAAP measures are presented below.

        As of and for the Three Months Ended
    (dollars in thousands; unaudited)   September 30,
    2024
      June 30,
    2024
      September 30,
    2023
    Net BaaS loan income divided by average CCBX loans:
    CCBX loan yield (GAAP)(1)     17.35 %     17.77 %     17.05 %
    Total average CCBX loans receivable   $ 1,552,443     $ 1,362,343     $ 1,309,380  
    Interest and earned fee income on CCBX loans (GAAP)     67,692       60,203       56,279  
    BaaS loan expense     (32,612 )     (29,076 )     (23,003 )
    Net BaaS loan income   $ 35,080     $ 31,127     $ 33,276  
    Net BaaS loan income divided by average CCBX loans (1)     8.99 %     9.19 %     10.08 %
    Net interest margin, net of BaaS loan expense:                
    CCBX interest margin (1)     9.64 %     9.05 %     9.66 %
    CCBX earning assets     2,048,918       1,972,989       1,684,012  
    Net interest income     49,637       44,383       40,990  
    Less: BaaS loan expense     (32,612 )     (29,076 )     (23,003 )
    Net interest income, net of BaaS loan expense   $ 17,025     $ 15,307     $ 17,987  
    CCBX net interest margin, net of BaaS loan expense (1)     3.31 %     3.12 %     4.24 %

    (1) Annualized calculations for periods presented.

    APPENDIX A –
    As of September 30, 2024

    Industry Concentration

    We have a diversified loan portfolio, representing a wide variety of industries. Our major categories of loans are commercial real estate, consumer and other loans, residential real estate, commercial and industrial, and construction, land and land development loans. Together they represent $3.43 billion in outstanding loan balances. When combined with $2.29 billion in unused commitments the total of these categories is $5.72 billion.

    Commercial real estate loans represent the largest segment of our loans, comprising 39.8% of our total balance of outstanding loans as of September 30, 2024. Unused commitments to extend credit represents an additional $41.5 million, and the combined total in commercial real estate loans represents $1.40 billion, or 24.6% of our total outstanding loans and loan commitments.

    The following table summarizes our loan commitment by industry for our commercial real estate portfolio as of September 30, 2024:

    (dollars in thousands; unaudited)   Outstanding
    Balance
      Available
    Loan
    Commitments
      Total
    Outstanding
    Balance &
    Available
    Commitment
      %
    of Total
    Loans

    (Outstanding
    Balance &

    Available
    Commitment)
      Average
    Loan
    Balance
      Number
    of
    Loans
    Apartments   $ 382,498   $ 5,685   $ 388,183   6.8 %   $ 3,714   103
    Hotel/Motel     155,441     189     155,630   2.7       6,758   23
    Convenience Store     142,366     614     142,980   2.5       2,296   62
    Office     123,423     8,204     131,627   2.3       1,371   90
    Warehouse     102,818     2,000     104,818   1.8       1,743   59
    Retail     107,934     620     108,554   1.9       1,018   106
    Mixed use     93,490     5,273     98,763   1.7       1,154   81
    Mini Storage     79,395     14,330     93,725   1.7       3,452   23
    Strip Mall     44,089         44,089   0.8       6,298   7
    Manufacturing     34,599     1,200     35,799   0.6       1,193   29
    Groups < 0.70% of total     96,393     3,392     99,785   1.8       1,205   80
    Total   $ 1,362,446   $ 41,507   $ 1,403,953   24.6 %   $ 2,055   663
     

    Consumer loans comprise 33.0% of our total balance of outstanding loans as of September 30, 2024. Unused commitments to extend credit represents an additional $1.07 billion, and the combined total in consumer and other loans represents $2.20 billion, or 38.4% of our total outstanding loans and loan commitments. As illustrated in the table below, our CCBX partners bring in a large number of mostly smaller dollar loans, resulting in an average consumer loan balance of just $900. CCBX consumer loans are underwritten to CCBX credit standards and underwriting of these loans is regularly tested, including quarterly testing for partners with portfolio balances greater than $10.0 million.

    The following table summarizes our loan commitment by industry for our consumer and other loan portfolio as of September 30, 2024:

    (dollars in thousands; unaudited)   Outstanding
    Balance
      Available
    Loan
    Commitments
      Total
    Outstanding
    Balance &
    Available
    Commitment
    (1)
      %
    of Total
    Loans

    (Outstanding
    Balance &

    Available
    Commitment)
      Average
    Loan
    Balance
      Number
    of
    Loans
    CCBX consumer loans
    Credit cards   $ 633,691   $ 1,055,684   $ 1,689,375   29.5 %   $ 1.7   369,404
    Installment loans     471,813     7,112     478,925   8.4       0.9   513,897
    Lines of credit     1,362         1,362   0.0       2.4   558
    Other loans     9,053         9,053   0.2         365,834
    Community bank consumer loans
                               
    Installment loans     1,291     1     1,292   0.0       51.6   25
    Lines of credit     194     365     559   0.0       6.1   32
    Other loans     12,688     3,000     15,688   0.3       32.5   390
    Total   $ 1,130,092   $ 1,066,162   $ 2,196,254   38.4 %   $ 0.9   1,250,140

    (1)  Total exposure on CCBX loans is subject to CCBX partner/portfolio maximum limits.

    Residential real estate loans comprise 13.9% of our total balance of outstanding loans as of September 30, 2024. Unused commitments to extend credit represents an additional $522.8 million, and the combined total in residential real estate loans represents $1.00 billion, or 17.5% of our total outstanding loans and loan commitments.

    The following table summarizes our loan commitment by industry for our residential real estate loan portfolio as of September 30, 2024:

    (dollars in thousands; unaudited)   Outstanding
    Balance
      Available
    Loan
    Commitments
      Total
    Outstanding
    Balance &
    Available
    Commitment
    (1)
      %
    of Total
    Loans

    (Outstanding
    Balance &

    Available
    Commitment)
      Average
    Loan
    Balance
      Number
    of
    Loans
    CCBX residential real estate loans                                  
    Home equity line of credit   $ 265,402   $ 472,385   $ 737,787   12.9 %   $ 25   10,742
    Community bank residential real estate loans                                  
    Closed end, secured by first liens     176,066     2,961     179,027   3.1       555   317
    Home equity line of credit     25,427     46,515     71,942   1.3       106   239
    Closed end, second liens     10,974     925     11,899   0.2       366   30
    Total   $ 477,869   $ 522,786   $ 1,000,655   17.5 %   $ 42   11,328

    (1)  Total exposure on CCBX loans is subject to CCBX partner/portfolio maximum limits.

    Commercial and industrial loans comprise 8.5% of our total balance of outstanding loans as of September 30, 2024. Unused commitments to extend credit represents an additional $598.4 million, and the combined total in commercial and industrial loans represents $891.0 million, or 15.6% of our total outstanding loans and loan commitments. Included in commercial and industrial loans is $103.9 million in outstanding capital call lines, with an additional $504.6 million in available loan commitments which is limited to a $350.0 million portfolio maximum. Capital call lines are provided to venture capital firms through one of our CCBX BaaS clients. These loans are secured by the capital call rights and are individually underwritten to the Bank’s credit standards and the underwriting is reviewed by the Bank on every capital call line.

    The following table summarizes our loan commitment by industry for our commercial and industrial loan portfolio as of September 30, 2024:

    (dollars in thousands; unaudited)   Outstanding
    Balance
      Available
    Loan
    Commitments
      Total
    Outstanding
    Balance &
    Available
    Commitment
    (1)
      %
    of Total
    Loans

    (Outstanding
    Balance &

    Available
    Commitment)
      Average
    Loan
    Balance
      Number
    of
    Loans
    Consolidated C&I loans
    Capital Call Lines   $ 103,924   $ 504,561   $ 608,485   10.6 %   $ 764   136
    Construction/Contractor Services     27,463     34,658     62,121   1.1       136   202
    Financial Institutions     48,648         48,648   0.9       4,054   12
    Retail     33,003     5,725     38,728   0.7       15   2,247
    Manufacturing     6,124     5,460     11,584   0.2       149   41
    Medical / Dental / Other Care     6,864     2,731     9,595   0.2       528   13
    Groups < 0.20% of total     66,553     45,299     111,852   2.0       58   1,143
    Total   $ 292,579   $ 598,434   $ 891,013   15.6 %   $ 77   3,794

    (1)  Total exposure on CCBX loans is subject to CCBX partner/portfolio maximum limits.

    Construction, land and land development loans comprise 4.8% of our total balance of outstanding loans as of September 30, 2024. Unused commitments to extend credit represents an additional $63.5 million, and the combined total in construction, land and land development loans represents $226.6 million, or 4.0% of our total outstanding loans and loan commitments.

    The following table details our loan commitment for our construction, land and land development portfolio as of September 30, 2024:

    (dollars in thousands; unaudited)   Outstanding
    Balance
      Available
    Loan
    Commitments
      Total
    Outstanding
    Balance &
    Available
    Commitment
      %
    of Total
    Loans

    (Outstanding
    Balance &

    Available
    Commitment)
      Average
    Loan
    Balance
      Number
    of
    Loans
    Commercial construction   $ 97,798   $ 41,521   $ 139,319   2.5 %   $ 7,523   13
    Residential construction     35,822     16,846     52,668   0.9       1,990   18
    Developed land loans     14,863     723     15,586   0.3       743   20
    Undeveloped land loans     8,606     4,086     12,692   0.2       574   15
    Land development     5,968     345     6,313   0.1       597   10
    Total   $ 163,057   $ 63,521   $ 226,578   4.0 %   $ 2,145   76
     

    Exposure and risk in our construction, land and land development portfolio is in line with our average historically, compared to June 30, 2024 when the balance was elevated as indicated in the following table:

        Outstanding Balance as of
    (dollars in thousands; unaudited)   September 30,
    2024
      June 30,
    2024
      March 31,
    2024
      December 31,
    2023
      September 30,
    2023
    Commercial construction   $ 97,798   $ 110,372   $ 102,099   $ 81,489   $ 91,396
    Residential construction     35,822     34,652     28,751     34,213     33,971
    Undeveloped land loans     8,606     8,372     8,190     7,890     8,310
    Developed land loans     14,863     13,954     14,307     20,515     21,369
    Land development     5,968     5,714     7,515     12,993     12,640
    Total   $ 163,057   $ 173,064   $ 160,862   $ 157,100   $ 167,686
     

    Commitments to extend credit total $2.29 billion at September 30, 2024,   however we do not anticipate our customers using the $2.29 billion that is showing as available.

    The following table presents outstanding commitments to extend credit as of September 30, 2024:

    Consolidated    
    (dollars in thousands; unaudited)   As of September
    30, 2024
    Commitments to extend credit:    
    Commercial and industrial loans   $ 93,873
    Commercial and industrial loans – capital call lines     504,561
    Construction – commercial real estate loans     46,007
    Construction – residential real estate loans     17,514
    Residential real estate loans     522,786
    Commercial real estate loans     41,507
    Credit cards     1,055,684
    Consumer and other loans     10,478
    Total commitments to extend credit   $ 2,292,410
     

    We have individual CCBX partner portfolio limits with our each of our partners to manage loan concentration risk, liquidity risk, and counter-party partner risk. For example, as of September 30, 2024, capital call lines outstanding balance totaled $103.9 million, and while commitments totaled $504.6 million, the commitments are limited to a maximum of $350.0 million by agreement with the partner. If a CCBX partner goes over their individual limit, it would be a breach of their contract and the Bank may impose penalties and would not be required to fund the loan.

    See the table below for CCBX portfolio maximums and related available commitments:

    CCBX                
    (dollars in thousands; unaudited)   Balance   Percent
    of CCBX
    loans
    receivable
    Available
    Commitments
    (1)
      Maximum
    Portfolio
    Size
    Cash
    Reserve/
    Pledge
    Account
    Amount
    (2)
    Commercial and industrial loans:            
    Capital call lines   $ 103,924     6.8 % $ 504,561   $ 350,000 $
    All other commercial & industrial loans     36,494     2.4     16,922     285,153   675
    Real estate loans:                
    Home equity lines of credit (3)     265,402     17.5     472,385     375,000   35,597
    Consumer and other loans:            
    Credit cards – cash secured     180              
    Credit cards – unsecured     633,511         1,055,684       37,065
    Credit cards – total     633,691     41.6     1,055,684     807,263   37,065
    Installment loans – cash secured     129,138         7,112      
    Installment loans – unsecured     342,675               2,222
    Installment loans – total     471,813     31.0     7,112     1,630,027   2,222
    Other consumer and other loans     10,415     0.7         7,557   383
    Gross CCBX loans receivable     1,521,739     100.0 %   2,056,664     3,455,000 $ 75,942
    Net deferred origination fees     (447 )            
    Loans receivable   $ 1,521,292              

    (1) Remaining commitment available, net of outstanding balance.
    (2) Balances are as of October 4, 2024.
    (3) These home equity lines of credit are secured by residential real estate and are accessed by using a credit card, but are classified as 1-4 family residential properties per regulatory guidelines.

    APPENDIX B –
    As of September 30, 2024

    CCBX – BaaS Reporting Information

    During the quarter ended September 30, 2024, $70.1 million was recorded in BaaS credit enhancements related to the provision for credit losses – loans and reserve for unfunded commitments for CCBX partner loans and negative deposit accounts. Agreements with our CCBX partners provide for a credit enhancement provided by the partner which protects the Bank by indemnifying or reimbursing incurred losses. In accordance with accounting guidance, we estimate and record a provision for expected losses for these CCBX loans, unfunded commitments and negative deposit accounts. When the provision for credit losses – loans and provision for unfunded commitments is recorded, a credit enhancement asset is also recorded on the balance sheet through noninterest income (BaaS credit enhancements) in recognition of the CCBX partner legal commitment to indemnify or reimburse losses. The credit enhancement asset is relieved as credit enhancement payments and recoveries are received from the CCBX partner or taken from the partner’s cash reserve account. Agreements with our CCBX partners also provide protection to the Bank from fraud by indemnifying or reimbursing incurred fraud losses. BaaS fraud includes noncredit fraud losses on loans and deposits originated through partners. Fraud losses are recorded when incurred as losses in noninterest expense, and the enhancement received from the CCBX partner is recorded in noninterest income, resulting in a net impact of zero to the income statement. Many CCBX partners also pledge a cash reserve account at the Bank which the Bank can collect from when losses occur that is then replenished by the partner on a regular interval. Although agreements with our CCBX partners provide for credit enhancements that provide protection to the Bank from credit and fraud losses by indemnifying or reimbursing incurred credit and fraud losses, if our partner is unable to fulfill their contracted obligation then the bank would be exposed to additional loan and deposit losses if the cash flows on the loans were not sufficient to fund the reimbursement of loan losses, as a result of this counterparty risk. If a CCBX partner does not replenish their cash reserve account the Bank may consider an alternative plan for funding the cash reserve. This may involve the possibility of adjusting the funding amounts or timelines to better align with the partner’s specific situation. If a mutually agreeable funding plan is not agreed to, the Bank could declare the agreement in default, take over servicing and cease paying the partner for servicing the loan and providing credit enhancements. The Bank would evaluate any remaining credit enhancement asset from the CCBX partner in the event the partner failed to determine if a write-off is appropriate. If a write-off occurs, the Bank would retain the full yield and any fee income on the loan portfolio going forward, and our BaaS loan expense would decrease once default occurred and payments to the CCBX partner were stopped.

    The Bank records contractual interest earned from the borrower on CCBX partner loans in interest income, adjusted for origination costs which are paid or payable to the CCBX partner. BaaS loan expense represents the amount paid or payable to partners for credit and fraud enhancements and originating & servicing CCBX loans. To determine net revenue (Net BaaS loan income) earned from CCBX loan relationships, the Bank takes BaaS loan interest income and deducts BaaS loan expense to arrive at Net BaaS loan income (A reconciliation of the non-GAAP measures are set forth in the preceding section of this earnings release.) which can be compared to interest income on the Company’s community bank loans.

    The following table illustrates how CCBX partner loan income and expenses are recorded in the financial statements:

    Loan income and related loan expense   Three Months Ended
    (dollars in thousands; unaudited)   September 30,
    2024
      June 30,
    2024
      September 30,
    2023
    Yield on loans (1)     17.35 %     17.77 %     17.05 %
    BaaS loan interest income   $ 67,692     $ 60,203     $ 56,279  
    Less: BaaS loan expense     32,612       29,076       23,003  
    Net BaaS loan income (2)   $ 35,080     $ 31,127     $ 33,276  
    Net BaaS loan income divided by average BaaS loans (1)(2)     8.99 %     9.19 %     10.08 %

    (1) Annualized calculation for quarterly periods shown.
    (2) A reconciliation of the non-GAAP measures are set forth in the preceding section of this earnings release.

    An increase in average CCBX loans receivable resulted in increased interest income on CCBX loans during the quarter ended September 30, 2024 compared to the quarter ended June 30, 2024. The increase in average CCBX loans receivable was primarily due to growth in the CCBX loan portfolio as part of our strategy to optimize the CCBX loan portfolio and strengthen our balance sheet through originating higher quality new loans and enhanced credit standards. Increased interest rates and growth in CCBX loans and deposits has resulted in increases in interest income and expense for the quarter ended September 30, 2024 compared to the quarter ended September 30, 2023.

    The following tables are a summary of the interest components, direct fees, and expenses of BaaS for the periods indicated and are not inclusive of all income and expense related to BaaS.

    Interest income   Three Months Ended
    (dollars in thousands; unaudited)   September 30,
    2024
      June 30,
    2024
      September 30,
    2023
    Loan interest income   $ 67,692   $ 60,203   $ 56,279
    Total BaaS interest income   $ 67,692   $ 60,203   $ 56,279
    Interest expense   Three Months Ended
    (dollars in thousands; unaudited)   September 30,
    2024
      June 30,
    2024
      September 30,
    2023
    BaaS interest expense   $ 24,819   $ 24,119   $ 20,384
    Total BaaS interest expense   $ 24,819   $ 24,119   $ 20,384
    BaaS income   Three Months Ended
    (dollars in thousands; unaudited)   September 30,
    2024
      June 30,
    2024
      September 30,
    2023
    BaaS program income:            
    Servicing and other BaaS fees   $ 1,044   $ 1,525   $ 997
    Transaction fees     1,696     1,309     1,036
    Interchange fees     1,853     1,625     1,216
    Reimbursement of expenses     1,843     1,637     1,152
    BaaS program income     6,436     6,096     4,401
    BaaS indemnification income:            
    BaaS credit enhancements     70,108     60,826     25,926
    BaaS fraud enhancements     2,084     1,784     2,850
    BaaS indemnification income     72,192     62,610     28,776
    Total noninterest BaaS income   $ 78,628   $ 68,706   $ 33,177
     

    Servicing and other BaaS fees decreased $481,000 in the quarter ended September 30, 2024 compared to the quarter ended June 30, 2024 while transaction fees and interchange fees increased $387,000 and $228,000, respectively. We expect servicing and other BaaS fees to decrease and transaction and interchange fees to increase as partner activity grows and contracted minimum fees are replaced with recurring fees and then exceed those minimum fees.

    BaaS loan and fraud expense:   Three Months Ended
    (dollars in thousands; unaudited)   September 30,
    2024
      June 30,
    2024
      September 30,
    2023
    BaaS loan expense   $ 32,612   $ 29,076   $ 23,003
    BaaS fraud expense     2,084     1,784     2,850
    Total BaaS loan and fraud expense   $ 34,696   $ 30,860   $ 25,853
     

    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/2d50cba0-18d9-4c78-8e96-0418250a8658

    The MIL Network

  • MIL-OSI Security: New Exhibits at the National Cryptologic Museum: Unlock your Curiosity!

    Source: National Security Agency NSA

    From psychics to extraterrestrial communication, new temporary and permanent exhibits at the National Cryptologic Museum will have you scratching your head.

    With exhibit labels like “Mind over Matter” and “What the What?”—museum visitors will go from, “What in the world?” to “What if?” The exhibits explore the extraordinary practice of using psychics to gain information from the enemy.

    New Temporary Exhibits

    Project Star Gate was used by the U.S. Government during the Cold War. Many of the psychic spies were at Ft. Meade, tasked with collecting intelligence, locating enemy agents and determining American vulnerabilities by using “remote viewing.” Remote viewing is mentally viewing a distant location they have never visited to gather insights on a person, site, or specific information. As outrageous as it sounds, the secret program was very successful and was in use until 1995.

    A standout in the remote viewing field, Agent 001 of Project Star Gate Joe McMoneagle has been involved in over 200 intelligence missions utilizing his unique set of skills. His distinct collection of drawings (as a result of his remote viewing missions) were used to assist in combat and are a part of the current exhibit.

    The exhibit even explores the brief moments in history that the U.S and Russia’s relationship wasn’t quite as contentious. See astounding sketches and the landscapes they match up to!

    Plus, see the machine, altered by the mind to change its output! Don’t believe us? Come see for yourself, only at the NCM!

    Psychics aren’t the only twilight zoneish content this fall.

    SETI (The Search for Extraterrestrial Intelligence) also makes its debut at the NCM. The museum created a theatre room for guests to watch a video about the search for alien life and how researchers go under the sea to make connections.

    Using anticryptography methods (a cryptographic message that is easy to decipher), the scientists detail their use of radio signals in their search for intelligent life in the universe. See a circuit board that digitized cosmic signals and more in the quest to communicate with alien life.

    Be sure to plan your next visit soon as these temporary exhibits will only be on display through mid-December!

    New Permanent Exhibits

     

    The Museum has also added several permanent new exhibits as well.

    The Language Whiteboard is a linguists’ delight!  It’s a compilation of all the languages we make use of at the agency. It came from the National Cryptologic University’s College of Language and Area Studies, where instructors created the artwork to use a teaching tool. It hung in a language classroom for many years before being “retired” to the National Cryptologic Museum.

    While the museum has had several pieces of the Berlin Wall in its collection, the “You Are Leaving the American Sector” sign is a new addition. It was acquired by an American after the fall of the Berlin Wall. The iconic symbol of the Cold War is on display now.

    The National Cryptologic Museum is open Mon-Sat from 10am-4pm. Admission is free, reservations are not required.  For more information on scheduling a visit or a field trip visit nsa.gov/museum/

    MIL Security OSI

  • MIL-OSI Security: FBI Sacramento Statement on Upcoming Sikh Parade

    Source: Federal Bureau of Investigation FBI Crime News (b)

    The FBI routinely receives and shares information with our local, state, and federal law enforcement partners to assist in protecting the communities we serve. The FBI is aware of potential threats of violence involving rival gangs in or around the vicinity of the Sikh Parade in Yuba City, CA, from November 1-3, 2024. Although these threats are unverified, we will continue to work closely with our partners to ensure the safety of the community at the event. We encourage members of the public to be vigilant and report anything they consider suspicious to law enforcement.

    MIL Security OSI

  • MIL-OSI Security: Rockford Man Sentenced to 35 Years in Federal Prison for Sex Trafficking

    Source: United States Department of Justice (Human Trafficking)

    ROCKFORD — A Rockford man has been sentenced to 35 years in federal prison for sex trafficking.

    TRAVIS THOMAS, 34, was convicted in June of sex trafficking, including multiple counts of coercing and transporting the victim across state lines to engage in prostitution.  U.S. District Judge John J. Tharp, Jr. imposed the sentence Friday during a hearing in federal court in Rockford.

    The sentence was announced by Morris Pasqual, Acting United States Attorney for the Northern District of Illinois, and Douglas S. DePodesta, Special Agent-in-Charge of the Chicago Field Office of the FBI.  The Rockford Police Department, Hoffman Estates, Ill. Police Department, and Winnebago County, Ill. Sheriff’s Office assisted in the investigation.  The government was represented by Assistant U.S. Attorneys Vincenza L. Tomlinson and Jessica S. Maveus, and former Assistant U.S. Attorney Monica V. Mallory.

    In 2017 and 2018, Thomas targeted the victim, supplied her with crack cocaine that kept her dependent on him, and manipulated her drug addiction to force and coerce her to engage in commercial sex acts for Thomas’s financial benefit. Thomas transported the victim to hotels in Rockford, Wisconsin, and Texas for the purpose of engaging in commercial sex acts.  Thomas also used and threatened physical violence against the victim to force and coerce her to continue to engage in commercial sex.  Thomas then kept all of the proceeds and spent it on himself and others, including a new vehicle, gambling, clothing, and food.

    In addition to the commercial sex, Thomas also used fraud and financial coercion to take the victim’s credit cards, file fraudulent tax returns and insurance claims in her name, empty her bank accounts, and sell her belongings.  The victim was finally able to escape in April 2018, with the help of an individual who took the victim to a hospital after she was severely beaten by Thomas.  While at the hospital, a trained nurse identified her as a victim of sex trafficking and called law enforcement.

    If you believe you are a victim of sexual exploitation, you are encouraged to contact the National Center for Missing and Exploited Children by logging on to www.missingkids.com or by calling 1 800-843-5678.  The service is available 24 hours a day, seven days a week.

    MIL Security OSI

  • MIL-OSI Security: New Orleans Man Sentenced for Heroin Trafficking

    Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)

    NEW ORLEANS, LOUISIANA – KEVIN JOHNSON (“JOHNSON”), age 34, a New Orleans resident, was sentenced on October 23, 2024, by U.S. District Judge Mary Ann Vial Lemmon, after previously pleading guilty to conspiracy to distribute, and possess with intent to distribute, heroin, in violation of Title 21, United States Code, Sections 841(a)(1), 841(b)(1)(C), and 846.  JOHNSON was sentenced to 30 months imprisonment, 3 years of supervised release, and a $100 mandatory special assessment fee.

    According to court documents, the Federal Bureau Investigation New Orleans Gang Task Force and the New Orleans Police Department investigated JOHNSON for his involvement in a drug distribution operation in April 2021.  The investigation revealed that JOHNSON conspired with AL VERNON BROWN, CHRISTOPHER JOHNSON, DONALD MYLES, and others to distribute heroin.  On June 22, 2021, agents seized a package containing 485 grams of heroin that was mailed by AL VERNON BROWN from California to New Orleans and intended for JOHNSON.

    The U.S. Federal Bureau of Investigation – New Orleans Gang Task Force, with the assistance of the New Orleans Police Department, the Jefferson Parish Sheriff’s Office, and the Gretna Major Crimes Task Force, led the investigation. The prosecution is being handled by Assistant United States Attorney Rachal Cassagne of the Narcotics Unit.

    MIL Security OSI

  • MIL-OSI Security: Violet, Louisiana, Man Sentenced for Possessing Firearm to Further Drug Trafficking

    Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)

    NEW ORLEANS, LA – United States Attorney Duane A. Evans announced that MALI WILLIAMS (“WILLIAMS”), age 26, of Violet, Louisiana, was sentenced on October 15, 2024 by United States District Judge Jay C. Zainey to 60 months of imprisonment, three (3) years of supervised release, and a $100 mandatory special assessment fee after previously pleading guilty to possessing a firearm in furtherance of a drug trafficking crime, in violation of Title 18, United States Code, Section 924(c)(1)(A)(i).

    According to court documents, on October 12, 2023, New Orleans Police Officers saw WILLIAMS selling marijuana in the Central Business District of New Orleans.  While attempting to flee from police, WILLIAMS dropped his backpack that contained marijuana and tapentadol tablets.  When apprehended, WILLIAMS possessed a Taurus Model G3C, nine-millimeter semi-automatic pistol.   

    This case is 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.

    U.S. Attorney Evans praised the work of the Federal Bureau of Investigation and the New Orleans Police Department in investigating this matter.  The case is being prosecuted by Special Assistant U.S. Attorney James Ollinger of the Violent Crime Unit.

    MIL Security OSI

  • MIL-OSI Security: New Orleans Man Sentenced for Firearm and Drug Offense

    Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)

    NEW ORLEANS, LOUISIANA – JEREL CLAVO (“CLAVO”), age 36, of New Orleans, was sentenced on October 15, 2024 by U.S. District Judge Brandon S. Long to 62 months incarceration, five (5) years of supervised release, and a $200 mandatory special assessment fee, after previously pleading guilty to possession with the intent to distribute marijuana, in violation of Title 21, United States Code, 841(a)(1) and 841(b)(1)(D) (Count 1); and possession of a firearm in furtherance of a drug trafficking crime, in violation of Title 18, United States Code, Sections 924(c)(1)(A)(i) (Count 2).

    According to court documents, on November 27, 2021, the New Orleans Police Department (NOPD) received a call regarding shots being fired near North Claiborne Avenue and Columbus Street.  NOPD Officers arrived at the scene and discovered a deceased black female.  Officers learned that the victim had been riding in a gray Dodge Charger driven by CLAVO when she was shot.  An NOPD officer present at University Medical Center (UMC) saw CLAVO pull up outside the emergency room driving a gray Dodge Charger with several bullet holes in the front windshield.  CLAVO sustained multiple gunshot wounds, including to his neck and right arm.  NOPD Detectives executed a state search warrant for the Dodge Charger and located two firearms and marijuana inside the vehicle.  CLAVO admitted possessing the marijuana for later sale.  Additionally, CLAVO possessed the firearms to further his marijuana sales activities.

    This case is 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.

    The case was investigated by the Federal Bureau of Investigation and the New Orleans Police Department and prosecuted by Assistant U.S. Attorney Mike Trummel of the Violent Crime Unit.

    MIL Security OSI

  • MIL-OSI Security: Lewiston Man Arrested, Charged with Possessing Cocaine with Intent to Distribute and Illegally Possessing Firearm

    Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)

    PORTLAND, Maine:  A Lewiston man was arrested on Wednesday and charged by criminal complaint today with possessing controlled substances with the intent to distribute and unlawfully possessing a firearm.

    According to the criminal complaint filed in the case and other court documents, Nasir Kenya-Malik White (aka Biggie), 24, was arrested at his residence in Lewiston on Wednesday evening on probable cause following a search of his apartment. Investigators recovered more than 300 grams of suspected cocaine during the search. Ten firearms, including several assault-style rifles, were also recovered. The complaint alleges that White is precluded from possessing firearms as a result of a 2023 conviction in Androscoggin County Superior Court for reckless conduct with a firearm or dangerous weapon. White was scheduled to make his first appearance in U.S. District Court in Portland today.

    The FBI’s Safe Streets Task Force is investigating the case with assistance from the Lewiston Police Department and the Maine Drug Enforcement Agency.

    A criminal complaint is merely an allegation, and all defendants are presumed innocent until proven guilty beyond a reasonable doubt in a court of law.

    ###

    MIL Security OSI

  • MIL-OSI Security: Wapato Man Who Attempted to Avoid Arrest and Pointed Loaded Gun at Federal Officers Sentenced to Federal Prison

    Source: Federal Bureau of Investigation (FBI) State Crime News

    Yakima, Washington – On October 24, 2024, United States District Judge James L. Robart sentenced Leo John Yallup, age 38, of Wapato, Washington, to 10 years in federal prison for assaulting a federal officer with a deadly weapon. Judge Robart also imposed 3 years of supervised release.

    According to court documents and information presented at the sentencing hearing, on March 2, 2023, four officers with a U.S. Marshals Service task force traveled to a house at 1161 Donald Wapato Road, in Wapato, Washington, to arrest Yallup on an outstanding warrant.

    When Yallup saw the officers pull into his driveway, he took off running behind the house, pursued by the officers. At the back of the property, Yallup drew a firearm and pointed it at the officers. One of the officers fired his service weapon, hitting Yallup in the head, causing him to fall to the ground.

    Officers handcuffed Yallup and began to render medical aid. During this process, officers turned Yallup on his back. As officers turned him over, they saw Yallup had been lying on the weapon he pointed at officers. The gun was loaded and had a live round in the chamber. Officers also discovered Yallup was armed with a second weapon in a shoulder holster.

    “Mr. Yallup attempted to escape arrest, and in the process, pointed a loaded gun at federal officers, putting their lives, and the lives of others, at great risk,” stated Vanessa R. Waldref, United States Attorney for the Eastern District of Washington. “I am grateful for the brave men and women of law enforcement who put their lives on the line everyday to keep our communities safe and strong. My office will continue to hold offenders accountable to who threaten the safety of those who protect and serve the people of Eastern Washington.”

    “A law enforcement officer does not want to shoot someone.” said Kelly M. Smith, Assistant Special Agent in Charge of the FBI’s Seattle field office. “However, Mr. Yallup left no other option when he drew his weapon and pointed it at officers. Fortunately, he lived and no officers were hurt. This case is a reminder of the personal sacrifice our law enforcement officers make on a daily basis.”

    Craig Thayer, United States Marshal for the Eastern District of Washington commented, “Deputy U. S. Marshals in the Eastern District of Washington, and throughout the nation, serve thousands of federal, state, and local arrest warrants for the most violent offenders in the criminal justice system. They face extraordinary dangers in order to protect our communities while professionally, safely, and efficiently bringing these wanted persons before a court of law.  When a wanted person, like Leo John Yallup, draws a firearm, and points it at law enforcement officers, those officers will apply necessary force to stop the threat.  It should be noted that these Deputies immediately rendered aid to Yallup once his deadly threat was stopped.  With his sentence today, he now faces the consequences of his violent behaviors. The fugitive apprehension mission is one of the primary responsibilities of the United States Marshals Service.”

    This case was investigated by the Federal Bureau of Investigation. It was prosecuted by Assistant United States Attorneys Courtney R. Pratten and Todd M. Swensen. 

    MIL Security OSI

  • MIL-OSI Security: Career Offender Sentenced to 20 Years in Prison for Bank Robbery

    Source: Federal Bureau of Investigation (FBI) State Crime Alerts (b)

    MIAMI – Today, Terry Meach, 43, was sentenced to 240 months in federal prison following a guilty to plea to two counts of bank robbery and one count of attempted bank robbery earlier this year.

    As part of his guilty plea, Meach admitted that on Feb. 23, 2024, he entered a Truist Bank in Hollywood, Fla., demanded money and claimed that he had a gun. The teller complied with his demands, and Meach made off with $2,419.

    Four days later, on Feb. 27, 2024, Meach entered a Fifth Third Bank in Fort Lauderdale, Fla., and approached the teller with his hand in his pocket. Meach said words to the effect of “give me the money, I have a bomb.” The teller backed away and Meach fled the bank empty handed. Undeterred, Meach continued down the street about 100 yards to a Truist Bank, which he entered and approached the teller saying words to the effect of “give me the money, I have a gun.” The teller complied, and this time Meach made off with $2,379.

    Prior to robbing the banks in February 2024, Meach had been convicted of robbing or attempting to rob four other banks charged in two separate federal cases. In April 2012, Meach robbed a TD Bank in Fort Lauderdale, and two days later attempted to rob a Suntrust Bank in Miami. Meach pled guilty to both charges and was sentenced to 54 months in federal prison in October 2012 (Case No. 12-cr-20302). Meach was released from prison on March 14, 2016.

    Eight days after his release, on March 22, 2016, Meach robbed a Suntrust Bank in Fort Lauderdale. Two days after that, Meach robbed a Chase Bank in Doral. Meach pled guilty to both robberies in November 2016, and was sentenced to 99 months in federal prison (Case No. 16-cr-60087). Meach was released from prison on Feb. 9, 2024.

    Fourteen days later, Meach committed the first of the robberies for which he was sentenced in this case.

    U.S. Attorney Markenzy Lapointe for the Southern District of Florida and Special Agent in Charge Jeffrey B. Veltri of the FBI, Miami Field Office, made the announcement.

    FBI Miami investigated the case. Assistant U.S. Attorney Corey O’Neal prosecuted the case.

    You may find a copy of this press release (and any updates) on the website of the United States Attorney’s Office for the Southern District of Florida at www.justice.gov/usao-sdfl.

    Related court documents and information may be found on the website of the District Court for the Southern District of Florida at www.flsd.uscourts.gov or at http://pacer.flsd.uscourts.gov, under case number 24-cr-60100.

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