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Category: Intelligence

  • MIL-Evening Report: ER Report: A Roundup of Significant Articles on EveningReport.nz for May 2, 2025

    ER Report: Here is a summary of significant articles published on EveningReport.nz on May 2, 2025.

    Unexpected humour and reflections on a complex past: my top 5 films from the 2025 German Film Festival
    Source: The Conversation (Au and NZ) – By Claudia Sandberg, Senior Lecturer, Technology in Culture and Society, The University of Melbourne Foreign audiences often associate German cinema with tragedy, trauma and death. Certainly, major historical events such as the second world war and the Fall of the Berlin Wall — cornerstones of German film —

    Explainer: what mental health support do refugees and asylum seekers get in Australia?
    Source: The Conversation (Au and NZ) – By Philippa Specker, Postdoctoral Research Fellow at the Refugee Trauma and Recovery Program, School of Psychology, UNSW Sydney PeopleImages.com – Yuri A/Shutterstock When Australia signed the United Nations 1951 Refugee Convention, it committed to providing protection to people who have fled war, persecution and human rights violations. Refugees

    Dark money: Labor and Liberal join forces in attacks on Teals and Greens for Australian election
    Teals and Greens are under political attack from a new pro-fossil fuel, pro-Israel astroturfing group, adding to the onslaught by far-right lobbyists Advance Australia for Australian federal election tomorrow — World Press Freedom Day. Wendy Bacon and Yaakov Aharon investigate. SPECIAL REPORT: By Wendy Bacon and Yaakov Aharon On February 12 this year, former prime

    How the US ‘war on woke’ and women risks weakening its own military capability
    Source: The Conversation (Au and NZ) – By Bethan Greener, Associate Professor of Politics, Te Kunenga ki Pūrehuroa – Massey University US Defense Secretary Pete Hegseth during a visit with Michigan Air National Guard troops, April 29. Getty Images With US Secretary of Defense Pete Hegseth’s “proud” cancellation this week of the military’s Women, Peace

    What are the symptoms of measles? How long does the vaccine last? Experts answer 6 key questions
    Source: The Conversation (Au and NZ) – By Phoebe Williams, Paediatrician & Infectious Diseases Physician; Senior Lecturer & NHMRC Fellow, Faculty of Medicine, University of Sydney fotohay/Shutterstock So far in 2025 (as of May 1), 70 cases of measles have been notified in Australia, with all states and territories except Tasmania and the Australian Capital

    Logging devastated Victoria’s native forests – and new research shows 20% has failed to grow back
    Source: The Conversation (Au and NZ) – By Maldwyn John Evans, Senior Research Fellow, Fenner School of Environment and Society, Australian National University Old growth mountain ash forest in the Maroondah water supply catchment, Victoria. Chris Taylor Following the end of native logging in Victoria on January 1 2024, the state’s majestic forests might be

    Schools today also teach social and emotional skills. Why is this important? And what’s involved?
    Source: The Conversation (Au and NZ) – By Kristin R. Laurens, Professor, School of Psychology and Counselling, Queensland University of Technology DGLImages/Shutterstock The school curriculum has changed a lot from when many parents and grandparents were at school. Alongside new approaches to learning maths and increasing attention on technology, there is a compulsory focus on

    As Dutton champions nuclear power, Indigenous artists recall the profound loss of land and life that came from it
    Source: The Conversation (Au and NZ) – By Josephine Goldman, Sessional Academic, School of Languages and Cultures, Discipline of French and Francophone Studies, University of Sydney Opposition Leader Peter Dutton’s promise to power Australia with nuclear energy has been described by experts as a costly “mirage” that risks postponing the clean energy transition. Beyond this,

    Grattan on Friday: Key markers on the bumpy road to this election
    Source: The Conversation (Au and NZ) – By Michelle Grattan, Professorial Fellow, University of Canberra When we look back, we can see the road to election day has had a multitude of signposts, flashing red lights, twists, turns and potholes. Some came before the formal campaign; others in the final countdown days; some have been

    NZ doctors defend nationwide strike action over recruitment
    By Ruth Hill, RNZ News reporter Striking senior New Zealand doctors have hit back at the Health Minister’s attack on their union for “forcing” patients to wait longer for surgery and appointments, due to their 24-hour industrial action. Respiratory and sleep physician Dr Andrew Davies, who was on the picketline outside Wellington Regional Hospital, said

    Gallery: Doctors, health workers challenge NZ government over national crisis
    Asia Pacific Report Thousands of senior hospital doctors and specialists walked off the job today for an unprecedented 24-hour strike in protest over stalled contract negotiations and thousands of other health workers protested across Aotearoa New Zealand against the coalition government’s cutbacks to the public health service Te Whatu Ora. In spite of the disruptive

    The Coalition’s costings show some savings, but a larger deficit than Labor in the first two years
    Source: The Conversation (Au and NZ) – By Stephen Bartos, Professor of Economics, University of Canberra The Coalition’s policy costings have been released, just two days ahead of the federal election. The costings show the Coalition would run up a larger budget deficit than Labor in the first two years of government, but make a

    Tourism to the US is tanking. Flight Centre is facing a $100m hit as a result
    Source: The Conversation (Au and NZ) – By Anita Manfreda, Senior Lecturer in Tourism, Torrens University Australia Doubletree Studio/Shutterstock Flight Centre, one of the world’s largest travel agencies, has warned it could lose more than A$100 million in earnings this year, citing weakening demand for travel to the United States. In a statement to the

    The rise of right-wing Christian populism and its powerful impact on Australian politics
    Source: The Conversation (Au and NZ) – By Elenie Poulos, Adjunct Fellow, Macquarie University As Australians cast pre-poll votes in record numbers, it is not only political parties and candidates who are trying to influence votes. Australian Christian Right (ACR) groups have produced “scorecards” that rate party policies according to so-called Christian values. And they

    Election quiz: have you been paying attention?
    Source: The Conversation (Au and NZ) – By Digital Storytelling Team, The Conversation We’re at the tail end of five weeks of intense campaigning for the federal election. The major and minor parties, as well as independents, have thrown a slew of policies at the Australian people, most of which we’ve catalogued in our Policy

    Major YouGov poll has Labor easily winning a majority of seats in election
    Source: The Conversation (Au and NZ) – By Adrian Beaumont, Election Analyst (Psephologist) at The Conversation; and Honorary Associate, School of Mathematics and Statistics, The University of Melbourne A YouGov MRP poll has Labor clearly winning a majority of seats in the federal election – 84 of the 150 seats in the House of Representatives.

    Which medications are commonly prescribed for autistic people and why?
    Source: The Conversation (Au and NZ) – By Hiran Thabrew, Senior Lecturer in Child Psychiatry and Paediatrics, University of Auckland, Waipapa Taumata Rau Arlette Lopez/Shutterstock Autism is a neurodevelopmental condition. Someone may have social and communication differences, sensory issues and/or restricted, repetitive patterns of behaviour or interests. There has been increased awareness and an expanded

    How do candidates skirt Chinese social media bans on political content? They use influencers
    Source: The Conversation (Au and NZ) – By Fan Yang, Research fellow at Melbourne Law School, the University of Melbourne and the ARC Centre of Excellence for Automated Decision-Making and Society., The University of Melbourne This election, social media has been a major battleground as candidates try to reach younger voters. As Gen Z and

    Who would win in a fight between 100 men and 1 gorilla? An evolutionary expert weighs in
    Source: The Conversation (Au and NZ) – By Renaud Joannes-Boyau, Professor in Geochronology and Geochemistry, Southern Cross University Hung Hung Chih/Shutterstock The internet’s latest absurd obsession is: who would win in a no-rules fight between 100 average human men and one adult male gorilla? This hypothetical and strange question has taken over Reddit, TikTok, YouTube

    The global costs of the US-China tariff war are mounting. And the worst may be yet to come
    Source: The Conversation (Au and NZ) – By Kai He, Professor of International Relations, Griffith University The United States and China remain in a standoff in their tariff war. Neither side appears willing to budge. After US President Donald Trump imposed massive 145% tariffs on Chinese imports in early April, China retaliated with its own

    MIL OSI Analysis – EveningReport.nz –

  • MIL-OSI Security: Prosecutors in CDCA Charge 45 Defendants with Being Illegal Aliens in U.S. Following Removal – a 3,755% Increase from Previous Year

    Source: Office of United States Attorneys

    LOS ANGELES – Federal prosecutors in the Central District of California this week criminally charged 45 defendants who allegedly illegally re-entered the United States following removal, bringing the total number of defendants charged with this crime since January 20 of this year to 347, a year-over-year increase of 3,755%, the Justice Department announced today.

    The defendants charged were previously convicted of felonies before they were removed from the United States, offenses that include attempted burglary and forgery.

    Since the change in administration this year, federal prosecutors in the seven-county Central District, which includes Los Angeles, have aggressively pursued criminal illegal aliens. In comparison, federal prosecutors in 2024 charged a total of nine defendants with Title 8 United States Code § 1326 – illegal re-entry following removal. In 2023, the office charged eight such defendants.

    “The government has a duty to protect its citizens,” said United States Attorney Bill Essayli. “During the prior administration, this office abdicated its duty by effectively failing to prosecute any illegal re-entry cases. Those days are over. Criminal illegal aliens will be prosecuted to the fullest extent of the law.”

    “The difference in numbers is staggering,” said United States Immigration and Customs Enforcement (ICE) Acting Director Todd M. Lyons. “Since January 20, this jurisdiction has prosecuted 347 illegal aliens for reentering the United States after removal — but last year, there were only nine of these prosecutions. That’s a 3,755% increase in just over a quarter of the time. Partnerships between the U.S. Attorney’s Office, ICE, the Bureau of Alcohol, Tobacco, Firearms and Explosives (ATF), the Drug Enforcement Administration (DEA), and the FBI play a critical role in ensuring that individuals who pose threats to public safety are removed from our communities.”

    The crime of being found in the United States following removal carries a base sentence of up to two years in federal prison. Defendants who were removed after being convicted of a felony face a maximum 10-year sentence and defendants removed after being convicted of an aggravated felony face a maximum of 20 years in federal prison.

    The recently filed cases include the following defendants:

    • Paulino González-García, 26, of Mexico, was charged via a federal criminal complaint with being an illegal alien found in the United States after removal. González-García was removed in 2018 and has two prior state convictions in Santa Barbara County Superior Court for driving under the influence (DUI). He is in state custody and charged with a third DUI offense. Assistant United States Attorney Christina A. Marquez of the Domestic Security and Immigration Crimes Section is prosecuting this case.
    • Ricardo Cruz-García, 31, of Mexico, was charged via a federal criminal complaint with being an illegal alien found in the United States following removal. Cruz-García was removed in 2019. He has a 2018 conviction for attempted burglary and 2019 convictions in Orange County Superior Court for possession of a controlled substance, possession of unlawful paraphernalia, and forgery. Assistant United States Attorney Christina A. Marquez of the Domestic Security and Immigration Crimes Section is prosecuting this case.

    Federal prosecutors this week also charged the following defendant:

    • José Rosales Ramírez, 27, of Mexico, was charged via a federal criminal complaint with being an illegal alien in possession of a firearm. Ramirez was caught with possession of two firearms because of his involvement in an incident in Compton where it is alleged that he shot at a moving vehicle. Assistant United States Attorney Christina A. Marquez of the Domestic Security and Immigration Crimes Section is prosecuting this case.

    A criminal complaint contains allegations. All defendants are presumed innocent until proven guilty beyond a reasonable doubt in a court of law.

    U.S. Immigration and Customs Enforcement and Homeland Security Investigations are investigating these matters.

    These cases are part of Operation Take Back America, a nationwide initiative that marshals the full resources of the Department of Justice to repel the invasion of illegal immigration, achieve the total elimination of cartels and transnational criminal organizations (TCOs), and protect our communities from the perpetrators of violent crime. Operation Take Back America streamlines efforts and resources from the Department’s Organized Crime Drug Enforcement Task Forces (OCDETF) and Project Safe Neighborhood (PSN). 

    MIL Security OSI –

  • MIL-Evening Report: Dark money: Labor and Liberal join forces in attacks on Teals and Greens for Australian election

    Teals and Greens are under political attack from a new pro-fossil fuel, pro-Israel astroturfing group, adding to the onslaught by far-right lobbyists Advance Australia for Australian federal election tomorrow — World Press Freedom Day. Wendy Bacon and Yaakov Aharon investigate.

    SPECIAL REPORT: By Wendy Bacon and Yaakov Aharon

    On February 12 this year, former prime minister Scott Morrison’s principal private secretary Yaron Finkelstein, and former Labor NSW Treasurer Eric Roozendaal, met in the plush 50 Bridge St offices in the heart of Sydney’s CBD.

    The powerbrokers were there to discuss election strategies for the astroturfing campaign group Better Australia 2025 Inc.

    Finkelstein now runs his own discreet advisory firm Society Advisory, while also a director of the Liberal Party’s primary think-tank Menzies Research Centre. Previously, he worked as head of global campaigns for the conservative lobby firm Crosby Textor (CT), before working for Morrison and as Special Counsel to former NSW Premier Dominic Perrottet.

    Roozendaal earned a reputation as a top fundraiser during his term as general secretary of NSW Labor and a later stint for the Yuhu property developer. He is now a co-convenor of Labor Friends of Israel.

    The two strategists have previously served together on the executive of the NSW Jewish Board of Deputies, where Finkelstein was vice-president (2010-2019) and Roozendaal was later the chair of public affairs (2019-2020).

    Better for whom?
     Better Australia chairperson Sophie Calland, a software engineer and active member of the Alexandria Branch of the Labor party attended the meeting. She is a director of Better Australia and carries formal responsibility for electoral campaigns (and partner of Israel agitator Ofir Birenbaum).

    Also present at the meeting was Better Australia 2025 member Alex Polson, a former staffer to retiring Senator Simon Birmingham and CEO of firm DBK Advisory. Other members present included another director, Charline Samuell, and her husband, psychiatrist Dr Doron Samuell.

    Last week, Dr Samuell attracted negative publicity when Liberal campaigners in the electorate of Reid leaked Whatsapp messages where he insisted on referring to Greens as Nazis. “Nazis at Chiswick wharf,” Samuell wrote, alongside a photograph of two Greens volunteers.

    The Better Australia group already have experience as astroturfers. Their “Put The Greens Last” campaign was previously directed by Calland and Polson under the entity Better Council Inc. in the NSW Local government elections in September 2024.

    The Greens lost three councillors in Sydney’s East but maintained five seats on the Inner West Council.

    But the group had developed bigger electoral plans. They also registered the name Better NSW in mid-2024. By the time the group met for the first time this year on January 8, their plans to play a role in the Federal election were already well advanced.

    They voted to change the name Better NSW Inc. to Better Australia 2025 Inc.

    Calland and Birenbaum
     Group member Ofir Birenbaum joined the January meeting to discuss “potential campaign fundraising materials” and a “pool of national volunteers”. Birenbaum is Calland’s husband and member of the Rosebery Branch of the Labor Party.

    But by the time the group met with Finkelstein and Roozendaal in February, Birenbaum was missing. The day before the meeting, Birenbaum’s role in the #UndercoverJew stunt at Cairo Takeaway cafe was sprung.

    This incident focused attention on Birenbaum’s track record as an agitator at Pro-Palestine events and as a “close friend” of the extreme-right Australian Jewish Association. The former Instagram influencer has since closed his social media accounts and disappeared from public view.

    The minutes of the February meeting lodged with NSW Fair Trading mention a “discussion of potential campaign management candidates; an in-depth presentation and discussion of strategy; a review and amendments of draft campaign fundraising materials”. All of this suggests that consultants had been hired and work was well underway.

    The group also voted to change Better Council’s business address and register a national association with ASIC so they could legally campaign at a national level.

    On March 4, Calland registered Better Australia as a “significant third party” with the Australian Electoral Commission. This is required for organisations that expect their campaign to cost more than $250,000.

    Three weeks later, Prime Minister Albanese called the election, and Better Australia’s federal campaign was off to the races.

    Labor or Liberal, it doesn’t matter…
     According to its website, Better Australia’s stated goals are non-partisan: they want a majority government, “regardless of which major party is in office”.

    “In Australia, past minority governments have seen stalled reforms, frequent leadership changes, and uncertainty that paralysed effective governance.”

    No evidence has been provided by either Better Australia’s website or campaigning materials for these statements. In fact, in its short lifetime, the Gillard Labor minority government passed legislation at a record pace.

    Instead, it is all about creating fear.  A stream of campaigning videos, posts, flyers and placards carrying simple messages tapping into fear, insecurity, distrust and disappointment have appeared on social media and the streets of Sydney in recent weeks.

    Wentworth independent Allegra Spender wasted no time posting her own video telling voters she was unfazed, and for her electorate to make their own voting choices rather than fall for a crude scare campaign.

    Spender is accused of supporting anti-Israel terrorism by voting to reinstate funding for the United Nations aid agency UNRWA. Better Australia warns that billionaires and dark money fund the Teal campaign, alleging average voters will lose their money if Teals are reelected.

    It doesn’t matter that most Teal MPs have policies in favour of increasing accountability in government or that no information is provided about who is backing Better Australia.

    Anti-Green, too
     The anti-Greens angle of Better Australia’s campaign sends a broad message to all electorates to “Put the Greens Last”. It aims to starve the Greens of preferences. The campaign message is simple: the Greens are “antisemitic, support terrorism, and have abandoned their environmental roots”.

    It does not matter that calls unite the peaceful Palestine protests for a ceasefire, or that the Greens have never stopped campaigning for the environment and against new fossil fuel projects.

    Better Australia promotes itself as a grassroots organisation. In February, Sophie Calland told The Guardian that “Better Australia is led by a broad coalition of Australians who believe that political representation should be based on integrity and action, not extremist or elite activism”.

    It has very few members and its operations are marked by secrecy, and voters will have to wait a full year before the AEC registry of political donations reveals Better Australia’s backers.

    It fits into a patchwork of organisations aiming to influence voters towards a framework of right-wing values, including

    “support for the Israel Defence Force, fossil fuel industries, nationalism and anti-immigration and anti-transgender issues.”

    Advance Australia (not so fair)
    Advance is the lead organisation in this space. It campaigns in its own right and also supports other organisations, including Minority Impact Coalition, Queensland Jewish Collective and J-United.

    Advance claims to have raised $5 million to smash the Greens and a supporter base of more than 245,000. It has received donations up to $500,000 from the Victorian Liberal Party’s holding company, Cormack Foundation.

    In Melbourne, ex-Labor member for Macnamara, Michael Danby, directs and authorises “Macnamara Voters Against Extremism”, which pushes voters to preference either Liberals or Labor first, and the Greens last. Danby has spoken alongside Birenbaum at Together With Israel rallies.

    Together With Israel: Michael Danby (from left), activist Ofir Birenbaum, unionist Michael Easson OAM, and Rabbi Ben Elton. Image: Together With Israel Facebook group/MWM

    The message of Better Australia — and Better Council before it — mostly aligns with Advance. These campaigns target women aged 35 to 49, who Advance claims are twice as likely to vote for the Greens as men of the same age.

    The scare campaign targets female voters with its fear-mongering and Greens MPS, including Australia’s first Muslim Senator Mehreen Faruqi, and independent female MPS with its loathing.

    Meanwhile, Advance is funded by mining billionaires and advocates against renewable energy.

    Labor standing by in silence
     Better Australia is different from Advance, which is targeting Labor because it is an alliance of Zionist Labor and LIberal interests. Calland’s campaign may be effectively contributing to the election of a Dutton government. In the face of what would appear to be betrayal, the NSW Labor Party simply stands by.

    The NSW Labor Rules Book (Section A.7c) states that a member may be suspended for “disloyal or unworthy conduct [or] action or conduct contrary to the principles and solidarity of the Party.”

    Following MWM’s February exposé of Birenbaum, we sent questions to NSW Labor Head Office, and MPs Tanya Plibersek and Ron Hoenig, without reply. Hoenig is a member of the Parliamentary Friends of Israel and has attended Alexandria Branch meetings with Calland.

    MWM asked Plibersek to comment on Birenbaum’s membership of her own Rosebery Branch, and on Birenbaum’s covert filming of Luc Velez, the Greens candidate in Plibersek’s seat of Sydney. Birenbaum shared the video and generated homophobic commentary, but we received no answers to any of our questions.

    According to MWM sources, Calland’s involvement in Better Australia and Better Council before that is well known in Inner Sydney Labor circles. Last Tuesday night, she attended an Alexandria Branch meeting that discussed the Federal election. She also attended a meeting of Plibersek’s campaign.

    No one raised or asked questions about Calland’s activities. MWM is not aware if NSW Labor has received complaints from any of its members alleging that Calland or Birenbaum has breached the party’s rules.

    After all, when top Liberal and Labor strategists walk into a corporate boardroom, there is much to agree on.

    It begins with a national campaign to keep the major parties in and independents and Greens out.

    • MWM has sent questions to Calland, Finkelstein, and Roozendaal, regarding funding and the alliance between Liberal and Labor powerbrokers but we have yet to receive any replies.

    Wendy Bacon is an investigative journalist who was professor of journalism at UTS. She has worked for Fairfax, Channel Nine and SBS and has published in The Guardian, New Matilda, City Hub and Overland. She has a long history in promoting independent and alternative journalism. She is not a member of any political party but is a Greens supporter and long-term supporter of peaceful BDS strategies.

    Yaakov Aharon is a Jewish-Australian living in Wollongong. He enjoys long walks on Wollongong Beach, unimpeded by Port Kembla smoke fumes and AUKUS submarines. This article was first published by Michael West Media and is republished with permission of the authors.

    MIL OSI Analysis – EveningReport.nz –

  • MIL-OSI Security: Marty Man Sentenced to 18 Years in Federal Prison for Assault Resulting in Serious Bodily Injury and Kidnapping

    Source: Office of United States Attorneys

    SIOUX FALLS – United States Attorney Alison J. Ramsdell announced today that U.S. District Judge Roberto A. Lange has sentenced a Marty, South Dakota, man convicted of Assault Resulting in Serious Bodily Injury and Kidnapping. The sentencing took place on April 25, 2025.

    Ellery Zephier, age 39, was sentenced to 18 years in federal prison, followed by five years of supervised release, and a special assessment to the Federal Crime Victims Fund in the amount of $200, and restitution in the amount of $22,260.

    Zephier was indicted by a federal grand jury in August 2024. Following his trial in January, he was found guilty. The conviction stemmed from incidents between July 20-25, 2024, when Zephier kidnapped and held a woman against her will in his home in Marty and assaulted her resulting in the infliction of serious bodily injury.

    This matter is being prosecuted by the U.S. Attorney’s Office because the Major Crimes Act, a federal statute, mandates that certain violent crimes alleged to have occurred in Indian Country be prosecuted in federal court as opposed to State court.

    This case was investigated by the FBI and the Yankton Sioux Law Enforcement. Assistant U.S. Attorneys Paige Petersen and Ann M. Hoffman prosecuted the case.

    Zephier was immediately remanded to the custody of the U.S. Marshals Service. 

    MIL Security OSI –

  • MIL-OSI Security: Ashland man sentenced to more than 12 years in prison for trafficking meth on the Northern Cheyenne Indian Reservation

    Source: Office of United States Attorneys

    BILLINGS – An Ashland man who trafficked methamphetamine on the Northern Cheyenne Indian Reservation was sentenced today to 151 months in prison to be followed by 4 years of supervised release, U.S. Attorney Kurt Alme said.

    Joe Vega, 49, pleaded guilty in July 2024 to possession with intent to distribute methamphetamine.

    U.S. District Judge Susan P. Watters presided.

    The government alleged in court documents that in December of 2023, the FBI began an investigation into Joe Vega for the distribution of methamphetamine. One source reported purchasing methamphetamine from Vega a dozen times.

    In April of 2024, the FBI intercepted a package from Arizona destined for Vega’s Billings address. Agents obtained a search warrant for the package and discovered 1331.5 grams of meth, almost three pounds, that was 100% pure.

    The FBI later learned Vega was traveling to Arizona, possibly to pick up methamphetamine. On April 22, 2024, a Montana Highway Patrol trooper conducted a stop of the vehicle in which Vega was a passenger. Vega and the driver consented to a search and law enforcement found two pounds of methamphetamine in a bag belonging to Vega. That meth was also 100% pure.

    Assistant U.S. Attorney Julie Patten prosecuted the case. The investigation was conducted by the FBI, with the assistance of BIA, Montana DCI, and the Montana Highway Patrol.

    The case was investigated under the Organized Crime Drug Enforcement Task Forces (OCDETF). OCDETF identifies, disrupts, and dismantles the highest-level criminal organizations that threaten the United States using a prosecutor-led, intelligence-driven, multi-agency approach. For more information about Organized Crime Drug Enforcement Task Forces, please visit Justice.gov/OCDETF.

    MIL Security OSI –

  • MIL-OSI: $HAREHOLDER ALERT: The M&A Class Action Firm Continues To Investigate The Merger – ALBT, NDOI, DNB, RSLS

    Source: GlobeNewswire (MIL-OSI)

    NEW YORK, May 01, 2025 (GLOBE NEWSWIRE) — Monteverde & Associates PC (the “M&A Class Action Firm”), has recovered millions of dollars for shareholders and is recognized as a Top 50 Firm in the 2024 ISS Securities Class Action Services Report. We are headquartered at the Empire State Building in New York City and are investigating:

    • Avalon GloboCare Corp. (NASDAQ: ALBT), relating to the proposed merger with YOOV Group Holding Limited. Under the terms of the agreement, Avalon equity holders are expected to own between approximately 2.5% to 2.2% of the common stock of the combined company.

    Click here for more https://monteverdelaw.com/case/avalon-globocare-corp-albt/. It is free and there is no cost or obligation to you.

    • Endo, Inc. (OTC: NDOI), relating to the proposed merger with Mallinckrodt plc. Under the terms of the agreement, Endo shareholders will own 49.9% of the combined company on a pro forma basis.

    Click here for more https://monteverdelaw.com/case/endo-inc-ndoi/. It is free and there is no cost or obligation to you.

    • Dun & Bradstreet Holdings, Inc. (NYSE: DNB), relating to the proposed merger with Clearlake Capital Group, L.P. Under the terms of the agreement, Dun & Bradstreet shareholders will receive $9.15 in cash for each share of common stock they own.

    Click here for more https://monteverdelaw.com/case/dun-bradstreet-holdings-inc-dnb/. It is free and there is no cost or obligation to you.

    • ReShape Lifesciences Inc. (NASDAQ: RSLS), relating to the proposed merger with Vyome Therapeutics, Inc. Under the terms of the agreement, ReShape and Vyome will combine in an all-stock transaction, with ReShape stockholders owning approximately 11.1% of the combined company.

    Click here for more https://monteverdelaw.com/case/reshape-lifesciences-inc-rsls/. It is free and there is no cost or obligation to you.

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    About Monteverde & Associates PC

    Our firm litigates and has recovered money for shareholders…and we do it from our offices in the Empire State Building. We are a national class action securities firm with a successful track record in trial and appellate courts, including the U.S. Supreme Court. 

    No company, director or officer is above the law. If you own common stock in any of the above listed companies and have concerns or wish to obtain additional information free of charge, please visit our website or contact Juan Monteverde, Esq. either via e-mail at jmonteverde@monteverdelaw.com or by telephone at (212) 971-1341.

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    The MIL Network –

  • MIL-OSI USA: Lawler Joins Bipartisan, Bicameral Effort to Extend Civil Rights Cold Case Review Board’s Mandate

    Source: US Congressman Mike Lawler (R, NY-17)

    Washington, D.C. – 5/1/2025… This week, Congressman Mike Lawler joined Reps. Bonnie Watson Coleman (NJ-12), Brian Fitzpatrick (PA-01) in the House, with companion legislation led by Senator Jon Ossoff (D-GA) and Senator Ted Cruz (R-TX) in introducing the bipartisan, bicameral Civil Rights Cold Case Records Collection Reauthorization Act of 2025. 

    The Civil Rights Cold Case Records Review Board was established by Congress in 2018 to resolve unsolved criminal investigations from the Civil Rights Era. The Board is a nonpartisan organization, led by a panel of private citizens appointed by the President. 

    The bill extends the authorization of the Review Board for another four years, allowing it to complete its work uncovering information related to these unsolved cases and afford family members of the victims a measure of closure.

    “I’m proud to join Congresswoman Watson Coleman in reintroducing this bill. These cases represent a painful and important part of our nation’s history, and we have a responsibility to ensure they’re not forgotten. Extending the work of the Civil Rights Cold Case Records Review Board helps us continue the process of reviewing these records carefully and transparently. It’s about doing our part to support the pursuit of truth to right the wrongs of our past and move forward with historical clarity,” said Congressman Mike Lawler.

    “In the years since its creation, the Cold Case Records Review Board has made remarkable progress in shedding light on some of the darkest moments in our nation’s history,” said Congresswoman Watson Coleman. “Working without partisan bias or ideological inclination, the Review Board has proven indispensable in providing clarity and closure for the victims’ families, and the communities roiled by these terrible events. Before we can finally turn the page on this dark chapter in American history, the Review Board must complete its work. This bipartisan bill with my colleagues across the aisle and across the Capitol will allow the Board to do just that. I strongly encourage leadership in both chambers to take up this legislation to once and for all lay these cases to rest.”

    “As a former FBI agent and federal prosecutor, I’ve spent my career pursuing the truth and delivering justice. The families who lost loved ones to racial violence during the Civil Rights Era have waited far too long for answers. Reauthorizing the Civil Rights Cold Case Records Review Board ensures that critical investigations are completed, the pursuit of justice continues, and that we honor our obligation to confront and correct historic wrongs,” said Congressman Fitzpatrick.

    “For too long, families of Civil Rights cold case victims have waited for answers and justice. Our bipartisan bill is an opportunity to pursue justice and truth on behalf of those who were killed. There’s no expiration date on justice; that’s why this effort must continue,” Senator Ossoff said.

    Congressman Lawler is one of the most bipartisan members of Congress and represents New York’s 17th Congressional District, which is just north of New York City and contains all or parts of Rockland, Putnam, Dutchess, and Westchester Counties. He was rated the most effective freshman lawmaker in the 118th Congress, 8th overall, surpassing dozens of committee chairs.

    ###

    Full text of the bill can be found HERE.

    MIL OSI USA News –

  • MIL-OSI USA: Gillibrand Slams Trump Administration For Making Seniors More Vulnerable To Financial Frauds And Scams

    US Senate News:

    Source: United States Senator for New York Kirsten Gillibrand
    In 2023, More Than 4,300 Older New Yorkers Were Victims of Fraud; Victims Lost Over $200 Million;
    Trump Is Firing The Federal Regulators Who Help Older Adults Fight Frauds and Scams
    Today, U.S. Senator Kirsten Gillibrand, the top-ranking Democrat on the Senate Aging Committee, held a virtual press conference highlighting Trump administration policies that are leaving senior citizens vulnerable to financial fraud. 
    President Trump is working to dismantle the Consumer Financial Protection Bureau (CFPB), a federal agency that prevents Americans from getting scammed by big banks and corporations and responds to millions of consumer complaints each year. He has attempted to fire nearly 90% of the agency’s staff, including all but one employee of the CFPB’s Office of Financial Protection of Older Americans. Older Americans are disproportionately the targets of scams and fraud; in 2023 alone, Americans over age 60 lost $3.4 billion to scams. Without the CFPB’s financial education and counseling, coordination with other agencies, and enforcement support activity, they will be left even more vulnerable to exploitation. 
    “Since its creation after the 2008 financial crisis, the CFPB has provided over $21 billion in compensation and relief to Americans impacted by financial scams, frauds, and wrongdoing,” said Senator Gillibrand.“Now, President Trump is trying to shutter the agency and eliminate the support and resources it offers to seniors, putting them at risk of losing their savings or even plunging them into debt. I will be doing everything in my power to stop this ill-considered and illegal shutdown from moving forward.” 
    The CFPB’s Office of Financial Protection of Older Americans helps educate older Americans about common scams that target seniors and provides a variety of resources to help them navigate medical billing and debt, reverse mortgages, the death of a spouse, and more. 
    The effort to shut down the CFPB is just the latest of President Trump’s attacks on seniors’ financial wellbeing. He has attempted to shut down Social Security field offices, cut thousands of staff, and eliminate phone support – making it harder for seniors to access the benefits they have spent a lifetime earning. The administration has also paused regulations on inaccurate credit reporting that would protect victims of elder abuse. 
    The full text of Senator Gillibrand’s letter to the Acting Director of the CFPB is available here or below: 
    Acting Director
    Consumer Financial Protection Bureau
    1700 G St. NW
    Washington, DC 20552
    Dear Acting Director Vought,
    We write with grave concerns about illegal actions you are taking in your acting role at the Consumer Financial Protection Bureau (CFPB). Last week, you tried to fire nearly all of the agency’s remaining 1,700 employees—the staff responsible for fulfilling the CFPB’s mission and statutory requirements to prevent Americans from getting scammed by big banks and giant corporations. Your hasty and unjustified mass firings are an illegal shutdown of the CFPB that will leave it unable to conduct agency actions that are required by law.
    You directed the gutting of entire divisions—including departments created by Congress to protect service members and older Americans—attempting to leave a shell of only 200 employees to supervise and examine large financial institutions across the country, respond to millions of consumer complaints, answer the phone for hundreds of thousands of people seeking help, monitor emergency financial risks, and run all of the agency’s other operations. This rush to dismantle the CFPB without any careful analysis of the impact on its work is not only illegal, it also defies a court order prohibiting you from shutting down the agency and interfering with its statutorily required responsibilities.
    A bipartisan majority in Congress created the CFPB as part of the Dodd-Frank Act in the wake of the 2008 financial crisis. Since its creation, the CFPB has returned over $21 billion to Americans cheated by giant companies and has been the primary federal regulator supervising and examining the largest financial institutions across the country for compliance with consumer financial protection laws. Congress authorized the CFPB to play this role and required it to perform more than 80 specific functions to protect consumers and our economy from the types of rampant consumer abuse that set off the Great Recession. It is not possible for your proposed skeleton crew of CFPB employees to conduct anything close to all of those congressionally mandated activities to protect consumers. To take just a few examples, your planned cuts include:
    •      Slashing staff so just 16 employees would be responsible for addressing millions of complaints from scammed consumers. Under 12 U.S.C. 5493(b)(3) and 5511(c), the CFPB must maintain an office for collecting, investigating, and addressing complaints from consumers about financial products and services. Specifically, the law states that the Director shall establish a unit whose functions shall include establishing a single, tollfree telephone number, a website, and a database or utilizing an existing database to facilitate the centralized collection of, monitoring of, and response to consumer complaints regarding consumer financial products or services.” 
    In 2024 alone, CFPB received more than 2.7 million complaints, routed more than 100,000 complaints to other regulators, directed more than 100,000 complaints to companies, and oversaw the vendor responsible for handling more than 40,000 calls per month.6 But according to court filings, you have slashed the staff in that responsible section of the CFPB from approximately 135 to 16 people (and did not consult the head of the Office of Consumer Response to determine how to continue fulfilling the agency’s statutory responsibilities). In fact, the head of that office said that after the staff cuts, “the Office will be incapable of performing its statutory duties.”
    •      Wiping out the office required to help members of our military, leaving just one employee responsible for assisting thousands of service members and their families. Under 12 U.S.C. 5493(e), the Director “shall establish an Office of Service Member Affairs, which shall be responsible for developing and implementing initiatives for service members and their families.” These initiatives must include efforts to “educate and empower service members and their families to make better informed decisions regarding consumer financial products and services,” “monitor complaints by service members and their families and responses to those complaints by the Bureau or other appropriate Federal or State agency” and “coordinate efforts among Federal and State agencies . . . regarding consumer protection measures relating to consumer financial products and services offered to, or used by, service members and their families.”
    There are more than two million service members in the United States. In 2023, service members and their families submitted nearly 84,600 complaints to the CFPB, a 27% increase from 2022 and a 98% increase from 2021. But according to court filings, you have gutted the entire office so it will be staffed by a single person.
    •      Eliminating support for older Americans, leaving just one employee focused on the tens of millions of seniors who are disproportionately targeted by scams and fraud. Under 12 U.S.C. 5493(g), the CFPB must maintain an “Office of Financial Protection for Older Americans” that is “headed by an assistant director” and must “facilitate the financial literacy of [seniors] on protection from unfair, deceptive, and abusive practices and on current and future financial choices.” The office must specifically monitor certifications of financial advisors, conduct research to identify best practices for counseling seniors about personal financial management, develop goals for financial literacy programs, coordinate consumer protection efforts with other federal and state regulators, and work with outside organizations involved with assisting seniors.
    There are roughly 62 million adults aged 65 and older in the United States. According to the FBI, older Americans are disproportionately the targets of scams and fraud; these crimes against Americans over age 60 caused $3.4 billion in losses in 2023. The average older fraud victim lost $33,915 in 2023.But according to court filings, you have eliminated all but one position in the Office of Financial Protection for Older Americans.
    •      Gutting the capacity to supervise hundreds of giant financial institutions and to enforce the law. Under 12 U.S.C. 5514(b) and 5515, the CFPB has exclusive authority to supervise banks with more than $10 billion in assets—along with all nonbank lenders—to ensure they are complying with federal consumer financial laws and to assess risks they may pose to consumers and the broader market for consumer financial products. The Chair of the Federal Reserve confirmed earlier this year that the CFPB is the only federal regulator examining giant banks to ensure they are following federal consumer financial laws. The CFPB is responsible for supervising more than 180 banks and bank affiliates as well as many nonbank lenders that service more than 55% of the U.S. mortgage market. But according to court filings, you have slashed the staff responsible for this nationwide supervision of hundreds of institutions from 487 to just 50 employees, with only 50 additional people remaining from the 248 who were previously assigned to pursue legal action when the CFPB discovers illegal activity or violations of consumer protection laws.
    •      Dismantling the office responsible for monitoring developments in our markets that could crash our economy again. Under 12 U.S.C. 5493(b)(1), the CFPB must maintain a research unit to analyze and report on trends in consumer financial products and services, including on consumer understanding of costs, risks and benefits of those products; the use of disclosures; and access to fair and affordable credit for traditionally underserved communities. Under 12 U.S.C. 5499, the CFPB must maintain public access to all published data sets. Under 12 U.S.C. 5512(c), it must actively monitor and issue reports on emerging risks to consumers. Under 12 U.S.C. 5106(a)(1), 2809(a), and 2809(c), it must also help maintain a registration system for mortgage loan originators; compile statistics, on an ongoing basis, on mortgage issuance; and make mortgage issuance data available to the public. But according to court filings, your cuts would slash the research unit from 208 to 22 staff and eliminate all 10 current employees of the data office.
    •      Eliminating almost 90% of the agency that has returned $21 billion to scammed consumers and families. The examples above only illustrate the broader ways in which you are dismantling the CFPB, where you plan to leave a single person responsible for the Office of Fair Lending and Equal Opportunity, a single person in the Office of Civil Rights, a Private Education Loan Ombudsman with no staff, no Chief Data Officer, and almost no one responsible for basic tasks like running CFPB operations—much less fulfilling all of the more than 80 statutory obligations of the agency. You appear to have no plan for ensuring the CFPB meaningfully meets its responsibilities, including many not highlighted here—such as maintaining an Office of Financial Education, working with a Consumer Advisory Board, engaging in community affairs, and regulating mortgage loan servicing.
    In short, it is not possible for the CFPB to perform all of its statutorily required functions with a staff of 200 people left after slashing almost 90% of the agency. Directors from both Republican and Democratic Administrations have all made clear that they needed far more personnel to fulfill their responsibilities under the law. Even during the cuts early in the first Trump Administration, the number of employees never dropped below 1,400—nearly seven times the broken shell that would be left after you have hollowed out the staff. In fact, staffing increased after Director Kathy Kraninger—appointed by President Trump—undertook a “comprehensive planning initiative in 2019 to determine the staffing levels needed to support and execute the Bureau’s priorities in Fiscal Year 2020.”
    Maintaining the staff to perform the agency’s required functions is a critical responsibility. There is no other federal agency that is chiefly responsible for enforcing our federal consumer financial protection laws, and consumers across America will be left to fend for themselves against a broad swath of unchecked financial frauds and scams. Though the Trump Administration filed a document last week with a superficial list of the number of people assigned to some sections of the CFPB, it includes a number of zeroed-out offices and does not explain how the remaining 200 staff will perform each of the agency’s required functions.
    In light of these significant concerns, we request that you provide—by April 30, 2025—a detailed accounting of each of the more than 80 statutory obligations of the CFPB, the number of employees assigned to each of those functions as of December 2024, the number of employees who would be assigned to each function if your rushed reduction in force were to go into effect, the immediate impact of such a reduction on the agency’s ability to perform each function consistent with federal law and federal court orders, and copies of any individualized or particularized analysis of those planned reductions on the agency’s work.
    Sincerely,

    MIL OSI USA News –

  • MIL-OSI Security: MS-13 Gang Member who Led Transnational Fentanyl Distribution Operation from Inside State Prison Sentenced to 17 Years by South Florida Federal Judge

    Source: Office of United States Attorneys

    MIAMI – A district judge in Ft. Lauderdale, Fla. has sentenced an MS-13 gang member and leader of a transnational drug trafficking organization (DTO) to 210 months in federal prison for running a fentanyl distribution ring, some of which he did from inside a state prison.

    Mario Clifford Rivera (a/k/a “Chuky”), 32, is a member of MS-13, a designated foreign terrorist organization. From at least 2022, Rivera used the U.S. Postal Service to distribute fentanyl smuggled into the United States from Mexico. The fentanyl’s travel path: over the wall from Mexico to California, then to Florida by mail for distribution by Rivera and the DTO dealers he controlled.  

    In early 2023, while free on bond waiting to report to state prison to serve three years for felon in possession of a firearm, throwing a deadly missile into an occupied vehicle, and aggravated assault crimes, Rivera offered to sell two kilograms of fentanyl to a buyer in Florida, some of which was purchased. Once inside state prison, Rivera continued managing and supervising his DTO. He used prison phones and a contraband cell phone to communicate with his dealers on the outside. Rivera directed them on how to sell fentanyl and what prices to charge, all while making sure that he received his share of the drug proceeds.

    Rivera was responsible in this case for distributing over three kilograms of fentanyl. He pled guilty to drug trafficking charges and will begin serving his federal sentence once he completes his state sentence.   

    “Rivera’s 17-year federal prison sentence should serve as a warning to MS-13 and other terrorist gangs who seek to flood our communities with deadly poisons like fentanyl: Whether you operate on the streets or behind prison walls, we will identify your leaders and members, dismantle your networks, and hold you accountable using the full force of American law,” said U.S. Attorney Hayden O’Byrne for the Southern District of Florida.   

    Assistant U.S. Attorney Rinku Tribuiani for the Southern District of Florida prosecuted this case.

    FBI Miami; U.S. Postal Inspection Service Miami Division; DEA Miami Field Division; Homeland Security Investigations (HSI) Miami Field Division, and Palm Beach County Sheriff’s Office investigated it. 

    “The safety of South Florida communities is our top priority,” said acting Special Agent in Charge Brett Skiles of FBI Miami. “Shutting down drug trafficking networks like Rivera’s is a key step towards achieving this priority. Our long-standing partnerships with USPIS Miami, DEA Miami, HSI Miami and the Palm Beach County Sheriff’s office were crucial to this successful investigation. Let this case serve as a warning to MS-13 and other gangs who terrorize communities with violence and sow misery through drug trafficking: these activities will not be tolerated.”

    “The U.S. Postal Inspection Service is committed to ensuring the U.S. Mail is not used as a tool to distribute dangerous drugs, like fentanyl, to our communities, said Miami Division acting Inspector in Charge Steven L. Hodges. “The sentence handed down should serve as a reminder that we remain steadfast with our law enforcement partners to bring those who engage in drug trafficking through the mail to justice.”

    “We and our law enforcement partners will continue to pursue and arrest those who flood our communities with illicit, dangerous, and highly-addictive drugs,” said DEA Miami Field Division Special Agent in Charge Deanne L. Reuter. “It is our top priority to protect our citizens and get these gang members off our streets.”

    “Homeland Security Investigations and our law enforcement partners have a clear message: those who traffic deadly narcotics and endanger our communities through gang violence will face the full force of justice,” said acting Special Agent in Charge Jose Figueroa of HSI Miami Field Division. “HSI remains relentless in dismantling transnational criminal organizations like MS-13 and stopping the flow of fentanyl that continues to devastate families across our nation.”

    This case is part of Operation Take Back America, a nationwide initiative that marshals the full resources of the Department of Justice to repel the invasion of illegal immigration, achieve the total elimination of cartels and transnational criminal organizations (TCOs), and protect our communities from the perpetrators of violent crime. Operation Take Back America streamlines efforts and resources from the Department’s Organized Crime Drug Enforcement Task Forces (OCDETFs) and Project Safe Neighborhood (PSN).

    It is also part of an 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.

    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 https://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-80140.

    ###

    MIL Security OSI –

  • MIL-OSI Security: Marathon County Woman Sentenced to 2 ½ Years for Conspiring to Traffic Methamphetamine

    Source: Office of United States Attorneys

    MADISON, WIS. – Timothy M. O’Shea, United States Attorney for the Western District of Wisconsin, announced that Jessica L. Colby, 29, Stratford, Wisconsin, was sentenced today by U.S. District Judge William M. Conley to 30 months in federal prison for conspiring to distribute methamphetamine. This prison term will be followed by 3 years of supervised release. Colby pleaded guilty to this charge on January 31, 2025.

    In early 2024, investigators with the Central Wisconsin Narcotics Task Force began investigating a group of individuals who were distributing large quantities of methamphetamine and cocaine in the Marathon County area. Colby was identified as a facilitator for the group.

    Following a series of controlled purchases of methamphetamine involving other co-defendants in March and April 2024, task force officers executed a search warrant a residence that Colby shared with co-defendant Joshua Lake. Officers found approximately 2 kilograms of methamphetamine, 1 kilogram of cocaine, 2 rifles, over $24,000 in cash, drug ledgers, and other drug trafficking paraphernalia during the search.

    Further investigation revealed that between January 22, 2024, and April 15, 2024, Colby assisted in the distribution of approximately 23 kilograms of methamphetamine and 6 kilograms of cocaine. Colby assisted by picking up and delivering bulk shipments of drugs – at times on her own, as well as making payments to the cartel-connected sources of supply. In addition, Colby admitted to having her own drug customers.

    At sentencing, Judge Conley weighed the severity of Colby’s conduct, including the large quantities of drugs involved and her active role in the conspiracy, against her lack of a prior criminal record and her extraordinary conduct while on pretrial release.

    Three others were charged in connection with this drug trafficking conspiracy. Mercadys Perkins was convicted of conspiracy to distribute 50 grams or more of methamphetamine and sentenced to 6 years in federal prison on April 17, 2025. Dustin Brunker was convicted of conspiracy to distribute 50 grams or more of methamphetamine and sentenced to 7 years in federal prison on April 24, 2025. Joshua Lake has pleaded guilty and is scheduled to be sentenced on June 4, 2025.

    The charge against Colby was the result of an investigation conducted by the Federal Bureau of Investigation’s Central Wisconsin Narcotics Task Force comprised of investigators from the FBI, Wisconsin State Patrol, Wisconsin Department of Criminal Investigation, Lincoln County Sheriff’s Office, Marathon County Sheriff’s Office, Portage County Sheriff’s Office, Mountain Bay Police Department, Wausau Police Department and Wisconsin National Guard Counter Drug Program. The ATF Madison Crime Gun Task Force also assisted with the case. The ATF Madison Crime Gun Task Force consists of federal agents from ATF and Task Force Officers from state and local agencies throughout the Western District of Wisconsin. The Marathon County District Attorney’s Office also assisted with the investigation. Assistant U.S. Attorney Steven P. Anderson prosecuted this case.

    MIL Security OSI –

  • MIL-OSI Security: California man sentenced to 10 years for sexual exploitation of a minor

    Source: Office of United States Attorneys

    ALEXANDRIA, Va. – A California man was sentenced today to 10 years in prison for enticing a 12-year-old minor from Prince William County to engage in unlawful sexual activity.

    Cash Taylor Dalton, 30, of Morro Bay, California, pleaded guilty on Jan. 16, 2025, to enticement of a minor. According to court documents, FBI agents began investigating Dalton after the victim’s parents discovered communications on their daughter’s cellphone between her and Dalton. The investigation revealed that Dalton and the victim had been communicating for approximately three months, and that he sent her sexually explicit images of himself and graphic sexual messages via text and email, including directing her to engage in sexual activity. In November 2024, FBI agents searched Dalton’s home and recovered evidence of Dalton’s communications with the victim, as well as with three other minors who were under the age of 16.

    Assistant U.S. Attorney Alessandra Serano for the Eastern District of Virginia Trial Attorney Nadia Prinz of the Justice Department’s Child Exploitation & Obscenity Section are prosecuting the case.

    This case was brought as part of Project Safe Childhood, a nationwide initiative launched in May 2006 by the Department of Justice to combat the growing epidemic of child sexual exploitation and abuse. Led by U.S. Attorney’s Offices and the Child Exploitation and Obscenity Section (CEOS), 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 www.justice.gov/psc.

    A copy of this press release is located on the website of the U.S. Attorney’s Office for the Eastern District of Virginia. Related court documents and information are located on the website of the District Court for the Eastern District of Virginia or on PACER by searching for Case No. 1: 24-CR-227.

    MIL Security OSI –

  • MIL-OSI: Fairfax India Holdings Corporation First Quarter Financial Results

    Source: GlobeNewswire (MIL-OSI)

    NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

    (Note:   All dollar amounts in this press release are expressed in U.S. dollars except as otherwise noted. The financial results are derived from unaudited financial statements prepared using the recognition and measurement requirements of International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS®Accounting Standards”), except as otherwise noted. This press release contains certain non-GAAP and other financial measures, including book value per share and cash and marketable securities, that do not have a prescribed meaning under IFRS Accounting Standards and may not be comparable to similar financial measures presented by other issuers. See “Glossary of non-GAAP and other financial measures” at the end of this press release for further details.)
         

    TORONTO, May 01, 2025 (GLOBE NEWSWIRE) — Fairfax India Holdings Corporation (TSX: FIH.U) announces a net loss of $211.2 million ($1.57 net loss per diluted share) in the first quarter of 2025, compared to a net loss of $293.5 million in the first quarter of 2024 ($2.17 net loss per diluted share). The company’s book value per share decreased 7.4% to $19.41 at March 31, 2025 from $20.96 at December 31, 2024, primarily due to unrealized losses recorded on the company’s publicly listed investments.

    Highlights for the first quarter of 2025 included the following:

    • The company recorded a net change in unrealized losses on investments of $222.9 million, principally from decreases in the fair values of the company’s publicly listed investments in IIFL Capital (formerly IIFL Securities) ($106.8 million), IIFL Finance ($64.5 million), Fairchem Organics ($28.1 million), 5paisa ($10.0 million) and CSB Bank ($9.9 million), and private company investment in Sanmar ($19.2 million) (primarily due to a decrease in the publicly traded share price of its subsidiary, Chemplast), partially offset by an increase in the fair value of the company’s private company investment in Seven Islands ($18.7 million).
    • On February 20, 2025 the company completed its previously announced investment of an additional 10.0% equity interest in Bangalore International Airport Limited (“BIAL”) for a purchase price of $255.0 million. In accordance with the agreement with Siemens Project Ventures GmbH (“Siemens”), the company paid an initial installment on the closing date and recognized a payable for securities purchased of $170.9 million, representing the second and third installments to be paid in the third quarters of 2025 and 2026, respectively.
    • In February 2025, the company also increased the borrowing limit of its revolving credit facility from

    $175.0 million to $250.0 million, including the use of letters of credit. The company issued a letter of credit for $170.9 million in favour of Siemens equal to the deferred purchase price for the additional 10.0% equity interest in BIAL. The increased borrowing limit and Siemens letter of credit will be reduced over a period of approximately eighteen months in accordance with the terms of the amended credit agreement and letter of credit.

    Fairfax India is in strong financial health, with cash and marketable securities at March 31, 2025 of $113.0 million and $79.2 million available under its revolving credit facility.

    There were 134.8 million and 135.4 million weighted average common shares outstanding during the first quarters of 2025 and 2024, respectively. At March 31, 2025 there were 104,839,462 subordinate voting shares and 30,000,000 multiple voting shares outstanding.

    Unaudited balance sheets, earnings (loss) and comprehensive income (loss) information follow and form part of this press release. Fairfax India’s detailed first quarter report can be accessed at its website www.fairfaxindia.ca.

    Fairfax India Holdings Corporation is an investment holding company whose objective is to achieve long term capital appreciation, while preserving capital, by investing in public and private equity securities and debt instruments in India and Indian businesses or other businesses with customers, suppliers or business primarily conducted in, or dependent on, India.

    For further information, contact: John Varnell, Vice President, Corporate Affairs
      (416) 367-4755
    Information on            
    CONSOLIDATED BALANCE SHEETS            
    as at March 31, 2025 and December 31, 2024            
    (unaudited – US$ thousands)            
      March 31, 2025
    		   December 31, 2024
    		  
    Assets    
    Cash and cash equivalents   21,616     59,322  
    Bonds   114,823     180,507  
    Common stocks   3,419,382     3,381,206  
    Total cash and investments   3,555,821     3,621,035  
                 
    Interest and dividends receivable   5,093     8,849  
    Income taxes refundable   175     174  
    Other assets   844     722  
    Total assets   3,561,933     3,630,780  
         
    Liabilities    
    Accounts payable and accrued liabilities   1,106     1,300  
    Accrued interest expense   2,736     8,611  
    Income taxes payable   1,547     5,379  
    Payable to related parties   9,434     10,099  
    Payable for securities purchased   170,850     —  
    Deferred income taxes   129,973     149,780  
    Borrowings   498,479     498,349  
    Total liabilities   814,125     673,518  
         
    Equity    
    Common shareholders’ equity   2,617,071     2,826,495  
    Non-controlling interests   130,737     130,767  
    Total equity   2,747,808     2,957,262  
        3,561,933     3,630,780  
                 
    Book value per share $       19.41   $ 20.96  
             
    Information on        
    CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)        
    for the three months ended March 31, 2025 and 2024        
    (unaudited – US$ thousands except per share amounts)        
      First quarter
      2025   2024  
    Income        
    Interest 3,196   5,038  
    Dividends 2,998   7,049  
    Net realized gains on investments 616   116,924  
    Net change in unrealized losses on investments (222,862 ) (410,927 )
    Net foreign exchange gains (losses) 3,245   (376 )
      (212,807 ) (282,292 )
    Expenses        
    Investment and advisory fees 9,399   9,484  
    General and administration expenses 1,648   2,536  
    Interest expense 6,755   6,380  
      17,802   18,400  
             
    Loss before income taxes (230,609 ) (300,692 )
    Recovery of income taxes (19,142 ) (7,483 )
    Net loss (211,467 ) (293,209 )
             
    Attributable to:        
    Shareholders of Fairfax India (211,224 ) (293,504 )
    Non-controlling interests (243 ) 295  
      (211,467 ) (293,209 )
                 
    Net loss per basic and diluted share $         (1.57 ) $    (2.17 )
    Shares outstanding (weighted average) 134,839,462   135,365,933  
             
             
             
    Information on        
    CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)        
    for the three months ended March 31, 2025 and 2024        
    (unaudited – US$ thousands)        
      First quarter
      2025   2024  
    Net loss (211,467 ) (293,209 )
    Other comprehensive income (loss), net of income taxes        
    Item that may be subsequently reclassified to net earnings (loss)        
    Unrealized foreign currency translation gains (losses), net of income taxes of nil (2024 – nil) 2,046   (5,708 )
    Comprehensive loss (209,421 ) (298,917 )
             
    Attributable to:        
    Shareholders of Fairfax India (209,391 ) (298,926 )
    Non-controlling interests (30 ) 9  
      (209,421 ) (298,917 )

    This press release may contain forward-looking statements within the meaning of applicable securities legislation. Forward-looking statements may relate to the company’s or an Indian Investment’s future outlook and anticipated events or results and may include statements regarding the financial position, business strategy, growth strategy, budgets, operations, financial results, taxes, dividends, plans and objectives of the company. Particularly, statements regarding future results, performance, achievements, prospects or opportunities of the company, an Indian Investment, or the Indian market are forward-looking statements. In some cases, forward-looking statements can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate” or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might”, “will” or “will be taken”, “occur” or “be achieved”.

    Forward-looking statements are based on our opinions and estimates as of the date of this press release, and they are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking statements, including but not limited to the following factors: oil price risk; geographic concentration of investments; potential lack of diversification; foreign currency fluctuation; volatility of the Indian securities markets; investments may be made in foreign private businesses where information is unreliable or unavailable; valuation methodologies involve subjective judgments; financial market fluctuations; pace of completing investments; minority investments; reliance on key personnel and risks associated with the Investment Advisory Agreement; disruption of the company’s information technology systems could significantly affect the company’s business; lawsuits; use of leverage; significant ownership by Fairfax may adversely affect the market price of the subordinate voting shares; trading price of subordinate voting shares relative to book value per share risk; weather risk; taxation risks; emerging markets; legal, tax and regulatory risks; MLI; economic risk; reliance on trading partners; and economic disruptions from conflicts in Ukraine and the Middle East and the development of other geopolitical events and economic disruptions worldwide. Additional risks and uncertainties are described in the company’s annual information form dated March 7, 2025 which is available on SEDAR+ at www.sedarplus.ca and on the company’s website at www.fairfaxindia.ca. These factors and assumptions are not intended to represent a complete list of the factors and assumptions that could affect the company. These factors and assumptions, however, should be considered carefully.

    Although the company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The company does not undertake to update any forward-looking statements contained herein, except as required by applicable securities laws.

    GLOSSARY OF NON-GAAP AND OTHER FINANCIAL MEASURES
    Management analyzes and assesses the financial position of the consolidated company in various ways. Certain of the measures included in this press release, which have been used consistently and disclosed regularly in the company’s Annual Reports and interim financial reporting, do not have a prescribed meaning under IFRS Accounting Standards and may not be comparable to similar measures presented by other companies. Those measures are described below.

    Book value per share – The company considers book value per share a key performance measure in evaluating its objective of long term capital appreciation, while preserving capital. This measure is also closely monitored as it is used to calculate the performance fee, if any, to Fairfax Financial Holdings Limited. This measure is calculated by the company as common shareholders’ equity divided by the number of common shares outstanding.

    Cash and marketable securities – This measure is calculated by the company as the sum of cash, cash equivalents, short term investments and Government of India bonds. The company uses this measure to monitor short term liquidity risk.

    The MIL Network –

  • MIL-OSI Security: California Man Sentenced to 10 Years in Prison for Sexually Exploiting a Minor

    Source: United States Department of Justice

    A California man was sentenced in the Eastern District of Virginia today to 10 years in prison and 30 years supervised release for enticing a 12-year-old child from Prince William County to engage in unlawful sexual activity. He was also ordered to pay $10,000 in restitution.

    Cash Taylor Dalton, 30, of Morro Bay, California, pleaded guilty on Jan. 16 to enticement of a minor. According to court documents, FBI agents began investigating Dalton after the child victim’s parents discovered communications on their daughter’s cellphone between their daughter and Dalton. The investigation revealed that Dalton and the victim had been communicating for approximately three months, and that he had sent her sexually explicit images of himself and extremely graphic sexual messages via text and email, including messages directing her to engage in sexual activity and directing her to record herself engaging in sexual activity and send those recordings to him. Dalton and the victim also discussed meeting in person in order to have sex. In November 2024, FBI agents executed a search warrant at Dalton’s home and recovered evidence of Dalton’s communications with the victim, as well as with three other children who were under the age of 16.

    Trial Attorney Nadia Prinz of the Justice Department’s Child Exploitation and Obscenity Section (CEOS) and Assistant U.S. Attorney Alessandra Serano for the Eastern District of Virginia are prosecuting the case.

    This case was brought as part of Project Safe Childhood, a nationwide initiative to combat the epidemic of child sexual exploitation and abuse launched in May 2006 by the Department of Justice. Led by U.S. Attorneys’ Offices and CEOS, 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 www.justice.gov/psc.

    MIL Security OSI –

  • MIL-OSI Security: Azusa Man Charged in Federal Grand Jury Indictment with Committing Abusive Sexual Contact on Florida-to-LAX Flight

    Source: Office of United States Attorneys

    LOS ANGELES – A federal grand jury returned an indictment today charging a San Gabriel Valley man with a federal criminal charge alleging he inappropriately slapped a flight attendant’s buttocks on a Los Angeles-bound flight last month.

    Dennis Wally Woodbury, 49, of Azusa, is charged with one count of abusive sexual contact within the special maritime and territorial jurisdiction of the United States, a felony that carries a statutory maximum sentence of two years in federal prison.

    Woodbury, who made his initial federal court appearance last month and is free on $50,000 bond, is scheduled to be arraigned on May 12 in United States District Court in downtown Los Angeles.

    According to court documents previously filed in this case, on April 13, Woodbury – a former California Highway Patrol captain who had been dismissed from state service – was a passenger on a JetBlue Airways flight from Fort Lauderdale, Florida to Los Angeles International Airport (LAX).

    Before the flight left the gate, Woodbury engaged in inappropriate conduct with two flight attendants, both of whom were male. For example, Woodbury showed one of the flight attendants a photograph of a dog. The picture contained pornographic imagery in the background. Woodbury later told one of the flight attendants that he should go on a cruise with him then made a crude hand gesture.

    Just after meal service and while the plane was still in the air, the second flight attendant collected passengers’ meal trays and walked past Woodbury. Woodbury, who had been drinking heavily, then used his left hand to slap the victim’s buttocks. Woodbury then yelled that he loved him.

    Later during the flight, the first flight attendant was in the plane’s front galley when Woodbury entered. Woodbury allegedly then pulled down his trousers and underwear, exposing his genitalia. The first flight attendant told Woodbury that his behavior was inappropriate. Soon afterward, Woodbury asked him for wine, a request that was denied. When Woodbury again pulled down his trousers and underwear, the flight attendant said, “Enough, go back to your seat.”

    During later interviews with law enforcement, the flight attendants confirmed that neither of them consented to Woodbury’s behavior.

    An indictment is merely an allegation. All defendants are presumed innocent until proven guilty beyond a reasonable doubt in a court of law.

    The FBI and the Los Angeles Airport Police are investigating this matter.

    Assistant United States Attorney William M. Larsen of the Criminal Appeals Section is prosecuting this case.

    MIL Security OSI –

  • MIL-OSI Security: Maryland Man Sentenced to 20 Years in Federal Prison for Sexual Assault on Baltimore Cruise Ship

    Source: Office of United States Attorneys

    Baltimore, Maryland – Today, U.S. District Judge Julie R. Rubin sentenced Jalen Thomas Kelley, 22, of Abingdon, Maryland, to 20 years in federal prison followed by five years of supervised release. On December 12, 2024, after a two-week trial, a federal jury convicted Kelley of aggravated sexual abuse, sexual abuse, and assault.

    Kelly O. Hayes, U.S. Attorney for the District of Maryland, announced the sentence with Special Agent in Charge William J. DelBagno of the Federal Bureau of Investigation (FBI) – Baltimore Field Office.

    According to the evidence presented at trial, between January 1 and January 2, 2023, Kelley forcibly raped and assaulted Victim 1 aboard the Carnival Legend. The cruise vessel was scheduled to return to Baltimore on January 2. In addition to the charged offenses, during trial, prosecutors presented testimony from six other individuals who alleged Kelley sexually assaulted them on separate occasions.

    U.S. Attorney Hayes commended the FBI for its work in the investigation, and the Harford County State’s Attorney’s Office; Harford County Sherriff’s Office; Union County, North Carolina, District Attorney’s Office; Wingate University Campus Safety; Wingate, North Carolina Police Department; and Wingate Police Department for their valuable assistance. Ms. Hayes also thanked Assistant U.S. Attorneys Sean R. Delaney and Colleen Elizabeth McGuinn who prosecuted the federal case.

    This case was brought as part of Project Safe Childhood, a nationwide initiative launched in May 2006 by the Department of Justice to combat the growing epidemic of child sexual exploitation and abuse.  Led by the United States Attorney’s Offices and the Criminal Division’s Child Exploitation and Obscenity Section, Project Safe Childhood marshals federal, state, and local resources to locate, apprehend, and prosecute individuals who sexually exploit children, and to identify and rescue victims.  For more information about Project Safe Childhood, visit www.justice.gov/psc. Click the “Resources” tab on the left side of the page to learn about Internet safety education.

    For more information on the Maryland U.S. Attorney’s Office, its priorities, and resources available to help the community, please visit www.justice.gov/usao-md and https://www.justice.gov/usao-md/community-outreach.

    # # #

    MIL Security OSI –

  • MIL-OSI Security: Yemeni Man Charged in Federal Indictment Alleging He Sent ‘Black Kingdom’ Malware to Extort Businesses, Schools, and Medical Clinics

    Source: Office of United States Attorneys

    LOS ANGELES – A Yemeni national was charged today in a three-count federal grand jury indictment alleging he deployed the so-called “Black Kingdom” ransomware against computer servers owned organizations worldwide, including businesses, schools, and hospitals in the United States, including a medical billing services company in the San Fernando Valley.

    Rami Khaled Ahmed, 36, a.k.a. “Black Kingdom,” of Sana’a, Yemen, is charged with one count of conspiracy, one count of intentional damage to a protected computer, and one count of threatening damage to a protected computer. He is believed to be residing in Yemen.

    According to the indictment, from March 2021 to June 2023, Ahmed and others infected computer networks of several U.S.-based victims, including a medical billing services company in Encino, a ski resort in Oregon, a school district in Pennsylvania, and a health clinic in Wisconsin. Ahmed developed and deployed Black Kingdom ransomware to exploit a vulnerability in Microsoft Exchange.

    The ransomware either encrypted data from victims’ computer networks or claimed to take that data from the networks. When the malware was successful, the ransomware then created a ransom note on the victim’s system that directed the victim to send $10,000 worth of Bitcoin to a cryptocurrency address controlled by a co-conspirator and to send proof of this payment to a Black Kingdom email address.

    During the conspiracy, the Black Kingdom conspirators caused the transmission of the Black Kingdom malware to approximately 1,500 computer systems in the United States and elsewhere.

    An indictment is merely an allegation. All defendants are presumed innocent until proven guilty beyond a reasonable doubt in a court of law.       

    If convicted, Ahmed would face a statutory maximum sentence of five years in federal prison for each count.

    The FBI is investigating this matter with assistance from the New Zealand Police.

    Assistant United States Attorneys Angela C. Makabali and Alexander Gorin of the Cyber and Intellectual Property Crimes Section are prosecuting this case.

    MIL Security OSI –

  • MIL-OSI USA: Hagerty Introduces Daniel Zimmerman, Trump’s Nominee to be Assistant Secretary of Defense for International Security Affairs

    US Senate News:

    Source: United States Senator for Tennessee Bill Hagerty
    Zimmerman has served in Hagerty’s office as a Congressional Executive Fellow
    WASHINGTON—Today, United States Senator Bill Hagerty (R-TN) introduced Daniel Zimmerman, President Trump’s nominee to be Assistant Secretary of Defense for International Security Affairs, at the Senate Armed Services Committee Hearing.  Zimmerman, a 16-year CIA officer, has served in Senator Hagerty’s office as an Executive Branch detailee since January 2024.  During President Trump’s first term, he was detailed to the White House and worked on the Abraham Accords negotiations under then-Senior Advisor Jared Kushner.

    *Click the photo above or here to watch*
    Remarks as prepared for delivery:
    Chairman Wicker and Ranking Member Reed, thank you for holding today’s confirmation hearing.
    It is my honor to introduce my good friend Daniel Zimmerman—President Trump’s nominee to be Assistant Secretary of Defense for International Security Affairs.
    Daniel is tailor-made for this role.
    For nearly two decades, Daniel has served with distinction at the Central Intelligence Agency, the White House, and, most recently, in the United States Senate.
    While many of the details of his career remain classified, I can share a few anecdotes that highlight his experience and expertise.
    Daniel has risked his life in warzones, working with special operations forces out of Soviet-era bunkers in Iraq to hunt ISIS and other terrorists.
    He has dealt face-to-face with Russian energy oligarchs and traveled the world—from Europe, to the Middle East, to the Indo-Pacific—on sensitive matters related to energy and trade security.
    And Daniel was one of the first people whom the White House hired to support the historic Abraham Accords, which is one of President Trump’s signature achievements from his first term and is still bearing fruit in the Middle East today.
    For the last 15 months, I have had the pleasure of having Daniel on my Senate staff as a detailee.
    During this time, I have found that that his tremendous leadership skills and knowledge of global issues are matched only by his humility and qualities as a colleague and a friend.
    Daniel is the right person to serve as the next Assistant Secretary of Defense for International Security Affairs and I urge the members of this Committee to move quickly on his nomination.
    Thank you for the time this morning.

    MIL OSI USA News –

  • MIL-OSI: SB Financial Group Announces First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    DEFIANCE, Ohio, May 01, 2025 (GLOBE NEWSWIRE) — SB Financial Group, Inc. (NASDAQ: SBFG) (“SB Financial” or the “Company”), a diversified financial services company providing full-service community banking, mortgage banking, wealth management, private client and title insurance services today reported earnings for the first quarter ended March 31, 2025.

    First Quarter 2025 Highlights Over the First Quarter Prior Year Include:

    • Adjusted net income of $2.7 million, after accounting for $0.7 million of nonrecurring merger expenses, was up 23.2 percent from the prior year adjusted net income of $2.2 million, with adjusted Diluted Earnings Per Share (“DEPS”) of $0.42. Unadjusted net income and EPS were slightly below the prior year quarter.
    • Successful completion of the Marblehead Bank acquisition, adding $56 million of low-cost deposits and $19 million in loans.
    • Interest income of $17.4 million increased by 13.5 percent from $15.3 million reported in the prior year quarter.
    • Loan growth of $96.7 million, or 9.8 percent from the prior-year quarter, with growth from the linked quarter of $41.6 million. This was our fourth consecutive quarter of sequential expanding loan growth, year over year. Growth adjusted for the Marblehead acquisition would be $78.2 and $23.1 million, from the linked quarter.
    • Deposit growth of $159.7 million, or 14.4 percent from the prior-year quarter, with growth from the linked quarter of $119.4 million. Growth adjusted for the Marblehead acquisition would be $103.7 and $63.4 million, from the linked quarter.
    • Tangible book value (“TBV”) per share ended the quarter at $15.79 up $0.86 per share or 5.8 percent from the prior year quarter. Absent the per share dilution from the acquisition of $0.87, TBV would have been up $1.73 per share or 11.6 percent.
    Earnings Highlights Three Months Ended
    ($ in thousands, except per share & ratios) Mar. 2025 Mar. 2024 % Change
    Operating revenue $ 15,386   $ 13,131   17.2 %
    Interest income   17,372     15,300   13.5 %
    Interest expense   6,093     6,120   -0.4 %
    Net interest income   11,279     9,180   22.9 %
    Provision for credit losses   387     –   N/M
    Noninterest income   4,107     3,951   3.9 %
    Noninterest expense   12,410     10,282   20.7 %
    Net income   2,158     2,368   -8.9 %
    Merger adjusted Earnings per diluted share   0.42     0.33   27.3 %
    Earnings per diluted share   0.33     0.35   -5.7 %
    Merger adjusted Return on Avg. Assets   0.76 %   0.67%   13.4 %
    Return on average assets   0.60 %   0.71%   -15.5 %
    Merger adjusted Return on Avg. Equity   8.35 %   7.26%   15.0 %
    Return on average equity   6.63 %   7.72%   -14.1 %

    “Our first quarter results highlight the value of our growth strategy, even in the midst of temporary economic uncertainty,” said Mark A. Klein, Chairman, President, and CEO. “Merger adjusted net income for the quarter was $2.7 million, a 22.3 percent increase from the prior-year quarter, with the GAAP EPS of $0.33 slightly down from the prior year. The successful closing of the acquisition in the first quarter significantly strengthened our liquidity position through their low-cost deposit base and further expanded our market presence in Northern Ohio. This marks an important milestone in executing our long-term growth strategy to grow organically and through M & A.”

    Interest income for the quarter grew by 13.5 percent to $17.4 million compared to the previous year, driven by continued strong loan growth. Total loans increased by $96.7 million, compared to the prior year, and by $41.5 million from the linked quarter. Adjusted for the Marblehead acquisition, total loan growth would have been $78.2 and $23.1 million, respectively. Deposits rose by $158.9 million, or 14.3 percent, to $1.27 billion, a result of the acquisition and a testament to the trust our clients place in us. Adjusted for the acquisition, deposit growth would have been $102.9 and $62.6 million, respectively.

    RESULTS OF OPERATIONS

    Consolidated Revenue

    In the first quarter of 2025, total operating revenue increased to $15.4 million, a 17.2 percent rise from $13.1 million in the prior year and a slight 0.1 percent decrease from the linked quarter, driven by growth in both net interest income and noninterest income. Net interest income reached $11.3 million, a strong 22.9 percent year-over-year increase, reflecting higher interest income on loans, which rose by $1.7 million to $15.4 million. Deposit costs increased by 5.1 percent to $5.4 million, but were largely offset by decreases in interest expense on other funding sources, resulting in a 0.4 percent decrease in total interest expense compared to the prior year quarter. As a result, the net interest margin expanded by 41 basis points year-over-year to 3.40 percent, reflecting the continued strength of our interest-earning assets and disciplined management of our funding costs. Noninterest income for the quarter increased by 3.9 percent year-over-year to $4.1 million due to improvements in gains on sale and title insurance, partially offset by decreases in mortgage loan servicing fees. Looking ahead, we remain focused on maintaining a balanced strategy that drives sustainable revenue growth while effectively managing costs, ensuring consistent value creation for our shareholders.

    Mortgage Loan Business

    Net mortgage banking revenue for the quarter reached $1.5 million, down $84,000 from the prior-year quarter. Loan servicing fees added $894,000 to revenue, reflecting an increase of $39,000 from the prior year quarter. The OMSR net valuation adjustment for the first quarter of 2025 was a positive $11,000 compared to a positive $181,000 in the first quarter of 2024.

                 
    Mortgage Banking            
    ($ in thousands) Mar. 2025 Dec. 2024 Sep. 2024 Jun. 2024 Mar. 2024 Prior Year
    Growth
    Mortgage originations $ 39,775   $ 72,534   $ 70,715   $ 75,110   $ 42,912   $ (3,137 )
    Mortgage sales   39,279     62,301     61,271     55,835     36,623     2,656  
    Mortgage servicing portfolio   1,432,184     1,427,318     1,406,273     1,389,805     1,371,713     60,471  
    Mortgage servicing rights   14,965     14,868     14,357     14,548     14,191     774  
                 
                 
    Revenue            
    Loan servicing fees   894     886     874     862     855     39  
    OMSR amortization   (294 )   (358 )   (370 )   (335 )   (273 )   (21 )
    Net administrative fees   600     528     504     527     582     18  
    OMSR valuation adjustment   11     288     (465 )   38     181     (170 )
    Net loan servicing fees   611     816     39     565     763     (152 )
    Gain on sale of mortgages   849     1,196     1,311     1,277     781     68  
    Mortgage banking revenue, net $ 1,460   $ 2,012   $ 1,350   $ 1,842   $ 1,544   $ (84 )
                 

    Noninterest Income and Noninterest Expense

    “Noninterest income for the first quarter of 2025 totaled $4.1 million, up $156,000 or 3.9 percent from the prior-year quarter, primarily due to increased gains on sales of mortgage loans and OSMR, and increased title service and other revenue. Compared to the prior-year quarter, gains on sales of mortgage loans and OSMR grew modestly by $68,000 year over year, and title insurance revenue added $131,000, reflecting the consistent benefit of our revenue diversification strategy,” Mr. Klein noted.

                   
    Noninterest Income/Noninterest Expense          
    ($ in thousands, except ratios)   Mar. 2025 Dec. 2024 Sep. 2024 Jun. 2024 Mar. 2024 Prior Year
    Growth
    Noninterest Income (NII)   $ 4,107   $ 4,557   $ 4,123   $ 4,386   $ 3,951   $ 156  
    NII / Total Revenue     26.7%     29.5%     28.8%     31.5%     30.1%     -3.4%  
    NII / Average Assets     1.1%     1.3%     1.2%     1.3%     1.2%     -0.1%  
    Total Revenue Growth     17.2%     2.2%     4.5%     -0.6%     -6.1%     23.3%  
                                           
    Noninterest Expense (NIE)   $ 12,410   $ 11,003   $ 11,003   $ 10,671   $ 10,282   $ 2,128  
    Efficiency Ratio     80.0%     71.1%     76.8%     75.9%     78.2%     1.8%  
    NIE / Average Assets     3.4%     3.2%     3.2%     3.2%     3.1%     0.3%  
    Net Noninterest Expense/Avg. Assets   -2.3%     -1.9%     -2.0%     -1.9%     -1.9%     -0.4%  
    Total Expense Growth     20.7%     6.1%     5.0%     3.2%     -4.6%     25.3%  

    Noninterest expense for the first quarter of 2025 was impacted by the one-time merger related expenses of $726,000. Adjusting for these expenses and the $300,000 in Marblehead operating expenses for the quarter, total operating costs were up just 3.5 percent from the linked quarter and 10.7 percent.

    “Our efficiency ratio in the first quarter of 2025 was 76.0 percent when we factor out the merger related costs, which was an improvement compared to the prior year.” stated Mr. Klein.

    Balance Sheet

    As of March 31, 2025, SB Financial reported total assets of $1.50 billion, higher from both the linked quarter and the previous year. This growth was primarily driven by a robust increase in the loan portfolio, which reached $1.09 billion, marking a $96.7 million or 9.8 percent increase year over year. Loan growth also included $18.7 million in loans added with the completion of the acquisition. Cash increased by $78.5 million from the prior year, including $35 million added from the liquidation of the acquired investment portfolio.

    Total deposits increased to $1.27 billion, growing $158.9 million or 14.3 percent year over year, including $56 million in low-cost deposits from the acquisition and $102.9 million in organic deposit growth reflecting SB Financial’s successful efforts in deposit gathering and customer engagement. Shareholders’ equity ended the quarter at $131.5 million, representing a $7.8 million increase from the prior year. This growth reflects management’s commitment to enhancing shareholder value and the Company’s disciplined approach to capital management.

    During the first quarter, SB Financial repurchased 26,446 shares, less than previous quarters as the average price was above our target range. This reflects the Company’s dedication to returning value to shareholders through dividends and share repurchases while retaining adequate capital to support our long-term growth.

    “As we progress through the remainder of 2025, our balance sheet strength and strategic management of resources highlight our long-term strategic growth ambitions, both organically and through successful acquisitions,” said Mr. Klein, Chairman, President, and CEO. “Even in the current challenging rate environment, we achieved our fourth consecutive quarter of loan growth, with balances increasing by $96.7 million from the previous year, which included $78.2 million of organic loan growth. This performance underscores the strength of our deep client relationships and our continued competitiveness in the market. Our strong asset quality, supported by top-decile coverage ratios, remains a cornerstone of our financial stability, which we will leverage to take advantage of emerging opportunities while maintaining our focus on operational excellence. Looking ahead, we are committed to driving shareholder value and sustaining robust financial performance as the economic landscape stabilizes.”

                 
    Loan Balances            
    ($ in thousands, except ratios) Mar. 2025 Dec. 2024 Sep. 2024 Jun. 2024 Mar. 2024 Annual
    Growth
    Commercial $ 125,878   $ 124,764   $ 123,821   $ 123,287   $ 120,016   $ 5,862  
    % of Total   11.6%     11.9%     12.0%     12.3%     12.1%     4.9%  
    Commercial RE   509,518     479,573     459,449     434,967     429,362     80,156  
    % of Total   46.8%     45.8%     44.6%     43.3%     43.3%     18.7%  
    Agriculture   61,443     64,680     64,887     64,329     62,365     (922 )
    % of Total   5.6%     6.2%     6.3%     6.4%     6.3%     -1.5%  
    Residential RE   319,307     308,378     314,010     316,233     314,668     4,639  
    % of Total   29.3%     29.5%     30.5%     31.5%     31.7%     1.5%  
    Consumer & Other   72,128     69,340     67,788     66,574     65,141     6,987  
    % of Total   6.6%     6.6%     6.6%     6.6%     6.6%     10.7%  
    Total Loans $ 1,088,274   $ 1,046,735   $ 1,029,955   $ 1,005,390   $ 991,552   $ 96,722  
    Total Growth Percentage                 9.8%  
                 
                 
    Deposit Balances            
    ($ in thousands, except ratios) Mar. 2025 Dec. 2024 Sep. 2024 Jun. 2024 Mar. 2024 Annual
    Growth
    Non-Int DDA $ 240,446   $ 232,155   $ 222,425   $ 208,244   $ 219,395   $ 21,051  
    % of Total   18.9%     20.1%     19.2%     18.7%     19.7%     9.6%  
    Interest DDA   208,583     201,085     202,097     190,857     169,171     39,412  
    % of Total   16.4%     17.4%     17.4%     17.1%     15.2%     23.3%  
    Savings   285,902     237,987     241,761     231,855     244,157     41,745  
    % of Total   22.5%     20.6%     20.8%     20.8%     21.9%     17.1%  
    Money Market   257,013     222,161     228,182     225,650     221,362     35,651  
    % of Total   20.2%     19.3%     19.7%     20.2%     19.9%     16.1%  
    Time Deposits   279,276     259,217     265,068     258,582     258,257     21,019  
    % of Total   22.0%     22.5%     22.9%     23.2%     23.2%     8.1%  
    Total Deposits $ 1,271,220   $ 1,152,605   $ 1,159,533   $ 1,115,188   $ 1,112,342   $ 158,878  
    Total Growth Percentage                 14.3%  
                 

    Asset Quality

    As of March 31, 2025, SB Financial continued to demonstrate strong asset quality metrics. Nonperforming assets totaled $6.1 million, representing 0.41 percent of total assets, an increase of $3.2 million compared to $2.9 million or 0.22 percent of total assets reported in the prior year. This year-over-year growth was driven by weakness in three credits that we continue to expect to resolve favorably in 2025.

    The allowance for credit losses remained strong at 1.41 percent of total loans, providing 254.4 percent coverage of nonperforming loans, a level slightly lower than the linked quarter but indicative of our conservative approach to risk management amid the current environment. The net loan charge-offs to average loans ratio remained modest at 3 basis points, improving from 7 basis points in the prior quarter and consistent with the year-ago period, reflecting disciplined credit practices and effective collateral management.

    “Our asset quality metrics fully illustrate the diligence of our approach and commitment to disciplined risk management,” stated Mark Klein, Chairman, President, and CEO. “While we observed a slight uptick in nonperforming assets compared to the prior year, our reserve coverage ratio and continued low charge-off levels underscore the quality of our loan portfolio. We remain focused on balancing our conservative approach in maintaining the integrity of our credit processes with the need to effectively manage our balance sheet for long-term growth.”

                 
    Nonperforming Assets                
    ($ in thousands, except ratios) Mar. 2025 Dec. 2024 Sep. 2024 Jun. 2024 Mar. 2024   Annual
    Change
    Commercial & Agriculture $ 3,418   $ 2,927   $ 2,899   $ 2,781   $ 897   $ 2,521  
    % of Total Com./Ag. loans   1.82%     1.55%     1.54%     1.48%     0.49%     281.0%  
    Commercial RE   798     807     813     475     49     749  
    % of Total CRE loans   0.16%     0.17%     0.18%     0.11%     0.01%     1528.6%  
    Residential RE   1,608     1,539     1,536     1,247     1,295     313  
    % of Total Res. RE loans   0.50%     0.50%     0.49%     0.39%     0.41%     24.2%  
    Consumer & Other   227     243     270     231     193     34  
    % of Total Con./Oth. loans   0.31%     0.35%     0.40%     0.35%     0.30%     17.6%  
    Total Nonaccruing Loans   6,051     5,516     5,518     4,734     2,434     3,617  
    % of Total loans   0.56%     0.53%     0.54%     0.47%     0.25%     148.6%  
    Foreclosed Assets and Other Assets   73     –     –     510     510     (437 )
    Total Change (%)             -85.7%  
    Total Nonperforming Assets $ 6,124   $ 5,516   $ 5,518   $ 5,244   $ 2,944   $ 3,180  
    % of Total assets   0.41%     0.40%     0.40%     0.39%     0.22%     108.02%  


    Webcast and Conference Call

    The Company will hold the first quarter 2025 earnings conference call and webcast on May 2, 2025, at 11:00 a.m. EDT. Interested parties may access the conference call by dialing 1-888-338-9469. The webcast can be accessed at ir.yourstatebank.com. An audio replay of the call will be available on the Company’s website.

    About SB Financial Group

    Headquartered in Defiance, Ohio, SB Financial is a diversified financial services holding company for the State Bank & Trust Company (State Bank) and SBFG Title, LLC dba Peak Title (Peak Title). State Bank provides a full range of financial services for consumers and small businesses, including wealth management, private client services, mortgage banking and commercial and agricultural lending, operating through a total of 26 offices: 24 in ten Ohio counties and two in Northeast, Indiana, and 26 ATMs. State Bank has six loan production offices located throughout the Tri-State region of Ohio, Indiana and Michigan. Peak Title provides title insurance and title opinions throughout the Tri-State and Kentucky. SB Financial’s common stock is listed on the NASDAQ Capital Market with the ticker symbol “SBFG”.

    Forward-Looking Statements

    Certain statements within this document, which are not statements of historical fact, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties, and actual results may differ materially from those predicted by the forward-looking statements. These risks and uncertainties include, but are not limited to, risks and uncertainties inherent in the national and regional banking industry, changes in economic conditions in the market areas in which SB Financial and its subsidiaries operate, changes in policies by regulatory agencies, changes in accounting standards and policies, changes in tax laws, fluctuations in interest rates, demand for loans in the market areas in SB Financial and its subsidiaries operate, increases in FDIC insurance premiums, changes in the competitive environment, losses of significant customers, geopolitical events, the loss of key personnel and other risks identified in SB Financial’s Annual Report on Form 10-K and documents subsequently filed by SB Financial with the Securities and Exchange Commission. Forward-looking statements speak only as of the date on which they are made, and SB Financial undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made, except as required by law. All subsequent written and oral forward-looking statements attributable to SB Financial or any person acting on its behalf are qualified by these cautionary statements.

    Non-GAAP Financial Measures

    This press release contains financial information determined by methods other than in accordance with U.S. generally accepted accounting principles (“GAAP”). Non-GAAP financial measures, specifically pre-tax, pre-provision income, tangible common equity, tangible assets, tangible book value per common share, tangible common equity to tangible assets, return on average tangible common equity, total interest income – FTE, net interest income – FTE and net interest margin – FTE are used by the Company’s management to measure the strength of its capital and analyze profitability, including its ability to generate earnings on tangible capital invested by its shareholders. In addition, the Company excludes the OMSR valuation adjustment and any gain on sale of assets from net income to report a non-GAAP adjusted net income level. Although management believes these non-GAAP measures are useful to investors by providing a greater understanding of its business, they should not be considered a substitute for financial measures determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.

    Investor Contact Information:

    Mark A. Klein
    Chairman, President and
    Chief Executive Officer
    Mark.Klein@YourStateBank.com

    Anthony V. Cosentino
    Executive Vice President and
    Chief Financial Officer
    Tony.Cosentino@YourStateBank.com

        SB FINANCIAL GROUP, INC.
        CONSOLIDATED BALANCE SHEETS – (Unaudited)
                               
              March   December   September   June   March
          ($ in thousands)     2025       2024       2024       2024       2024  
                               
    ASSETS                    
      Cash and due from banks   $ 105,145     $ 25,928     $ 49,348     $ 21,983     $ 26,602  
      Interest bearing time deposits     1,565       1,565       1,706       2,417       2,417  
      Available-for-sale securities     199,721       201,587       211,511       207,856       213,239  
      Loans held for sale     4,286       6,770       8,927       7,864       4,730  
      Loans, net of unearned income     1,088,274       1,046,735       1,029,955       1,005,390       991,552  
      Allowance for credit losses     (15,391 )     (15,096 )     (15,278 )     (15,612 )     (15,643 )
      Premises and equipment, net     21,875       20,456       20,715       20,860       20,985  
      Federal Reserve and FHLB Stock, at cost     5,340       5,223       5,223       5,204       6,512  
      Foreclosed assets and other assets     73       –       –       510       510  
      Interest receivable     5,072       4,908       4,842       4,818       3,706  
      Goodwill     27,158       23,239       23,239       23,239       23,239  
      Cash value of life insurance     30,871       30,685       30,488       30,294       30,103  
      Mortgage servicing rights     14,965       14,868       14,357       14,548       14,191  
      Other assets     12,048       12,649       8,916       12,815       13,869  
                               
          Total assets   $ 1,501,002     $ 1,379,517     $ 1,393,949     $ 1,342,186     $ 1,336,012  
                               
                               
                               
    LIABILITIES AND SHAREHOLDERS’ EQUITY                    
      Deposits                    
        Non interest bearing demand   $ 240,446     $ 232,155     $ 222,425     $ 208,244     $ 219,395  
        Interest bearing demand     208,583       201,085       202,097       190,857       169,171  
        Savings     285,902       237,987       241,761       231,855       244,157  
        Money market     257,013       222,161       228,182       225,650       221,362  
        Time deposits     279,276       259,217       265,068       258,582       258,257  
                               
          Total deposits     1,271,220       1,152,605       1,159,533       1,115,188       1,112,342  
                               
      Short-term borrowings     11,058       10,585       15,240       15,178       12,916  
      Federal Home Loan Bank advances     35,000       35,000       35,000       35,000       35,000  
      Trust preferred securities     10,310       10,310       10,310       10,310       10,310  
      Subordinated debt net of issuance costs     19,702       19,690       19,678       19,666       19,654  
      Interest payable     2,634       2,351       3,374       2,944       2,772  
      Other liabilities     19,552       21,468       17,973       18,421       19,295  
                               
          Total liabilities     1,369,476       1,252,009       1,261,108       1,216,707       1,212,289  
                               
      Shareholders’ Equity                    
        Common stock     61,319       61,319       61,319       61,319       61,319  
        Additional paid-in capital     14,955       15,194       15,090       15,195       14,978  
        Retained earnings     117,397       116,186       113,515       112,104       109,938  
        Accumulated other comprehensive loss     (26,872 )     (30,234 )     (24,870 )     (31,801 )     (31,547 )
        Treasury stock     (35,273 )     (34,957 )     (32,213 )     (31,338 )     (30,965 )
                               
          Total shareholders’ equity     131,526       127,508       132,841       125,479       123,723  
                               
          Total liabilities and shareholders’ equity $ 1,501,002     $ 1,379,517     $ 1,393,949     $ 1,342,186     $ 1,336,012  
    SB FINANCIAL GROUP, INC.
    CONSOLIDATED STATEMENTS OF INCOME – (Unaudited)
                             
    ($ in thousands, except per share & ratios)   At and for the Three Months Ended
                             
            March   December   September   June   March
    Interest income      2025     2024       2024     2024       2024  
      Loans                    
      Taxable   $ 15,244   $ 14,920     $ 14,513   $ 13,883     $ 13,547  
      Tax exempt     115     122       127     124       123  
      Securities                    
      Taxable     1,169     1,178       1,192     1,226       1,274  
      Tax exempt     38     35       37     37       37  
      Other interest income     806     592       679     384       319  
                             
        Total interest income     17,372     16,847       16,548     15,654       15,300  
                             
    Interest expense                      
      Deposits     5,352     5,169       5,568     5,208       5,090  
      Repurchase agreements & other     24     41       43     36       34  
      Federal Home Loan Bank advances   362     369       369     370       613  
      Trust preferred securities     160     177       187     187       188  
      Subordinated debt     195     194       195     194       195  
                             
        Total interest expense     6,093     5,950       6,362     5,995       6,120  
                             
                             
    Net interest income     11,279     10,897       10,186     9,659       9,180  
                             
      Provision for credit losses     387     (76 )     200     –       –  
                             
    Net interest income after provision                    
      for loan losses       10,892     10,973       9,986     9,659       9,180  
                             
    Noninterest income                    
      Wealth management fees     864     916       882     848       865  
      Customer service fees     879     842       870     875       880  
      Gain on sale of mtg. loans & OMSR   849     1,196       1,311     1,277       781  
      Mortgage loan servicing fees, net     611     816       39     565       763  
      Gain on sale of non-mortgage loans   15     10       20     105       10  
      Title insurance revenue     397     478       485     406       266  
      Net gain on sales of securities     –     –       –     –       –  
      Gain (loss) on sale of assets     –     –       200     –       –  
      Other     492     299       316     310       386  
                             
        Total noninterest income     4,107     4,557       4,123     4,386       3,951  
                             
    Noninterest expense                    
      Salaries and employee benefits     6,237     6,185       6,057     6,009       5,352  
      Net occupancy expense     893     702       706     707       769  
      Equipment expense     1,072     1,127       1,069     1,060       1,077  
      Data processing fees     1,439     821       758     727       769  
      Professional fees     1,034     895       659     615       758  
      Marketing expense     165     207       241     176       197  
      Telephone and communication expense     139     136       128     156       105  
      Postage and delivery expense     137     116       145     89       97  
      State, local and other taxes     224     224       208     230       245  
      Employee expense     174     168       228     159       178  
      Other expenses     896     422       804     743       735  
                             
        Total noninterest expense     12,410     11,003       11,003     10,671       10,282  
                             
                             
    Income before income tax expense     2,589     4,527       3,106     3,374       2,849  
                             
      Income tax expense     431     892       752     261       481  
                             
    Net income       $ 2,158   $ 3,635     $ 2,354   $ 3,113     $ 2,368  
                             
    Common share data:                    
      Basic earnings per common share   $ 0.33   $ 0.55     $ 0.35   $ 0.47     $ 0.35  
      Diluted earnings per common share $ 0.33   $ 0.55     $ 0.35   $ 0.47     $ 0.35  
                             
    Average shares outstanding (in thousands):                    
      Basic:     6,481     6,575       6,660     6,692       6,715  
      Diluted:     6,502     6,599       6,675     6,700       6,723  
    SB FINANCIAL GROUP, INC.
    CONSOLIDATED FINANCIAL HIGHLIGHTS – (Unaudited)
                         
    ($ in thousands, except per share & ratios) At and for the Three Months Ended
                         
        March   December   September   June   March
    SUMMARY OF OPERATIONS     2025       2024       2024       2024       2024  
                         
    Net interest income   $ 11,279     $ 10,897     $ 10,186     $ 9,659     $ 9,180  
    Tax-equivalent adjustment     41       42       44       43       43  
    Tax-equivalent net interest income     11,320       10,939       10,230       9,702       9,223  
    Provision for credit loss     387       (76 )     200       –       –  
    Noninterest income     4,107       4,557       4,123       4,386       3,951  
    Total operating revenue     15,386       15,454       14,309       14,045       13,131  
    Noninterest expense     12,410       11,003       11,003       10,671       10,282  
    Pre-tax pre-provision income     2,976       4,451       3,306       3,374       2,849  
    Net income     2,158       3,635       2,354       3,113       2,368  
                         
    PER SHARE INFORMATION:                    
    Basic earnings per share (EPS)     0.33       0.55       0.35       0.47       0.35  
    Diluted earnings per share     0.33       0.55       0.35       0.47       0.35  
    Common dividends     0.145       0.145       0.140       0.140       0.135  
    Book value per common share     20.29       19.64       20.05       18.80       18.46  
    Tangible book value per common share (TBV)     15.79       16.00       16.49       15.26       14.93  
    Market price per common share     20.82       20.91       20.56       14.00       13.78  
    Market price to TBV     131.8 %     130.7 %     124.7 %     91.8 %     92.3 %
    Market price to trailing 12 month EPS     12.2       12.1       11.8       7.9       7.9  
                         
    PERFORMANCE RATIOS:                    
    Return on average assets (ROAA)     0.60 %     1.04 %     0.68 %     0.93 %     0.71 %
    Pre-tax pre-provision ROAA     0.83 %     1.28 %     0.96 %     1.01 %     0.86 %
    Return on average equity (ROE)     6.63 %     11.13 %     7.32 %     10.16 %     7.72 %
    Return on average tangible equity     8.32 %     13.58 %     8.97 %     12.59 %     9.55 %
    Efficiency ratio     80.00 %     71.09 %     76.78 %     75.86 %     78.17 %
    Earning asset yield     5.23 %     5.18 %     5.16 %     5.02 %     4.97 %
    Cost of interest bearing liabilities     2.32 %     2.36 %     2.53 %     2.47 %     2.55 %
    Net interest margin     3.40 %     3.35 %     3.17 %     3.10 %     2.99 %
    Tax equivalent effect     0.01 %     0.01 %     0.02 %     0.01 %     0.01 %
    Net interest margin, tax equivalent     3.41 %     3.36 %     3.19 %     3.11 %     3.00 %
    Non interest income/Average assets     1.14 %     1.31 %     1.20 %     1.31 %     1.19 %
    Non interest expense/Average assets     3.45 %     3.15 %     3.20 %     3.18 %     3.08 %
    Net noninterest expense/Average assets     -2.31 %     -1.85 %     -2.00 %     -1.87 %     -1.90 %
                         
    ASSET QUALITY RATIOS:                    
    Gross charge-offs     87       195       29       –       66  
    Recoveries     2       13       2       16       9  
    Net charge-offs     85       182       27       (16 )     57  
    Nonperforming loans/Total loans     0.56 %     0.53 %     0.54 %     0.47 %     0.25 %
    Nonperforming assets/Loans & OREO     0.56 %     0.53 %     0.54 %     0.52 %     0.30 %
    Nonperforming assets/Total assets     0.41 %     0.40 %     0.40 %     0.39 %     0.22 %
    Allowance for credit loss/Nonperforming loans     254.35 %     273.68 %     276.83 %     329.78 %     642.69 %
    Allowance for credit loss/Total loans     1.41 %     1.44 %     1.48 %     1.55 %     1.58 %
    Net loan charge-offs/Average loans (ann.)     0.03 %     0.07 %     0.01 %     (0.01 %)     0.02 %
                         
    CAPITAL & LIQUIDITY RATIOS:                    
    Loans/ Deposits     85.61 %     90.81 %     88.82 %     90.15 %     89.14 %
    Equity/ Assets     8.76 %     9.24 %     9.53 %     9.35 %     9.26 %
    Tangible equity/Tangible assets     6.96 %     7.66 %     7.97 %     7.72 %     7.63 %
    Common equity tier 1 ratio (Bank)     12.35 %     13.43 %     13.19 %     13.98 %     13.84 %
                         
    END OF PERIOD BALANCES                    
    Total assets     1,501,002       1,379,517       1,393,949       1,342,186       1,336,012  
    Total loans     1,088,274       1,046,735       1,029,955       1,005,390       991,552  
    Deposits     1,271,220       1,152,605       1,159,533       1,115,188       1,112,342  
    Shareholders equity     131,526       127,508       132,841       125,479       123,723  
    Goodwill and intangibles     29,125       23,597       23,613       23,630       23,646  
    Tangible equity     102,401       103,911       109,228       101,849       100,077  
    Mortgage servicing portfolio     1,432,184       1,427,318       1,406,273       1,389,805       1,371,713  
    Wealth/Brokerage assets under care     519,158       547,697       557,724       525,713       525,517  
    Total assets under care     3,452,344       3,354,532       3,357,946       3,257,704       3,233,242  
    Full-time equivalent employees     262       252       248       249       245  
    Period end common shares outstanding     6,483       6,494       6,624       6,676       6,702  
    Market capitalization (all)     134,982       135,780       136,189       93,458       92,359  
                         
    AVERAGE BALANCES                    
    Total assets     1,459,896       1,395,473       1,376,849       1,342,847       1,333,236  
    Total earning assets     1,346,354       1,301,872       1,283,407       1,246,099       1,230,736  
    Total loans     1,076,328       1,040,580       1,018,262       1,005,018       993,310  
    Deposits     1,227,449       1,163,531       1,145,964       1,120,367       1,091,803  
    Shareholders equity     131,944       130,647       128,608       122,510       123,058  
    Goodwill and intangibles     26,714       23,605       23,621       23,638       23,654  
    Tangible equity     105,230       107,042       104,987       98,872       99,404  
    Average basic shares outstanding     6,481       6,575       6,660       6,692       6,715  
    Average diluted shares outstanding     6,502       6,599       6,675       6,700       6,723  
    SB FINANCIAL GROUP, INC.
      Rate Volume Analysis – (Unaudited)
      For the Three Months Ended Mar. 31, 2025 and 2024
               
      ($ in thousands) Three Months Ended Mar. 31, 2025     Three Months Ended Mar. 31, 2024
        Average   Average     Average   Average
    Assets Balance Interest Rate     Balance Interest Rate
                       
      Taxable securities $ 196,880   $ 1,276 2.63 %     $ 210,252   $ 1,413 2.70 %
      Overnight Cash   66,460     699 4.27 %       20,729     180 3.48 %
      Nontaxable securities   6,686     38 2.30 %       6,445     37 2.30 %
      Loans, net   1,076,328     15,359 5.79 %       993,310     13,670 5.52 %
                       
      Total earning assets   1,346,354     17,372 5.23 %       1,230,736     15,300 4.99 %
                       
      Cash and due from banks   10,339             4,512      
      Allowance for loan losses   (15,238 )           (15,830 )    
      Premises and equipment   21,082             21,281      
      Other assets   97,359             92,537      
                       
      Total assets $ 1,459,896           $ 1,333,236      
                       
    Liabilities                
      Savings, MMDA and interest bearing demand $ 709,324   $ 2,959 1.69 %     $ 605,243   $ 2,525 1.67 %
      Time deposits   276,253     2,393 3.51 %       258,592     2,565 3.98 %
      Repurchase agreements & other   13,106     24 0.74 %       15,993     34 0.85 %
      Advances from Federal Home Loan Bank   35,044     362 4.19 %       51,030     613 4.82 %
      Trust preferred securities   10,310     160 6.29 %       10,310     188 7.31 %
      Subordinated debt   19,694     195 4.02 %       19,646     195 3.98 %
                       
      Total interest bearing liabilities   1,063,731     6,093 2.32 %       960,814     6,120 2.55 %
                       
      Non interest bearing demand   241,872     –         227,968     –  
                       
      Total funding   1,305,603     1.89 %       1,188,782     2.06 %
            44.20 %         1  
      Other liabilities   22,349             21,396      
                       
      Total liabilities   1,327,952             1,210,178      
                       
      Equity   131,944             123,058      
                       
      Total liabilities and equity $ 1,459,896           $ 1,333,236      
                       
      Net interest income   $ 11,279         $ 9,180  
                       
      Net interest income as a percent of average interest-earning assets – GAAP measure 3.40 %         2.99 %
                       
      Net interest income as a percent of average interest-earning assets – non GAAP 3.41 %         3.00 %
      – Computed on a fully tax equivalent (FTE) basis             
    Non-GAAP reconciliation Three Months Ended
           
    ($ in thousands, except per share & ratios) Mar. 31, 2025   Mar. 31, 2024
           
    Total Operating Revenue $ 15,386     $ 13,131  
    Adjustment to (deduct)/add OMSR recapture/impairment *   (11 )     (181 )
           
    Adjusted Total Operating Revenue   15,375       12,950  
           
           
    Total Operating Expense $ 12,410     $ 10,282  
    Adjustment for merger expenses   (726 )     –  
           
    Adjusted Total Operating Expense   11,684       10,282  
           
           
    Income before Income Taxes   2,589       2,849  
    Adjustment for OMSR*/Merger Expenses   715       (181 )
           
    Adjusted Income before Income Taxes   3,304       2,668  
           
           
    Provision for Income Taxes   431       481  
    Adjustment for OMSR/Merger Expenses **   150       (38 )
           
    Adjusted Provision for Income Taxes   581       443  
           
           
    Net Income   2,158       2,368  
    Adjustment for OMSR*/Merger Expenses   565       (143 )
           
    Adjusted Net Income   2,723       2,225  
           
           
    Diluted Earnings per Share   0.33       0.35  
    Adjustment for OMSR*/Merger Expenses   0.09       (0.02 )
           
    Adjusted Diluted Earnings per Share $ 0.42     $ 0.33  
           
           
    Return on Average Assets   0.60 %     0.71 %
    Adjustment for OMSR*/Merger Expenses   0.15 %     -0.04 %
           
    Adjusted Return on Average Assets   0.75 %     0.67 %
           
    *valuation adjustment to the Company’s mortgage servicing rights    
           
    **tax effect is calculated using a 21% statutory federal corporate income tax rate

    The MIL Network –

  • MIL-OSI Security: Arizona Man Sentenced for COVID Loan Fraud and Tax Fraud

    Source: Office of United States Attorneys

    TUCSON, Ariz. – Roy Lane, 44, of St. David, Arizona, was sentenced on Tuesday by U.S. District Judge John C. Hinderaker to four years in prison, followed by three years of supervised release, for filing false tax returns and loan applications to obtain COVID-19 disaster relief. Layne previously pleaded guilty to two counts of Wire Fraud and one count of Filing a False Claim.

    According to court documents, and evidence presented in court, to create the appearance that he was operating several businesses, Layne filed paperwork with the IRS, applied for a business license from the City of Tucson, opened business bank accounts, and filed false employment-related tax returns. In April 2020, he filed an application with the U.S. Small Business Administration, that claimed he operated a “wholesale” business with 17 employees that had revenue of more than a half million dollars a year. In 2021, he submitted a false application for a Paycheck Protection Act loan, claiming that same “wholesale” business had 31 employees and $1.2 million in revenue. Based on these and other false applications, Layne ultimately received over $300,000 in COVID-19 related loans to which he was not entitled.

    Layne also used the personal identifying information and identities of other people to file false claims for refunds with the IRS. In total, Layne claimed over $7.4 million in false refunds, of which the IRS paid over $590,000.

    In addition to the prison term, U.S. District Judge John C. Hinderaker ordered Layne to pay $856,692.91 in restitution to the United States.

    IRS Criminal Investigation and the FBI investigated the case. Trial Attorney Matthew R. Hoffman of the Tax Division and Assistant U.S. Attorney Mary Sue Feldmeier, District of Arizona, Tucson, prosecuted the case.

    CASE NUMBER:            CR-24-04907-TUC-JCH
    RELEASE NUMBER:    2025-070_Layne

    # # #

    For more information on the U.S. Attorney’s Office, District of Arizona, visit http://www.justice.gov/usao/az/

    Follow the U.S. Attorney’s Office, District of Arizona, on Twitter @USAO_AZ for the latest news.

    MIL Security OSI –

  • MIL-OSI Security: Santa Clarita Man Agrees to Plead Guilty to Hacking Disney Employee’s Computer, Downloading Confidential Data from Company

    Source: Office of United States Attorneys

    LOS ANGELES – A Santa Clarita man has agreed to plead guilty to hacking the personal computer of an employee of The Walt Disney Company last year, obtaining login information, and using that information to illegally download confidential data from the Burbank-based mass media and entertainment conglomerate via the employee’s Slack online communications account.

    Ryan Mitchell Kramer, 25, has agreed to plead guilty to an information charging him with one count of accessing a computer and obtaining information and one count of threatening to damage a protected computer.

    In addition to the information, prosecutors today filed a plea agreement in which Kramer agreed to plead guilty to the two felony charges, which each carry a statutory maximum sentence of five years in federal prison.

    Kramer is expected to make his initial appearance in United States District Court in downtown Los Angeles in the coming weeks.

    According to his plea agreement, in early 2024, Kramer posted a computer program on various online platforms, including GitHub, that purported to be computer program that could be used to create A.I.-generated art. In fact, the program contained a malicious file that enabled Kramer to gain access to victims’ computers. 

    Sometime in April and May of 2024, a victim downloaded the malicious file Kramer posted online, giving Kramer access to the victim’s personal computer, including an online account where the victim stored login credentials and passwords for the victim’s personal and work accounts. 

    After gaining unauthorized access to the victim’s computer and online accounts, Kramer accessed a Slack online communications account that the victim used as a Disney employee, gaining access to non-public Disney Slack channels. In May 2024, Kramer downloaded approximately 1.1 terabytes of confidential data from thousands of Disney Slack channels.

    In July 2024, Kramer contacted the victim via email and the online messaging platform Discord, pretending to be a member of a fake Russia-based hacktivist group called “NullBulge.” The emails and Discord message contained threats to leak the victim’s personal information and Disney’s Slack data.

    On July 12, 2024, after the victim did not respond to Kramer’s threats, Kramer publicly released the stolen Disney Slack files, as well as the victim’s bank, medical, and personal information on multiple online platforms.

    Kramer admitted in his plea agreement that, in addition to the victim, at least two other victims downloaded Kramer’s malicious file, and that Kramer was able to gain unauthorized access to their computers and accounts.

    The FBI is investigating this matter.

    Assistant United States Attorneys Lauren Restrepo and Maxwell Coll, both of the Cyber and Intellectual Property Crimes Section, are prosecuting this case.

    MIL Security OSI –

  • MIL-OSI: Asure Announces First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    Reports First Quarter 2025 Total Revenues of $34.9 million

    Recurring Revenues Grew 10% from Prior Year

    AUSTIN, Texas, May 01, 2025 (GLOBE NEWSWIRE) — Asure Software, Inc. (“we”, “us”, “our”, “Asure” or the “Company”) (Nasdaq: ASUR), a leading provider of cloud-based Human Capital Management (“HCM”) software solutions, today reported results for the first quarter ended March 31, 2025.

    First Quarter 2025 Financial Highlights

    • Revenue of $34.9 million, up 10% year over year, excluding ERTC revenue up 13% from the prior year first quarter
    • Recurring revenue of $33.2 million versus $30.3 million during the prior year first quarter
    • Net loss of $2.4 million versus a net loss of $0.3 million during the prior year first quarter
    • EBITDA(1) of $4.1 million versus $4.4 million during the prior year first quarter
    • Adjusted EBITDA(1) of $7.3 million versus $6.8 million during the prior year first quarter
    • Gross profit of $24.6 million versus $22.6 million during the prior year first quarter
    • Non-GAAP gross profit(1) of $26.3 million (Non-GAAP gross margin(1) of 75%) versus $23.8 million (and 75% in prior year first quarter)

    Recent Business Highlights

    • New Payroll Tax Management solution launched which is designed specifically for large Canadian companies and global enterprises with employees in Canada. Our ability to serve enterprise clients with international workforces with this innovative solution creates further opportunities to grow our business and the seamless integration of payroll tax services into major platforms such as Workday, Oracle, and SAP is a key benefit. The Canadian payroll tax solution addresses critical compliance needs for organizations managing cross-border payroll processes, reducing complexity and ensuring accurate, timely filing.
    • In April 2025 we entered into a credit agreement primarily with MidCap Financial Trust, whereby the Company may borrow up to $60 million. At closing, which occurred on April 10, we received $20 million of gross proceeds.

    (1)This financial measure is not calculated in accordance with GAAP and is defined on page 3 of this press release. A reconciliation of this non-GAAP measure to the most applicable GAAP measure begins on page 11 of this release.

    Management Commentary

    “We are excited to be off to a great start to 2025 with healthy results for our first quarter of 2025 with our revenues increasing 10% from the prior year first quarter. Our results were driven by strong performance coming from our Payroll Tax Management and initial contribution from our recently acquired product offerings,” said Asure Chairman and CEO Pat Goepel.

    “Our team is focused on continuing to execute our growth strategy. Our revenues are now more than 95% recurring, our contracted revenue backlog sits at an all-time high, and we believe that the investments we have made in the business will continue to drive greater adoption of our broadened product suite for the remainder of 2025.”

    Second Quarter 2025 and Full Year 2025 Revenue Guidance Ranges

    The Company is providing the following guidance for the second quarter of 2025 and the full year 2025 based on the Company’s year-to-date results and recent business trends. The guidance for our second quarter of 2025 and the full year 2025 excludes any contribution from future potential acquisitions.

    Guidance for 2025

    Guidance Range   Q2-2025   FY-2025
    Revenue $ 30.0 M – 32.0 M $ 134.0 M -138.0 M
    Adjusted EBITDA(1) $ 5.0 M -6.0 M   23% -24%
             

    Management uses GAAP, non-GAAP and adjusted measures when planning, monitoring, and evaluating the Company’s performance. The primary purpose of using non-GAAP and adjusted measures is to provide supplemental information that may prove useful to investors and to enable investors to evaluate the Company’s results in the same way management does.

    Management believes that supplementing GAAP disclosures with non-GAAP and adjusted disclosures provides investors with a more complete view of the Company’s operational performance and allows for meaningful period-to-period comparisons and analysis of trends in the Company’s business. Further, to the extent that other companies use similar methods in calculating adjusted financial measures, the provision of supplemental non-GAAP and adjusted information can allow for a comparison of the Company’s relative performance against other companies that also report non-GAAP and adjusted operating results.

    Management has not provided a reconciliation of guidance of GAAP to non-GAAP or adjusted disclosures because management is unable to predict the nature and materiality of non-recurring expenses without unreasonable effort.

    Management’s projections are based on management’s current beliefs and assumptions about the Company’s business, and the industry and the markets in which it operates; there are known and unknown risks and uncertainties associated with these projections. There can be no assurance that our actual results will not differ from the guidance set forth above. The Company assumes no obligation to update publicly any forward-looking statements, including its 2025 earnings guidance, whether as a result of new information, future events or otherwise. Please refer to the “Use of Forward-Looking Statements” disclosures on page 5 of this press release as well as the risk factors in our quarterly and annual reports on file with the Securities and Exchange Commission for more information about risk that affect our business and industry.

    Conference Call Details

    Asure management will host a conference call on Thursday, May 1, 2025, at 3:30 pm Central (4:30 pm Eastern). Asure Chairman and CEO Pat Goepel and CFO John Pence will participate in the conference call followed by a question-and-answer session. The conference call will be broadcast live and available for replay via the investor relations section of the Company’s website. Analysts may participate on the conference call by dialing 877-407-9219 or 201-689-8852.

    About Asure Software, Inc.

    Asure (Nasdaq: ASUR) provides cloud-based Human Capital Management (HCM) software solutions that assist organizations of all sizes in streamlining their HCM processes. Asure’s suite of HCM solutions includes HR, payroll, time and attendance, benefits administration, payroll tax management, and talent management. The company’s approach to HR compliance services incorporates AI technology to enhance scalability and efficiency while prioritizing client interactions. For more information, please visit www.asuresoftware.com. 

    Non-GAAP and Adjusted Financial Measures

    This press release includes information about non-GAAP gross profit, non-GAAP sales and marketing expense, non-GAAP general and administrative expense, non-GAAP research and development expense, EBITDA, EBITDA margin, adjusted EBITDA, and adjusted EBITDA margin. These non-GAAP and adjusted financial measures are measurements of financial performance that are not prepared in accordance with U.S. generally accepted accounting principles and computational methods may differ from those used by other companies. Non-GAAP and adjusted financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with the Company’s Condensed Consolidated Financial Statements prepared in accordance with GAAP. Non-GAAP and adjusted financial measures are reconciled to GAAP in the tables set forth in this release and are subject to reclassifications to conform to current period presentations.

    Non-GAAP gross profit differs from gross profit in that it excludes amortization, share-based compensation, and one-time items.

    Non-GAAP sales and marketing expense differs from sales and marketing expense in that it excludes share-based compensation and one-time items.

    Non-GAAP general and administrative expense differs from general and administrative expense in that it excludes share-based compensation and one-time items.

    Non-GAAP research and development expense differs from research and development expense in that it excludes share-based compensation and one-time items.

    EBITDA differs from net income (loss) in that it excludes items such as interest, income taxes, depreciation, and amortization. Asure is unable to predict with reasonable certainty the ultimate outcome of these exclusions without unreasonable effort.

    Adjusted EBITDA differs from EBITDA in that it excludes share-based compensation, other income (expense), net and one-time expenses. Asure is unable to predict with reasonable certainty the ultimate outcome of these exclusions without unreasonable effort.

    All adjusted and non-GAAP measures presented as “margin” are computed by dividing the applicable adjusted financial measure by total revenue.

    Specifically, as applicable to the respective financial measure, management is adjusting for the following items when calculating non-GAAP and adjusted financial measures as applicable for the periods presented. No additional adjustments have been made for potential income tax effects of the adjustments based on the Company’s current and anticipated de minimis effective federal tax rate, resulting from the Company’s continued losses for federal tax purposes and its tax net operating loss balances.

    Share-Based Compensation Expenses. The Company’s compensation strategy includes the use of share-based compensation to attract and retain employees and executives. It is principally aimed at aligning their interests with those of our stockholders and at long-term employee retention, rather than to motivate or reward operational performance for any particular period. Thus, share-based compensation expense varies for reasons that are generally unrelated to operational decisions and performance in any particular period.

    Depreciation. The Company excludes depreciation of fixed assets. Also included in the expense is the depreciation of capitalized software costs.

    Amortization of Purchased Intangibles. The Company views amortization of acquisition-related intangible assets, such as the amortization of the cost associated with an acquired company’s research and development efforts, trade names, customer lists and customer relationships, and acquired lease intangibles, as items arising from pre-acquisition activities determined at the time of an acquisition. While these intangible assets are continually evaluated for impairment, amortization of the cost of purchased intangibles is a static expense, one that is not typically affected by operations during any particular period.

    Interest Expense, Net. The Company excludes accrued interest expense, the amortization of debt discounts and deferred financing costs.

    Income Taxes. The Company excludes income taxes, both at the federal and state levels.

    One-Time Expenses. The Company’s adjusted financial measures exclude the following costs to normalize comparable reporting periods, as these are generally non-recurring expenses that do not reflect the ongoing operational results. These items are typically not budgeted and are infrequent and unusual in nature.

    Settlements, Penalties and Interest. The Company excludes legal settlements, including separation agreements, penalties and interest that are generally one-time in nature and not reflective of the operational results of the business.

    Acquisition and Transaction Related Costs. The Company excludes these expenses as they are transaction costs and expenses that are generally one-time in nature and not reflective of the underlying operational results of our business. Examples of these types of expenses include legal, accounting, regulatory, other consulting services, severance and other employee costs.

    Other non-recurring Expenses. The Company excludes these as they are generally non-recurring items that are not reflective of the underlying operational results of the business and are generally not anticipated to recur. Some examples of these types of expenses, historically, have included write-offs or impairments of assets, demolition of office space and cybersecurity consultants.

    Other (Expense) Income, Net. The Company’s adjusted financial measures exclude Other (Expense) Income, Net because it includes items that are not reflective of the underlying operational results of the business, such as loan forgiveness, adjustments to contingent liabilities and credits earned as part of the CARES Act, passed by Congress in the wake of the coronavirus pandemic.

    Use of Forward-Looking Statements

    This press release contains certain statements made by management that may constitute “forward- looking” statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements about our financial results may include expected or projected U.S GAAP and other operating and non-operating results. The words “believe,” “may,” “will,” “estimate,” “projects,” “anticipate,” “intend,” “expect,” “should,” “plan,” and similar expressions are intended to identify forward-looking statements. Examples of “forward-looking statements” include statements we make regarding our operating performance, future results of operations and financial position, revenue growth, earnings or other projections. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. The achievement or success of the matters covered by such forward-looking statements involves risks, uncertainties and assumptions, over many of which we have no control. If any such risks or uncertainties materialize or if any of the assumptions prove incorrect, our results could differ materially from the results expressed or implied by the forward-looking statements we make.

    The risks and uncertainties referred to above include—but are not limited to—risks associated with breaches of the Company’s security measures; risks related to material weaknesses; possible fluctuations in the Company’s financial and operating results; privacy concerns and laws and other regulations may limit the effectiveness of our applications; the financial and other impact of any previous and future acquisitions; domestic and international regulatory developments, including changes to or applicability to our business of privacy and data securities laws, money transmitter laws and anti-money laundering laws; regulatory pressures on economic relief enacted as a result of the COVID-19 pandemic that change or cause different interpretations with respect to eligibility for such programs; risk of our software and solutions not functioning adequately; interruptions, delays or changes in the Company’s services or the Company’s Web hosting; may incur debt to meet future capital requirements; volatility and weakness in bank and capital markets; access to additional capital; significant costs as a result of operating as a public company; the expiration of Employee Retention Tax Credits (“ERTC”) and the impact of the Internal Revenue Service recent measures regarding ERTC claims and the corresponding cash collections of existing receivables; the inability to continue to release timely updates for changes in laws; the inability to develop new and improved versions of the Company’s services and technological developments; customer’s nonrenewal of their agreements and other similar changes could negatively impact revenue, operating results and financial conditions; the exposure of market, interest, credit and liquidity risk on client funds held int rust; the Company’s operation in highlight competitive markets; risk that our clients could have insufficient funds that could result in limitations in the ability to transmit ACH transactions; impairment of intangible assets; litigation and any related claims, negotiations and settlements, including with respect to intellectual property matters or industry-specific regulations; various financial aspects of the Company’s Software-as-a-Service model; adverse effects to our business a result of claims, lawsuits, and other proceedings; issues in the use of artificial intelligence in our HCM products and services; adverse changes to financial accounting standards to the Company; inability to maintain third-party licensed software; evolving regulation of the Internet, changes in the infrastructure underlying the Internet or interruptions in Internet; factors affecting the Company’s deferred tax assets and ability to value and utilize them; the nature of the Company’s business model; inability to adopt new or correctly interpret existing money service and money transmitter business status; the Company’s ability to hire, retain and motivate employees and manage the Company’s growth; interruptions to supply chains and extended shut down of businesses; potential enactment of adverse tax laws, regulation, political, economic and social factors; potential sales of a substantial number of shares of our common stock along with its volatility; risks associate with potential equity-related transactions including dividends, rights under the stockholder plan to discourage certain actions and other impacts as a result of actions of our stockholders.

    Please review the Company’s risk factors in its annual report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 6, 2025.

    The forward-looking statements, including the financial guidance and 2025 outlook, contained in this press release represent the judgment of the Company as of the date of this press release, and the Company expressly disclaims any intent, obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in the Company’s expectations with regard to these forward looking statements or any change in events, conditions or circumstances on which any such statements are based. © 2025 Asure Software, Inc. All rights reserved

     
    ASURE SOFTWARE, INC.
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (in thousands, except per share amounts)
           
      March 31, 2025   December 31, 2024
           
    ASSETS      
    Current assets:      
    Cash and cash equivalents $ 14,076     $ 21,425  
    Accounts receivable, net of allowance for credit losses of $6,545 and $6,328 at March 31, 2025 and December 31, 2024, respectively   15,800       18,154  
    Inventory   220       195  
    Prepaid expenses and other current assets   5,970       4,888  
    Total current assets before funds held for clients   36,066       44,662  
    Funds held for clients   257,019       192,615  
    Total current assets   293,085       237,277  
    Property and equipment, net   20,999       19,669  
    Goodwill   94,724       94,724  
    Intangible assets, net   73,003       69,114  
    Operating lease assets, net   4,403       4,041  
    Other assets, net   12,727       11,813  
    Total assets $ 498,941     $ 436,638  
    LIABILITIES AND STOCKHOLDERS’EQUITY      
    Current liabilities:      
    Current portion of notes payable $ 7,948     $ 7,008  
    Accounts payable   2,475       1,364  
    Accrued compensation and benefits   2,911       4,485  
    Operating lease liabilities, current   1,432       1,438  
    Other accrued liabilities   6,071       6,600  
    Deferred revenue   4,662       8,363  
    Total current liabilities before client fund obligations   25,499       29,258  
    Client fund obligations   258,586       194,378  
    Total current liabilities   284,085       223,636  
    Long-term liabilities:      
    Deferred revenue   3,321       3,430  
    Deferred tax liability   2,903       2,612  
    Notes payable, net of current portion   6,172       5,709  
    Operating lease liabilities, noncurrent   3,892       3,578  
    Other liabilities   905       358  
    Total long-term liabilities   17,193       15,687  
    Total liabilities   301,278       239,323  
    Stockholders’ equity:      
    Preferred stock, $0.01 par value; 1,500 shares authorized; none issued or outstanding   —       —  
    Common stock, $0.01 par value; 44,000 shares authorized; 27,122 and 26,671 shares issued, 27,122 and 26,671 shares outstanding at December 31, 2024 and December 31, 2023, respectively   271       267  
    Treasury stock at cost, zero(1)at March 31, 2025 and December 31, 2024   —       —  
    Additional paid-in capital   507,149       504,849  
    Accumulated deficit   (309,624 )     (307,226 )
    Accumulated other comprehensive loss   (133 )     (575 )
    Total stockholders’ equity   197,663       197,315  
    Total liabilities and stockholders’ equity $ 498,941     $ 436,638  
    (1) The aggregate Treasury stock of prior repurchases of the Company’s own common stock was retired and subsequently issued effective January 1, 2024. See the Consolidated Statement of Changes in Stockholders’ Equity for the impact of this transaction.
     
     
    ASURE SOFTWARE, INC.
    CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
    (in thousands, except per share amounts)
     
      Three Months Ended
    March 31,
      2025   2024
           
    Revenue:      
    Recurring $ 33,187     $ 30,273  
    Professional services, hardware and other   1,667       1,379  
    Total revenue   34,854       31,652  
    Cost of sales   10,246       9,045  
    Gross profit   24,608       22,607  
    Operating expenses:      
    Sales and marketing   8,386       7,767  
    General and administrative   11,900       10,063  
    Research and development   2,029       1,769  
    Amortization of intangible assets   4,308       3,449  
    Total operating expenses   26,623       23,048  
    Loss from operations   (2,015 )     (441 )
    Interest income   171       336  
    Interest expense   (451 )     (180 )
    Other income, net   188       10  
    Loss from operations before income taxes   (2,107 )     (275 )
    Income tax expense   291       33  
    Net loss   (2,398 )     (308 )
    Other comprehensive income (loss):      
    Unrealized gain (loss) on marketable securities   442       (244 )
    Comprehensive loss $ (1,956 )   $ (552 )
           
    Basic and diluted loss per share      
    Basic $ (0.09 )   $ (0.01 )
    Diluted $ (0.09 )   $ (0.01 )
           
    Weighted average basic and diluted shares      
    Basic   26,961       25,334  
    Diluted   26,961       25,334  
                   
     
    ASURE SOFTWARE, INC.
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (in thousands)
       
      Three Months Ended March 31,
      2025   2024
           
    Cash flows from operating activities:      
    Net loss $ (2,398 )   $ (308 )
    Adjustments to reconcile loss to net cash provided by (used in) operations:      
    Depreciation and amortization   5,972       4,860  
    Amortization of operating lease assets   374       335  
    Amortization of debt financing costs and discount   253       142  
    Non-cash interest expense   197       —  
    Net accretion of discounts and amortization of premiums on available-for-sale securities   (110 )     (78 )
    Provision for expected losses   93       46  
    Provision for deferred income taxes   291       24  
    Net realized gains on sales of available-for-sale securities   (656 )     (652 )
    Share-based compensation   1,863       1,902  
    Changes in operating assets and liabilities:      
    Accounts receivable   2,261       (919 )
    Inventory   (24 )     (50 )
    Prepaid expenses and other assets   (1,049 )     (473 )
    Operating lease right-of-use assets   —       30  
    Accounts payable   903       (960 )
    Accrued expenses and other long-term obligations   (1,737 )     (2,665 )
    Operating lease liabilities   (427 )     (141 )
    Deferred revenue   (3,810 )     (5,040 )
    Net cash provided by (used in) operating activities   1,996       (3,947 )
    Cash flows from investing activities:      
    Acquisition of intangible assets   (6,346 )     (710 )
    Purchases of property and equipment   (192 )     (240 )
    Software capitalization costs   (2,769 )     (2,435 )
    Purchases of available-for-sale securities   (6,589 )     (3,516 )
    Proceeds from sales and maturities of available-for-sale securities   3,266       2,406  
    Net cash used in investing activities   (12,630 )     (4,495 )
    Cash flows from financing activities:      
    Payments made on amounts due for the acquisition of intangibles   (723 )     (236 )
    Net proceeds from issuance of common stock   441       176  
    Net change in client fund obligations   64,207       21,122  
    Net cash provided by financing activities   63,925       21,062  
    Net increase in cash, cash equivalents, restricted cash, and restricted cash equivalents   53,291       12,620  
    Cash, cash equivalents, restricted cash and restricted cash equivalents, beginning of period   145,712       177,622  
    Cash, cash equivalents, restricted cash and restricted cash equivalents, end of period $ 199,003     $ 190,242  
                   
     
    ASURE SOFTWARE, INC.
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
    (in thousands)
       
      Three Months Ended March 31,
      2025
    		   2024
           
    Reconciliation of cash, cash equivalents, restricted cash, and restricted cash equivalents to the Condensed Consolidated Balance Sheets
    Cash and cash equivalents $ 14,076     $ 23,166  
    Restricted cash and restricted cash equivalents included in funds held for clients   184,927       167,076  
    Total cash, cash equivalents, restricted cash, and restricted cash equivalents $ 199,003     $ 190,242  
           
    Supplemental information:      
    Cash paid for interest $ 125     $ —  
           
    Non-cash investing and financing activities:      
    Acquisition of intangible assets $ 750     $ 6,345  
    Notes payable issued for acquisitions $ 1,150     $ 827  
    Shares issued for acquisitions $ —     $ 4,494  
                   
     
    ASURE SOFTWARE, INC.
    RECONCILIATION OF NON-GAAP AND ADJUSTED FINANCIAL MEASURES
    (unaudited)
                     
    (in thousands) Q1-25 Q4-24 Q3-24 Q2-24 Q1-24 Q4-23 Q3-23 Q2-23
    Revenue(1) $ 34,854   $ 30,792   $ 29,304   $ 28,044   $ 31,652   $ 26,264   $ 29,334   $ 30,420  
                     
    Gross Profit to non-GAAP Gross Profit                
    Gross Profit $ 24,608   $ 20,928   $ 19,704   $ 18,868   $ 22,607   $ 17,839   $ 21,280   $ 22,018  
    Gross Margin   70.6 %   68.0 %   67.2 %   67.3 %   71.4 %   67.9 %   72.5 %   72.4 %
                     
    Share-based Compensation   44     44     44     43     40     32     28     46  
    Depreciation   1,369     1,190     1,232     1,145     1,110     921     984     1,309  
    Amortization – intangibles   50     50     50     50     50     50     50     50  
    One-time expenses                
    Settlements, penalties & interest   29     25     2     3     —     (6 )   8     —  
    Acquisition and transaction costs   167     221     367     264     39     —     —     —  
    Other non-recurring expenses   —     84     —     —     —     —     —     —  
    Non-GAAP Gross Profit $ 26,267   $ 22,542   $ 21,399   $ 20,373   $ 23,846   $ 18,836   $ 22,350   $ 23,423  
    Non-GAAP Gross Margin   75.4 %   73.2 %   73.0 %   72.6 %   75.3 %   71.7 %   76.2 %   77.0 %
                     
    Sales and Marketing Expense to non-GAAP Sales and Marketing Expense
    Sales and Marketing Expense $ 8,386   $ 6,945   $ 6,680   $ 6,924   $ 7,767   $ 6,422   $ 6,597   $ 8,515  
                     
    Share-based Compensation   322     251     269     237     243     180     210     149  
    Depreciation   1     —     1     —     1     1     —     —  
    One-time expenses                
    Settlements, penalties & interest   51     78     (5 )   5     18     6     30     4  
    Acquisition and transaction costs   30     9     68     37     11     —     —     —  
    Other non-recurring expenses   —     52     —     —     —     —     —     180  
    Non-GAAP Sales and Marketing Expense $ 7,982   $ 6,555   $ 6,347   $ 6,645   $ 7,494   $ 6,235   $ 6,357   $ 8,182  
                     
    General and Administrative Expense to non-GAAP General and Administrative Expense
    General and Administrative Expense $ 11,900   $ 9,940   $ 10,378   $ 10,118   $ 10,063   $ 9,747   $ 9,294   $ 10,336  
                     
    Share-based Compensation   1,407     1,081     1,187     1,122     1,535     980     936     1,298  
    Depreciation   244     269     264     256     251     225     200     234  
    One-time expenses                
    Settlements, penalties & interest   492     142     377     304     98     284     101     432  
    Acquisition and transaction costs   491     282     371     245     57     51     —     —  
    Other non-recurring expenses   136     220     253     —     86     53     —     453  
    Non-GAAP General and Administrative Expense $ 9,130   $ 7,946   $ 7,926   $ 8,191   $ 8,036   $ 8,154   $ 8,057   $ 7,919  
                     
    Research and Development Expense to non-GAAP Research and Development Expense
    Research and Development Expense $ 2,029   $ 2,103   $ 1,973   $ 1,962   $ 1,769   $ 1,739   $ 1,803   $ 1,325  
                     
    Share-based Compensation   90     87     90     86     85     69     76     89  
    Depreciation   1     —   $ —   $ —   $ —   $ —   $ —   $ —  
    One-time expenses                
    Settlements, penalties & interest   9     21     —     27     31     —     —     —  
    Acquisition and transaction costs   91     153     195     369     147     —     —     —  
    Other non-recurring expenses   —     29     —     —     —     —     —     —  
    Non-GAAP Research and Development Expense $ 1,838   $ 1,813   $ 1,688   $ 1,480   $ 1,506   $ 1,670   $ 1,727   $ 1,236  
                     

    (1)Note that first quarters are seasonally strong as recurring year-end W2/ACA revenue is recognized in this period.

     
    ASURE SOFTWARE, INC.
    RECONCILIATION OF NON-GAAP AND ADJUSTED FINANCIAL MEASURES (cont.)
    (unaudited)
                     
    (in thousands) Q1-25 Q4-24 Q3-24 Q2-24 Q1-24 Q4-23 Q3-23 Q2-23
    Revenue(1) $ 34,854   $ 30,792   $ 29,304   $ 28,044   $ 31,652   $ 26,264   $ 29,334   $ 30,420  
                     
    GAAP Net Loss to Adjusted EBITDA
    GAAP Net Loss $ (2,398 ) $ (3,204 ) $ (3,901 ) $ (4,360 ) $ (308 ) $ (3,582 ) $ (2,206 ) $ (3,765 )
                     
    Interest expense, net   280     211     109     (53 )   (156 )   (24 )   782     1,593  
    Income taxes   291     499     170     231     33     (158 )   (123 )   627  
    Depreciation   1,614     1,460     1,497     1,402     1,361     1,148     1,185     1,542  
    Amortization – intangibles   4,358     4,482     4,345     4,096     3,499     3,743     3,384     3,343  
    EBITDA $ 4,145   $ 3,448   $ 2,220   $ 1,316   $ 4,429   $ 1,127   $ 3,022   $ 3,340  
    EBITDA Margin   11.9 %   11.2 %   7.6 %   4.7 %   14.0 %   4.3 %   10.3 %   11.0 %
                     
    Share-based Compensation   1,863     1,463     1,591     1,488     1,902     1,260     1,251     1,582  
    One Time Expenses                
    Settlements, penalties & interest   581     266     375     339     147     283     140     436  
    Acquisition and transaction costs   779     665     1,001     914     254     51     —     —  
    Other non-recurring expenses   136     385     253     —     86     53     —     633  
    Other expense (income), net   (188 )   2     —     —     (10 )   1     1,800     93  
    Adjusted EBITDA $ 7,316   $ 6,229   $ 5,440   $ 4,057   $ 6,808   $ 2,775   $ 6,213   $ 6,084  
    Adjusted EBITDA Margin   21.0 %   20.2 %   18.6 %   14.5 %   21.5 %   10.6 %   21.2 %   20.0 %
                                                     

    (1)Note that first quarters are seasonally strong as recurring year-end W2/ACA revenue is recognized in this period.

    Investor Relations Contact
    Patrick McKillop
    Vice President, Investor Relations
    617-335-5058
    patrick.mckillop@asuresoftware.com 

    The MIL Network –

  • MIL-OSI USA: El Paso, Texas, man pleads guilty to alien smuggling, money laundering conspiracies

    Source: US Immigration and Customs Enforcement

    ALBUQUERQUE, N.M. – An El Paso, Texas man who led a major human smuggling operation has plead guilty to federal charges of conspiring to transport and harbor illegal aliens and to launder the proceeds of the smuggling scheme, following an investigation by U.S. Immigration and Customs Enforcement.

    Homeland Security Investigations, U.S. Customs and Border Protection, U.S. Border Patrol and the U.S. Marshals Service investigated this case.

    According to court records, between July 7, 2022, and March 21, 2023, Jose Luis Avalos, 42, the leader of the organization and the final defendant to plead in the case, along with co-conspirators and his wife, Kristina Hardin, coordinated the illegal transportation and harboring of illegal aliens throughout New Mexico. In return, Avalos and Hardin received numerous money transfers into their bank accounts as proceeds from the smuggling operation and paid others for expenses related to the conspiracy.

    In addition, from Aug. 10, 2021, through Dec. 27, 2022, Avalos conspired with Hardin and others to launder the proceeds from the smuggling activities. They deposited illicit funds into multiple bank accounts and used the money for personal and mutual benefit, intentionally concealing the source and nature of these funds to avoid detection. In his plea agreement, Avalos admitted to knowingly participating in the conspiracy and working with others for their shared benefit.

    On May 18, 2023, Avalos was indicted along with eight co-conspirators, as part of a federal investigation into a large-scale illegal alien smuggling and money laundering operation. Subsequently, Hardin pleaded guilty to participating in the conspiracy to launder proceeds, while Avalos’ brother, David Avalos-Solis, pleaded guilty to conspiracy to transport and harbor illegal aliens. Twin brothers Dario Rey Gamboa and Diego Rean Gamboa, along with Justin Walker, Cindy Escobar, and Adam Guerrero, also pleaded guilty to participating in the conspiracy to transport and harbor illegal aliens. Nancy Orellana-Recinos pleaded guilty to aiding and abetting eluding examination or inspection.

    Orellana-Recinos was sentenced to time served and was provided a notice to appear for immigration proceedings. Hardin received two years of probation. Walker was sentenced to 21 months in prison. Diego Rean Gamboa, Dario Rey Gamboa, Cindy Escobar, and Adam Guerrero were each sentenced to time served.

    At sentencing, Avalos faces 20 years in prison followed by three years of supervised release.

    Assistant United States Attorney Randy M. Castellano is prosecuting the case as part of Joint Task Force Alpha. JTFA, a partnership with U.S. Department of Homeland Security, has been elevated and expanded with a mandate to target cartels and transnational criminal organizations to eliminate human smuggling and trafficking operating in Mexico, Guatemala, El Salvador, Honduras, Panama, and Colombia.

    JTFA comprises detailees from U.S. Attorney Offices along the Southwest border, including the Southern District of California, District of Arizona, District of New Mexico, and Western and Southern Districts of Texas. Dedicated support is provided by numerous components of the Justice Department’s Criminal Division, led by the Human Rights and Special Prosecutions Section, and supported by the Money Laundering and Asset Recovery Section; Office of Enforcement Operations; and the Office of International Affairs, among others. JTFA also relies on substantial law enforcement investment from DHS, FBI, DEA, and other partners. To date, JTFA’s work has resulted in more than 355 domestic and international arrests of leaders, organizers, and significant facilitators of alien smuggling; more than 320 U.S. convictions; more than 265 significant jail sentences imposed; and forfeitures of substantial assets.

    MIL OSI USA News –

  • MIL-OSI USA: Jordanian National Sentenced to Six Years for Threatening to Use Explosives and Attacking an Energy Facility

    Source: US State of California

    Hashem Younis Hashem Hnaihen, 44, a Jordanian national residing illegally in Orlando, was sentenced today to six years in federal prison for threatening to use explosives and destruction of an energy facility. A restitution hearing will be held at a future date to address the more than $450,000 in damages Hnaihen caused.

    “Threatening to commit mass violence against American citizens and targeting businesses or institutions for destruction will not be tolerated,” said U.S. Attorney Gregory W. Kehoe for the Middle District of Florida. “Today’s sentence demonstrates the collective fortitude of our law enforcement partners to vigorously investigate and prosecute those who engage in acts of intimidation or violence against our communities.”

    “This case highlights the strength of our partnerships and the tenacity of our investigators who are determined to protect the American people from those threatening the safety and security of our communities,” said Special Agent in Charge Matthew Fodor the FBI Tampa Field Office. 

    Restaurant damaged in attack with notes taped to the window.

    According to court documents, beginning around June 2024, Hnaihen targeted and attacked businesses in the Orlando area for their perceived support for Israel. Wearing a mask, under the cover of night, Hnaihen smashed the glass front doors of businesses and left behind “Warning Letters.” In his letters, which were addressed to the President of the United States and the United States government, Hnaihen laid out a series of political demands, culminating in a threat to “destroy or explode everything here in whole America. Especially the companies and factories that support the racist state of Israel.” 

    Solar panels with cracked glass.

    Hnaihen’s attacks escalated. At the end of June, as law enforcement worked to identify the masked attacker, Hnaihen broke into a solar power generation facility in Wedgefield, Florida, and spent hours systematically destroying solar panel arrays. He smashed panels, cut wires, and targeted critical electronic equipment. Hnaihen left behind two more copies of his threatening demand letter. Hnaihen’s attacks caused more than $450,000 in damage.

    Following a multiagency effort, law enforcement identified Hnaihen and arrested him on July 11, 2024, shortly after another “Warning Letter” threatening to “destroy or explode everything” was discovered at an industrial propane gas distribution depot in Orlando.

    The FBI and the Orange County Sheriff’s Office investigated the case, with valuable assistance from the Maitland Police Department, the Winter Park Police Department, the Orlando Police Department, the Florida Department of Law Enforcement, and U.S. Immigration and Customs Enforcement.

    Assistant U.S. Attorney Richard Varadan for the Middle District of Florida and Trial Attorneys Ryan White and George Kraehe of the National Security Division’s Counterterrorism Section prosecuted the case.

    MIL OSI USA News –

  • MIL-OSI Security: Jordanian National Sentenced to Six Years for Threatening to Use Explosives and Attacking an Energy Facility

    Source: United States Attorneys General 7

    Hashem Younis Hashem Hnaihen, 44, a Jordanian national residing illegally in Orlando, was sentenced today to six years in federal prison for threatening to use explosives and destruction of an energy facility. A restitution hearing will be held at a future date to address the more than $450,000 in damages Hnaihen caused.

    “Threatening to commit mass violence against American citizens and targeting businesses or institutions for destruction will not be tolerated,” said U.S. Attorney Gregory W. Kehoe for the Middle District of Florida. “Today’s sentence demonstrates the collective fortitude of our law enforcement partners to vigorously investigate and prosecute those who engage in acts of intimidation or violence against our communities.”

    “This case highlights the strength of our partnerships and the tenacity of our investigators who are determined to protect the American people from those threatening the safety and security of our communities,” said Special Agent in Charge Matthew Fodor the FBI Tampa Field Office. 

    Restaurant damaged in attack with notes taped to the window.

    According to court documents, beginning around June 2024, Hnaihen targeted and attacked businesses in the Orlando area for their perceived support for Israel. Wearing a mask, under the cover of night, Hnaihen smashed the glass front doors of businesses and left behind “Warning Letters.” In his letters, which were addressed to the President of the United States and the United States government, Hnaihen laid out a series of political demands, culminating in a threat to “destroy or explode everything here in whole America. Especially the companies and factories that support the racist state of Israel.” 

    Solar panels with cracked glass.

    Hnaihen’s attacks escalated. At the end of June, as law enforcement worked to identify the masked attacker, Hnaihen broke into a solar power generation facility in Wedgefield, Florida, and spent hours systematically destroying solar panel arrays. He smashed panels, cut wires, and targeted critical electronic equipment. Hnaihen left behind two more copies of his threatening demand letter. Hnaihen’s attacks caused more than $450,000 in damage.

    Following a multiagency effort, law enforcement identified Hnaihen and arrested him on July 11, 2024, shortly after another “Warning Letter” threatening to “destroy or explode everything” was discovered at an industrial propane gas distribution depot in Orlando.

    The FBI and the Orange County Sheriff’s Office investigated the case, with valuable assistance from the Maitland Police Department, the Winter Park Police Department, the Orlando Police Department, the Florida Department of Law Enforcement, and U.S. Immigration and Customs Enforcement.

    Assistant U.S. Attorney Richard Varadan for the Middle District of Florida and Trial Attorneys Ryan White and George Kraehe of the National Security Division’s Counterterrorism Section prosecuted the case.

    MIL Security OSI –

  • MIL-OSI Security: Inmate previously convicted for child sexual abuse material found guilty of possessing more in his cell

    Source: Office of United States Attorneys

    RICHMOND, Va. – A federal jury convicted an inmate at the Petersburg Federal Correctional Institution (FCI Petersburg) yesterday for possession of child sexual abuse material (CSAM).

    According to court records and evidence presented at trial, on March 7, 2024, correctional officers at FCI Petersburg searched the cell of inmate James Skibinski, 61, and found him in possession of prison contraband photos. Skibinski’s personal property was collected from his cell and held by staff of the Federal Bureau of Prisons. On April 10, 2024, another correctional officer received information that Skibinski had a folder with hidden compartments where he kept altered images and photographs of children. The officer retrieved Skibinski’s property bags, located the folder, and found the hidden compartments. Inside these hidden compartments were envelopes containing images of young children that had been altered to depict the children engaging in sexual acts.

    Skibinski faces a mandatory minimum of 10 years and up to 20 years in prison when sentenced on Sept. 11. Actual sentences for federal crimes are typically less than the maximum penalties. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    Erik S. Siebert, U.S. Attorney for the Eastern District of Virginia, and Stanley M. Meador, Special Agent in Charge of the FBI’s Richmond Field Office, made the announcement after Senior U.S. District Judge John A. Gibney Jr. accepted the verdict.

    Assistant U.S. Attorney Heather H. Mansfield is prosecuting the case.

    This case was brought as part of Project Safe Childhood, a nationwide initiative launched in May 2006 by the Department of Justice to combat the growing epidemic of child sexual exploitation and abuse. Led by U.S. Attorney’s Offices and the Child Exploitation and Obscenity Section (CEOS), 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 www.justice.gov/psc.

    A copy of this press release is located on the website of the U.S. Attorney’s Office for the Eastern District of Virginia. Related court documents and information are located on the website of the District Court for the Eastern District of Virginia or on PACER by searching for Case No. 3:24-cr-145.

    MIL Security OSI –

  • MIL-OSI Security: Ashburn financial advisor sentenced to three years in prison for defrauding investors and losing millions of dollars through risky trading

    Source: Office of United States Attorneys

    ALEXANDRIA, Va. – An Ashburn man was sentenced today to three years in prison for fraud relating to his risky trading that lost millions of dollars of his clients’ funds while he provided them with false information.

    According to court documents, Andrew Corbman, 53, was affiliated with a national estate planning company through which he obtained access to individuals interested in estate planning and setting up trust vehicles. Corbman offered financial advice to clients and potential clients, including assisting them with long-term financial planning such as trusts, annuities, and life insurance.

    Over a period of years, Corbman worked with two individuals and two couples who loaned him money believing he would invest those funds and earn outsized returns. These clients did not know that in 2016 Corbman was suspended and then permanently barred by the Financial Industry Regulatory Authority (FINRA) from acting as a financial advisor or that Corbman filed for bankruptcy in 2015. Corbman suggested the clients could improve their investment returns if they loaned him money or rolled over existing loans they had made to him. Through false claims of investing success, Corbman induced his Clients to loan him up to $4.2 million, promising to invest or continue investing the money in stock market options trading. Corbman promised to repay the loans at high rates of return, as much as a 30% annual interest rate, plus a share of his own trading profits.

    Corbman misrepresented his past trading performance to induce the clients to invest or to reinvest what he owed them when the loans came due in the form of a new loan. Corbman provided at least two of his potential clients a document he claimed showed his 2021 investment results. The document boasted “112 wins, 82% win history and a 90% average return.” In fact, Corbman’s trading history for each year from 2019 onward resulted in substantial losses. Altogether, Corbman lost over $4,000,000 of his clients’ money, and returned only $120,000 to one victim late in the scheme.

    Corbman, fully aware of the risks and the calamitous results he was producing, not only concealed the risks from his clients, but actively misled them in an attempt to stave off requests for funds and to attempt to obtain new funds. Corbman provided his victims with fabricated trading win histories.

    In late 2022 and early 2023, when Corbman’s creditors demanded repayment of their expired loans agreements, Corbman indicated to his clients that he was unable to repay the loans due to unanticipated trading losses. Corbman ultimately filed for bankruptcy, seeking to discharge over $4 million in losses he had inflicted on his clients.

    As a result of Corbman’s fraudulent scheme, at least one victim incurred substantial financial hardship, including having to mortgage a home, postpone retirement, and seek employment at an advanced age.

    In addition to his term of imprisonment, Corbman must pay $4.15 million in restitution.

    Erik S. Siebert, U.S. Attorney for the Eastern District of Virginia, and Sean Ryan, Special Agent in Charge of the FBI Washington Field Office’s Criminal and Cyber Division, made the announcement after sentencing by U.S. District Judge Michael S. Nachmanoff.

    Assistant U.S. Attorney Russell L. Carlberg prosecuted the case.

    A copy of this press release is located on the website of the U.S. Attorney’s Office for the Eastern District of Virginia. Related court documents and information are located on the website of the District Court for the Eastern District of Virginia or on PACER by searching for Case No. 1:24-cr-255.

    MIL Security OSI –

  • MIL-OSI Security: Suburban Chicago Man Sentenced to Five Years in Prison for Cyberstalking Victim He Met Online

    Source: Office of United States Attorneys

    CHICAGO — A suburban Chicago man has been sentenced to five years in federal prison for cyberstalking a victim he met on an online dating platform.

    KEVIN CRUZ met the victim in 2021 on the dating application Grindr.  While the pair communicated about a potential intimate relationship, the victim sent Cruz nude photographs of himself.  Cruz and the victim met in person on several occasions, but while Cruz expressed an interest in pursuing a romantic relationship, the victim did not.

    From December 2021 to mid-2023, Cruz engaged in a course of harassing and intimidating conduct toward the victim.  Cruz created numerous profiles on Grindr and other dating applications in which he impersonated the victim.  Cruz, pretending to be the victim, arranged for men to travel to the victim’s home for sexual encounters.  In some instances, Cruz, pretending to be the victim, instructed the men to enter the victim’s residence and attempt to have sex with the victim even if he resisted, as Cruz said the resistance would be part of a role-playing scenario. Numerous men arrived at the victim’s residence seeking sex as a result of their communications with Cruz.

    Cruz also sent the victim’s nude photographs to the victim’s family members, including his mother, brother, and cousins.  In a text message sent by Cruz to the victim’s mother from a spoofed phone number, Cruz falsely suggested that the victim had committed suicide.

    Cruz, 34, of Oak Park, Ill., pleaded guilty last year to a federal cyberstalking charge.  In addition to the prison term, U.S. District Judge Steven C. Seeger on Wednesday ordered Cruz to pay $17,313.18 in restitution to the victim.

    The sentence was announced by Andrew S. Boutros, 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.

    “Defendant’s conduct shocks the conscience,” Assistant U.S. Attorney Jonathan L. Shih argued in the government’s sentencing memorandum. “He created significant risks that the victim would be hurt, injured, and raped.”

    MIL Security OSI –

  • MIL-OSI Security: Sapulpa Woman Sentenced for Second Degree Murder

    Source: Office of United States Attorneys

    TULSA, Okla. – A Sapulpa woman was sentenced today for Second Degree Murder in Indian Country, announced U.S. Attorney Clint Johnson.

    U.S. District Judge John D. Russell sentenced Christin Brianna Kelley, 35, to 240 months imprisonment, followed by five years of supervised release.

    Shortly after 4:00 a.m. on the morning of January 9th, 2024, Kelley and the victim, Isaac Smith, were sitting in a car in the parking lot of a gas station in Sand Springs. Kelley shot Isaac Smith several times, killing him. Law enforcement recovered the loaded pistol Kelley used in a trash can near the car.

    Kelley is a citizen of the Muscogee (Creek) Nation and will remain in custody pending transfer to the U.S. Bureau of Prisons.

    The FBI, the Sand Springs Police Department, and the Oklahoma State Bureau of Investigations investigated the case, and Assistant U.S. Attorneys Eric Johnston and Stephen Flynn prosecuted the case.

    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. For more information about Project Safe Neighborhoods, please visit Justice.gov/PSN.

    MIL Security OSI –

  • MIL-OSI USA: The United States Files False Claims Act Complaint Against Three National Health Insurance Companies and Three Brokers Alleging Unlawful Kickbacks and Discrimination Against Disabled Americans

    Source: US State of North Dakota

    The United States filed a complaint today under the False Claims Act (FCA) against three of the nation’s largest health insurance companies — Aetna Inc. and affiliates, Elevance Health Inc. (formerly known as Anthem), and Humana Inc. — and three large insurance broker organizations — eHealth, Inc. and an affiliate, GoHealth, Inc., and SelectQuote Inc. The United States alleges that from 2016 through at least 2021, the defendant insurers paid hundreds of millions of dollars in illegal kickbacks to the defendant brokers in exchange for enrollments into the insurers’ Medicare Advantage plans.

    Under the Medicare Advantage (MA) Program, also known as Medicare Part C, Medicare beneficiaries may choose to enroll in health care plans (MA plans) offered by private insurance companies, such as defendants Aetna, Anthem, and Humana. Many Medicare beneficiaries rely on insurance brokers to help them choose an MA plan that best meets their individual needs. Rather than acting as unbiased stewards, the defendant brokers allegedly directed Medicare beneficiaries to the plans offered by insurers that paid brokers the most in kickbacks, regardless of the suitability of the MA plans for the beneficiaries. According to the complaint, the broker organizations incentivized their employees and agents to sell plans based on the insurers’ kickbacks, set up teams of insurance agents who could sell only those plans, and at times refused to sell MA plans of insurers who did not pay sufficient kickbacks.

    The United States further alleges that Aetna and Humana each conspired with the broker defendants to discriminate against Medicare beneficiaries with disabilities whom they perceived to be less profitable. Aetna and Humana allegedly did so by threatening to withhold kickbacks to pressure brokers to enroll fewer disabled Medicare beneficiaries in their plans. The United States alleges that, in response to these financial incentives from Aetna and Humana, the defendant brokers or their agents rejected referrals of disabled beneficiaries and strategically directed disabled beneficiaries away from Aetna and Humana plans.

    “Health care companies that attempt to profit from kickbacks will be held accountable,” said Deputy Assistant Attorney General Michael Granston of the Justice Department’s Civil Division. “We are committed to rooting out illegal practices by Medicare Advantage insurers and insurance brokers that undermine the interests of federal health care programs and the patients they serve.”

    “It is concerning, to say the least, that Medicare beneficiaries were allegedly steered towards plans that were not necessarily in their best interest – but rather in the best interest of the health insurance companies,” said U.S. Attorney Leah B. Foley for the District of Massachusetts. “The alleged efforts to drive beneficiaries away specifically because their disabilities might make them less profitable to health insurance companies are even more unconscionable. Profit and greed over beneficiary interest is something we will continue to investigate and prosecute aggressively. This office will continue to take decisive action to protect the rights of Medicare beneficiaries and vulnerable Americans.”

    The lawsuit was originally filed under the qui tam or whistleblower provisions of the FCA. Under the FCA, private parties can file an action on behalf of the United States and receive a portion of the recovery. The FCA permits the United States to intervene in and take over the action, as it has done here. If a defendant is found liable for violating the FCA, the United States may recover three times the amount of its losses plus applicable penalties.

    The Justice Department’s Civil Division, Commercial Litigation Branch, Fraud Section and the U.S. Attorney’s Office for the District of Massachusetts are handling the matter, with valuable assistance from the Department of Health and Human Services (HHS) Office of Inspector General and the FBI.  The case is captioned United States ex rel. Shea v. eHealth, et al., No. 21-cv-11777.

    Trial Attorneys David G. Miller, Anna H. Jugo, Diana E. Curtis, and Sara B. Hanson of the Justice Department’s Civil Division and Assistant U.S. Attorneys Charles Weinograd and Julien Mundele for the District of Massachusetts are handling the matter.

    The investigation and prosecution of this matter illustrates the government’s emphasis on combating healthcare fraud.  One of the most powerful tools in this effort is the FCA.  Tips and complaints from all sources about potential fraud, waste, abuse, and mismanagement, can be reported to HHS at 800-HHS-TIPS (800-447-8477).

    The claims asserted in the complaint are allegations only. There has been no determination of liability. 

    Note: Read the complaint here

    MIL OSI USA News –

  • MIL-OSI Security: The United States Files False Claims Act Complaint Against Three National Health Insurance Companies and Three Brokers Alleging Unlawful Kickbacks and Discrimination Against Disabled Americans

    Source: United States Attorneys General 12

    The United States filed a complaint today under the False Claims Act (FCA) against three of the nation’s largest health insurance companies — Aetna Inc. and affiliates, Elevance Health Inc. (formerly known as Anthem), and Humana Inc. — and three large insurance broker organizations — eHealth, Inc. and an affiliate, GoHealth, Inc., and SelectQuote Inc. The United States alleges that from 2016 through at least 2021, the defendant insurers paid hundreds of millions of dollars in illegal kickbacks to the defendant brokers in exchange for enrollments into the insurers’ Medicare Advantage plans.

    Under the Medicare Advantage (MA) Program, also known as Medicare Part C, Medicare beneficiaries may choose to enroll in health care plans (MA plans) offered by private insurance companies, such as defendants Aetna, Anthem, and Humana. Many Medicare beneficiaries rely on insurance brokers to help them choose an MA plan that best meets their individual needs. Rather than acting as unbiased stewards, the defendant brokers allegedly directed Medicare beneficiaries to the plans offered by insurers that paid brokers the most in kickbacks, regardless of the suitability of the MA plans for the beneficiaries. According to the complaint, the broker organizations incentivized their employees and agents to sell plans based on the insurers’ kickbacks, set up teams of insurance agents who could sell only those plans, and at times refused to sell MA plans of insurers who did not pay sufficient kickbacks.

    The United States further alleges that Aetna and Humana each conspired with the broker defendants to discriminate against Medicare beneficiaries with disabilities whom they perceived to be less profitable. Aetna and Humana allegedly did so by threatening to withhold kickbacks to pressure brokers to enroll fewer disabled Medicare beneficiaries in their plans. The United States alleges that, in response to these financial incentives from Aetna and Humana, the defendant brokers or their agents rejected referrals of disabled beneficiaries and strategically directed disabled beneficiaries away from Aetna and Humana plans.

    “Health care companies that attempt to profit from kickbacks will be held accountable,” said Deputy Assistant Attorney General Michael Granston of the Justice Department’s Civil Division. “We are committed to rooting out illegal practices by Medicare Advantage insurers and insurance brokers that undermine the interests of federal health care programs and the patients they serve.”

    “It is concerning, to say the least, that Medicare beneficiaries were allegedly steered towards plans that were not necessarily in their best interest – but rather in the best interest of the health insurance companies,” said U.S. Attorney Leah B. Foley for the District of Massachusetts. “The alleged efforts to drive beneficiaries away specifically because their disabilities might make them less profitable to health insurance companies are even more unconscionable. Profit and greed over beneficiary interest is something we will continue to investigate and prosecute aggressively. This office will continue to take decisive action to protect the rights of Medicare beneficiaries and vulnerable Americans.”

    The lawsuit was originally filed under the qui tam or whistleblower provisions of the FCA. Under the FCA, private parties can file an action on behalf of the United States and receive a portion of the recovery. The FCA permits the United States to intervene in and take over the action, as it has done here. If a defendant is found liable for violating the FCA, the United States may recover three times the amount of its losses plus applicable penalties.

    The Justice Department’s Civil Division, Commercial Litigation Branch, Fraud Section and the U.S. Attorney’s Office for the District of Massachusetts are handling the matter, with valuable assistance from the Department of Health and Human Services (HHS) Office of Inspector General and the FBI.  The case is captioned United States ex rel. Shea v. eHealth, et al., No. 21-cv-11777.

    Trial Attorneys David G. Miller, Anna H. Jugo, Diana E. Curtis, and Sara B. Hanson of the Justice Department’s Civil Division and Assistant U.S. Attorneys Charles Weinograd and Julien Mundele for the District of Massachusetts are handling the matter.

    The investigation and prosecution of this matter illustrates the government’s emphasis on combating healthcare fraud.  One of the most powerful tools in this effort is the FCA.  Tips and complaints from all sources about potential fraud, waste, abuse, and mismanagement, can be reported to HHS at 800-HHS-TIPS (800-447-8477).

    The claims asserted in the complaint are allegations only. There has been no determination of liability. 

    Note: Read the complaint here

    MIL Security OSI –