Category: Politics

  • MIL-OSI USA: Congressman Moore Introduces Resolution Honoring Pope Leo XIV

    Source: United States House of Representatives – Representative Riley Moore (WV-02)

    Washington, D.C. – This afternoon, Congressman Riley M. Moore introduced a resolution with 20 of his House colleagues to honor Pope Leo XIV after his historic election to the Chair of St. Peter. Born Robert Francis Prevost, Pope Leo XIV is a native of Chicago and graduate of Villanova University. He was ordained a priest in 1982 and named a Cardinal by Pope Francis in 2023.

    Congressman Moore issued the following statement:

    “I was thrilled to hear of Pope Leo’s XIV election to the Chair of St. Peter, and have felt a tremendous sense of national pride that an American now leads the Catholic Church.

    “I pray the Lord blesses the Holy Father with the great wisdom and unyielding courage necessary to preach the Gospel of our Lord and Savior Jesus Christ.”

    Represenative Tom Suozzi (D-NY) co-led the resolution with Congressman Moore. Joining on as original co-sponsors were Representatives Tom Barrett (R-MI); Ryan Zinke (R-MT); Ann Wagner (R-MO); Michael McCaul (R-TX); Rob Bresnahan, Jr. (R-PA); Michael Rulli (R-OH); Stephanie Bice (R-OK); Lisa McClain (R-MI); John Rose (R-TN); Bryan Steil (R-WI); Mark Messmer (R-IN); Carlos Gimenez (R-FL); Chris Smith (R-NJ); French Hill (R-AR); John Rutherford (R-FL); Tony Gonzales (R-TX); Jeff Hurd (R-CO); Don Bacon (R-NE); and Jen Kiggans (R-VA).

    The Daily Wire first covered the story, read more here.

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    MIL OSI USA News

  • MIL-OSI Security: Former CEO of Healthcare Services Company Admits Role in Elaborate Investment Fraud Scheme

    Source: Office of United States Attorneys

    NEWARK, N.J. – The former chief executive officer of a publicly traded healthcare services company admitted his role in a conspiracy to defraud investors in connection with the purchase or sale of the company’s securities, U.S. Attorney Alina Habba announced.

    Parmjit Parmar, a/k/a “Paul Parmar,” 55, of Colts Neck, New Jersey, pleaded guilty before U.S. District Judge Madeline Cox Arleo in Newark federal court to conspiracy to commit securities fraud.

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

    From May 2015 through September 2017, Parmar and his conspirators, including Sotirios Zaharis, a/k/a “Sam Zaharis,” and Ravi Chivukula orchestrated an elaborate scheme to defraud a private investment firm and others out of hundreds of millions of dollars in connection with the funding of a transaction to take private a healthcare services company (Company A) traded publicly on the London Stock Exchange’s Alternative Investment Market. To fund the transaction, the private investment firm put up approximately $82.5 million and a consortium of financial institutions put up another $130 million, for a total of approximately $212.5 million. The scheme utilized fraudulent methods to grossly inflate the value of Company A and trick others into believing that Company A was worth substantially more than its actual value.

    Parmar and the conspirators sought to raise tens of millions of dollars in the public markets, purportedly to fund Company A’s acquisitions of various operating subsidiaries. In actuality, a number of those entities either did not exist or had only a fraction of the operating income attributed to them. The conspirators funneled the proceeds of these secondary offerings through bank accounts they controlled and used the money for a variety of purposes that had nothing to do with acquiring the purported targets. The conspirators went to great lengths to make it appear that these funds were revenue, concocting phony customers and altering bank statements to make it appear as if the funds were coming from customers.

    To perpetuate the scheme, Parmar and his conspirators also falsified and fabricated bank records of subsidiary entities in order to generate a phony picture of Company A’s revenue streams and made material misrepresentations and omissions to the private investment firm and others.

    Parmar and his conspirators’ actions caused victims to value Company A at more than $300 million for purposes of financing the transaction to take Company A private. The scheme was uncovered in September 2017, when Parmar and his conspirators resigned from their positions with Company A or were terminated. On March 16, 2018, Company A and numerous of its affiliated entities filed for bankruptcy, attributing the company’s financial demise, in large part, to the fraud scheme.

    The conspiracy to commit securities fraud charge to which Parmar has plead guilty, carries a maximum penalty of five years in prison and a $250,000 fine. Pursuant to the terms of his plea agreement, Parmar has also agreed to forfeiture of certain properties and the contents of several bank accounts, and the Court must order that Parmar pays restitution to any victims of his offense.

    U.S. Attorney Habba credited special agents of the Federal Bureau of Investigations, under the direction of Special Agent in Charge Brian Driscoll, with assistance from FBI Headquarters Forensic Accountant Support Team.

    The government is represented by Assistant U.S. Attorneys Vinay S. Limbachia, George M. Barchini, and Kelly M. Lyons of the U.S. Attorney’s Office Criminal Division in Newark.

    The charges and allegations contained in the Indictment with respect to Parmar’s co-defendants, Zaharis and Chivukula, are merely accusations, and Zaharis and Chivukula are presumed innocent unless and until proven guilty.

                                                                           ###

    Defense counsel for Parmar: John H. Hemann, Esq., San Francisco, CA; Andrew D. Goldstein, Victoria R. Pasculli, Alessandra V. Rafalson, Esqs., New York, NY; Anuva V. Ganapathi, Esq., Palo Alto, CA

    MIL Security OSI

  • MIL-OSI Security: Federal Jury Convicts Prison Inmate of Murder and Hate Crime in Death of Fellow Inmate

    Source: Office of United States Attorneys

    ROCKFORD — An inmate at Thomson Penitentiary in Thomson, Ill., has been convicted of murder and hate crime in the death of a fellow inmate.

    After a seven-day trial, the jury in U.S. District Court in Rockford on Tuesday found BRANDON SIMONSON, also known as “Whitey,” 41, of Moorhead, Minn., guilty of all four counts against him, including second-degree murder, conspiracy to commit murder, hate crime, and assault relating to the death of Matthew Phillips.  U.S. District Judge Iain D. Johnston set sentencing for Aug. 22, 2025.

    According to evidence presented at trial, Simonson conspired with a co-defendant, KRISTOPHER MARTIN, to beat Phillips because he was Jewish.  Simonson and Martin assaulted Phillips to gain recognition and membership into a white supremacist anti-semitic prison gang called the Valhalla Bound Skinheads.  Evidence showed Simonson punched and kicked Phillips in the face and head, despite Phillips being knocked unconscious and unable to defend himself.  The assault on March 2, 2020, led to Phillips’ death three days later. 

    Martin, also known as “No Luck,” 43, of Brazil, Ind., pleaded guilty earlier this year and is awaiting sentencing.

    The convictions were 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.  Valuable assistance was provided by the Federal Bureau of Prisons.  The government is represented by Assistant U.S. Attorneys Vincenza L. Tomlinson and Ronald DeWald.

    “We are grateful to the jury for delivering justice in a very difficult case for Mr. Phillips’ family and the people of the Northern District of Illinois,” said U.S. Attorney Boutros.  “The significant convictions in this case are the result of the extraordinary dedication and commitment of our prosecutors and law enforcement partners.  We will not tolerate criminal acts such as these anywhere in our district, including in our prison system.”

    “The FBI and our law enforcement partners hold those accountable who compromise the safety or lives of others, even those serving sentences in prison,” said FBI SAC DePodesta.  “We continue to ask the public to help keep our communities safe from any acts of violence like those detailed in this case by reporting threatening or suspicious behavior immediately to local law enforcement or the FBI.”

    MIL Security OSI

  • MIL-OSI: Orca Energy Group Inc. Announces Completion of Q1 2025 Interim Filings

    Source: GlobeNewswire (MIL-OSI)

    TORTOLA, British Virgin Islands, May 14, 2025 (GLOBE NEWSWIRE) — Orca Energy Group Inc. (“Orca” or the “Company” and includes its subsidiaries and affiliates) (TSX-V: ORC.A, ORC.B) today announces that it has filed its condensed consolidated interim (unaudited) financial statements and management’s discussion and analysis for the three month period ended March 31, 2025 (“Q1 2025”) with the Canadian securities regulatory authorities. All amounts are in United States dollars (“$”) unless otherwise stated.

    Jay Lyons, Chief Executive Officer, commented:

    “Operationally, I am pleased with how Orca has performed in the first quarter of 2025. Despite the marginal reduction in gas deliveries, largely due to factors outside of the Company’s control, production from the Songo Songo gas field remains robust and in line with our expectations. In light of the challenging commercial environment and the lack of clarity regarding a license extension being secured, capital expenditure on the field has been significantly reduced year-on-year, and this will remain the case going forward.

    Orca remains focused on safeguarding shareholder value with a view to maintaining the capital returns policy, subject to an ongoing review of the commercial environment. We will keep all our stakeholders appraised of developments over the coming months.”

    Highlights

    • Revenue for Q1 2025 increased by 2% compared to the same prior year period, primarily as a result of a higher current income tax adjustment.
    • To date the Songas Power Plant remains shutdown.
    • Gas delivered and sold decreased by 3% for Q1 2025 compared to the same prior year period. In 2024, the Julius Nyerere Hydropower Project (“JNHPP”) commenced commercial operations, with progressive commissioning of each of its 9 turbines allowing a potential peak output of over 2,115 MW. Although the JNHPP’s power generation is currently constrained pending ongoing development of the electricity distribution network, the increased hydro power generation it has delivered, combined with the Songas Power Plant shutdown, have been the primary factors in reduced gas liftings for the power sector.
    • On April 14, 2023, PanAfrican Energy Tanzania Limited (“PAET”) formally requested Tanzanian Petroleum Development Corporation (“TPDC”) apply for an extension of the Songo Songo Development License (the “License”). TPDC is contractually required to make this application promptly upon a request by the Company. In November 2024, TPDC submitted the application for the extension of the License to the Ministry of Energy (“MoE”), however, being uneconomic, the Company informed TPDC that it did not agree with the terms as submitted. Having declined to address PAET’s concerns itself, TPDC refused to rescind and resubmit the application and has advised PAET to raise any issues directly to the MoE. The Company’s Counsel subsequently submitted a letter to the MoE, requesting an urgent meeting to address the issues, and to date a response has not been received to such letter. There are currently no certainties on the timing, nature and extent of any extension of the License. Until an extension has been finalized, a high degree of uncertainty exists with respect to the extent of the Company’s operating activities subsequent to October 2026, when the License is set to expire.
    • On April 15, 2024, contrary to the terms of the gas agreement (“Gas Agreement”) and Production Sharing Agreement (the “PSA”) between PAET, TPDC and the Government of Tanzania (“GoT”), and in violation of Pan African Energy Corporation (Mauritius) (“PAEM”) and PAET’s expectations, the Permanent Secretary of MoE wrote to TPDC, copying PAET and Songas Limited (“Songas”), directing TPDC to “ensure that Protected Gas continues to be produced to the end of the Development Licence on 10th October 2026”. Consistent with that instruction, TPDC took the position that Protected Gas should continue despite the parties’ contractual agreement that Protected Gas ceased after July 31, 2024.
    • In February 2025, PAET, TPDC and Tanzania Portland Cement PLC (“TPCPLC”) agreed to the terms of the Supplementary Gas Agreement (“SGA”) to sell volumes after July 31, 2024 as Additional Gas, which, prior to August 1, 2024, were supplied as Protected Gas. In Q1 2025, TPCPLC fully paid the Company $10.4 million of the receivable previously outstanding as at December 31, 2024.
    • On August 7, 2024, PAET and PAEM issued a notice of dispute (“Notice of Dispute”) in respect of an investment treaty claim against the GoT for breach of the Agreement on Promotion and Reciprocal Protection of Investment between the Government of the Republic of Mauritius and the GoT (“BIT”), and a contractual dispute against GoT and TPDC, for breaches of the: (i) PSA, and (ii) the Gas Agreement. Initial meetings with both the Advisory and Coordinating Committees were held during the week of October 14, 2024 without any resolution on the key issues in dispute. The matters have been further referred to the relevant entity’s chief executive officers and working groups in accordance with the dispute resolution process. Discussions continued with meetings held in January and March 2025 without resolution. The Company’s Counsel subsequently submitted a letter to the MoE, requesting an urgent meeting to address the issues, to date we haven’t had a response to the letter.
    • In February 2025, the Company received a judgment (the “Judgment”) from the Tanzanian High Court (Commercial Division) (the “Court”) for a claim brought by a contractor against PAET. The claim was brought by the contractor for losses arising from PAET’s termination of a contract relating to the Company’s 3D seismic acquisition program. The contract was signed in 2022 and work was due to be completed by the end of 2022; however, work only commenced in 2023 and was never completed. Pursuant to the Judgment, the Court ordered specific and general damages in the aggregate of $23.1 million, plus legal costs and interest at a rate of 7% per annum be paid by PAET to the contractor. PAET respectfully disagrees with the Judgment and has initiated the appeal process. PAET was required to post security for the full amount of the Judgment until the appeal is resolved. The Company has recognised the resulting liability in 2024 based on the Judgment applied. The Company has initiated the appeal process, and if successful in that process, a reversal would be recognized in earnings at that time.
    • Net income attributable to shareholders decreased by 89% for Q1 2025 compared to the same prior year period, primarily as a result of higher depletion and general and administrative expenses.
    • Net cash flows from operating activities1 increased to $20.3 million in Q1 2025 compared to net cash flows used in operating activities of $6.2 million for the same prior year period, primarily a result of the higher payment of the 2023 current liability associated with additional profits tax in Q1 2024 and the TPCPLC settlement of the 2024 year end receivable as well as other changes in non-cash working capital.
    • Capital expenditures decreased by 63% for Q1 2025 compared to the same prior year period. The capital expenditures in Q1 2025 primarily related to the costs of flowlines replacements on SS-5 and SS-9 wells, deferred from 2024 at the request of the GoT. The capital expenditures in Q1 2024 primarily related to the costs of the planned SS-7 well workover program.
    • The Company exited the period with $26.8 million in working capital1 (December 31, 2024: $21.9 million) and cash and cash equivalents of $70.2 million (December 31, 2024: $90.1 million). Cash held in hard currencies (USD, Euro, GBP, CDN) was $64.8 million, as at March 31, 2025 (December 31, 2024: $87.1 million).
    • In February 2025, the Company fully prepaid the $60 million investment (the “Loan”) made by International Finance Corporation (“IFC”) in PAET, pursuant to a loan agreement dated October 29, 2015 between the IFC, PAET and the Company (the “Loan Agreement”). To effect the foregoing prepayment, the Company paid to IFC $30.6 million, representing the aggregate outstanding principal of the Loan together with all accrued interest thereon and all other amounts owing in connection with the Loan as of February 21, 2025. As of the date hereof, the annual variable participating interest granted by PAET to IFC under the terms of the Loan Agreement remains outstanding.
    • As at March 31, 2025, the current receivable from the TANESCO was $12.5 million (December 31, 2024: $12.7 million). The TANESCO long- term receivable as at March 31, 2025 and as at December 31, 2024 was $22.0 million and has been fully provided for. Subsequent to March 31, 2025, the Company has invoiced TANESCO $5.4 million for April 2025 gas deliveries and TANESCO has paid the Company $5.7 million to date.
    • On April 15, 2025 PAET signed a settlement agreement with TPDC and TANESCO (“Settlement Agreement”), for TANESCO to pay PAET and TPDC $52.0 million for unpaid amounts owing by TANESCO for deliveries of natural gas from the Songo Songo gas field. The Settlement Agreement requires TANESCO to pay the Tanzanian Shilling equivalent of $52.0 million, comprised of the $33.7 million principal amount and $18.3 million representing a portion of the default interest owed by TANESCO. It was agreed that the remaining balance of the default interest owing by TANESCO would be waived if TANESCO pays the settlement amount when required and in full while remaining current on amounts owed. TANESCO must pay the settlement amount to PAET via weekly instalments and meet monthly total payment amounts, commencing in April 2025 and ending in October 2025. Payments on account of the settlement amount will be allocated between PAET and TPDC in accordance with the PSA. Pursuant to the PSA, and assuming payment in full of the settlement amount, the Company expects to retain approximately $29.4 million of the settlement amount with TPDC retaining the balance. To date, TANESCO has paid $10.0 million under the Settlement Agreement.

    1 See Non-GAAP Financial Measures and Ratios.

    Financial and Operating Highlights for the Three Months Ended March 31, 2025          
      Three Months
    ended March 31 
    % Change 
    (Expressed in $’000 unless indicated otherwise) 2025 2024  Q1/25 vs Q1/24 
    OPERATING
    Daily average gas delivered and sold (MMcfd)
    72.0 74.3   (3 )%
    Industrial 19.1 14.0   36 %
    Power 52.9 60.3   (12 )%
    Average price ($/mcf)          
    Industrial 7.98 8.94   (11 )%
    Power 3.92 3.87   1 %
    Weighted average 4.99 4.82   4 %
    Operating netback ($/mcf)1 2.87 2.79   3 %
    FINANCIAL      
    Revenue 25,391 24,937   2 %
    Net income attributable to shareholders 102 969   (89 )%
    per share – basic and diluted ($) 0.01 0.05   (80 )%
    Net cash flows from / (used in) operating activities 20,264 (6,170 ) n/m
    per share – basic and diluted ($)1 1.03 (0.31 ) n/m
    Capital expenditures1 548 1,470   (63 )%
    Weighted average Class A and Class B shares (‘000) 19,766 19,799   0 %
      March 31, As at December 31,  
      2025 2024  % Change
    Working capital (including cash) 1 26,796 21,904   22 %
    Cash and cash equivalents 70,183 90,076   (22 )%
    Outstanding shares (‘000)      
    Class A 1,750 1,750   0 %
    Class B 18,015 18,022   0 %
    Total shares outstanding 19,765 19,772   0 %

    1 See Non-GAAP Financial Measures and Ratios.

    The complete Condensed Consolidated Interim (Unaudited) Financial Statements and Notes and Management’s Discussion & Analysis for the three months ended March 31, 2025 may be found on the Company’s website at www.orcaenergygroup.com or on the Company’s profile on SEDAR+ at www.sedarplus.ca.

    Orca Energy Group Inc.

    Orca Energy Group Inc. is an international public company engaged in natural gas development and supply in Tanzania through its subsidiary, PAET. Orca trades on the TSX Venture Exchange under the trading symbols ORC.B and ORC.A.

    The principal asset of Orca is its indirect interest in the PSA with TPDC and the GoT in the United Republic of Tanzania. This PSA covers the production and marketing of certain conventional natural gas from the License offshore Tanzania. The PSA defines the gas produced from the Songo Songo gas field as “Protected Gas” and “Additional Gas”. The Gas Agreement deals further with the parties’ entitlement to Protected Gas and Additional Gas. Under the Gas Agreement, until July 31, 2024, Protected Gas was owned by TPDC and was sold to Songas TPCPLC. After July 31, 2024, Protected Gas ceased and all production from the Songo Songo gas field constitutes Additional Gas which PAET and TPDC are entitled to sell on commercial terms until the PSA expires in October 2026. Songas is the owner of the infrastructure that enables the gas to be treated and delivered to Dar es Salaam, which includes a gas processing plant on Songo Songo Island.

    Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

    Abbreviations

    mcf thousand cubic feet
    MMcf million standard cubic feet
    MMcfd million standard cubic feet per day


    Non-GAAP
    Financial Measures and Ratios

    In this press release, the Company has disclosed the following non-GAAP financial measures, non-GAAP ratios and supplementary financial measures: capital expenditures, operating netback, operating netback per mcf, working capital, net cash flows from operating activities per share and weighted average Class A and Class B Shares.

    These non-GAAP financial measures and ratios disclosed in this press release do not have any standardized meaning under International Financial Reporting Standards (“IFRS”), and may not be comparable to similar financial measures disclosed by other issuers. These non-GAAP financial measures and ratios should not, therefore, be considered in isolation or as a substitute for, or superior to, measures and ratios of Company’s financial performance defined or determined in accordance with IFRS. These non-GAAP financial measures and ratios are calculated on a consistent basis from period to period.

    Non-GAAP Financial Measures

    Capital expenditures

    Capital expenditures is a useful measure as it provides an indication of our investment activities. The most directly comparable financial measure is net cash used in investing activities. A reconciliation to the most directly comparable financial measure is as follows:

      Three Months ended
    March 31
    $’000 2025 2024 
    Pipelines, well workovers and infrastructure 548 1,169  
    Other capital expenditures 301  
    Capital expenditures 548 1,470  
    Change in non-cash working capital 7,102 (85 )
    Net cash used by investing activities 7,650 1,385  


    Operating netback

    Operating netback is calculated as revenue less processing and transportation tariffs, TPDC’s revenue share, and operating and distribution costs. The operating netback summarizes all costs that are associated with bringing the gas from the Songo Songo gas field to the market and is a measure of profitability. A reconciliation to the most directly comparable financial measure is as follows:

      Three Months ended March 31
    $’000 2025  2024 
    Revenue 25,391   24,937  
    Production, distribution and transportation expenses (4,203 ) (4,310 )
    Net Production Revenue 21,188   20,627  
    Less current income tax adjustment (recorded in revenue) (2,538 ) (1,726 )
    Operating netback 18,650   18,901  
    Sales volumes MMcf 6,487   6,764  
    Netback $/mcf 2.87   2.79  


    Non-GAAP
    Ratios

    Operating netback per mcf

    Operating netback per mcf represents the profit margin associated with the production and sale of Additional Gas and is calculated by taking the operating netback and dividing it by the volume of Additional Gas delivered and sold. This is a key measure as it demonstrates the profit generated from each unit of production.

    Supplementary Financial Measures

    Working capital

    Working capital is defined as current assets less current liabilities, as reported in the Company’s Condensed Consolidated Interim Statements of Financial Position (Unaudited). It is an important measure as it indicates the Company’s ability to meet its financial obligations as they fall due.

    Net cash flows from operating activities per share

    Net cash flows from operating activities per share is calculated as net cash flows from operating activities divided by the weighted average number of shares, similar to the calculation of earnings per share. Net cash flow from operations is an important measure as it indicates the cash generated from the operations that is available to fund ongoing capital commitments.

    Weighted average Class A and Class B Shares

    In calculating the weighted average number of shares outstanding during any period the Company takes the opening balance multiplied by the number of days until the balance changes. It then takes the new balance and multiplies that by the number of days until the next change, or until the period end. The resulting multiples of shares and days are then aggregated and the total is divided by the total number of days in the period.

    Forward-Looking Statements

    This press release contains forward-looking statements or information (collectively, “forward-looking statements”) within the meaning of applicable securities legislation. All statements, other than statements of historical fact included in this press release, which address activities, events or developments that Orca expects or anticipates to occur in the future, are forward-looking statements. Forward-looking statements often contain terms such as may, will, should, anticipate, expect, continue, estimate, believe, project, forecast, plan, intend, target, outlook, focus, could and similar words suggesting future outcomes or statements regarding an outlook. More particularly, this press release contains, without limitation, forward-looking statements pertaining to the following: the Company’s expectations regarding the demand for natural gas and power supply; assessment by the Company of the merits of the appeal made by the Company pursuant to the Judgment; costs, outcomes and timing in respect to the outcome of the appeal of the Judgement; merit, outcomes, position and timing in respect of the Notice of Dispute; expectations in relation to the Notice of Dispute; extension of the License and the Company’s expectation to continue to actively engage with the GoT to progress the License extension; the ability of the Company to continue its operating activities subsequent to October 2026, when the License is set to expire; continued accrual of participating interest in respect of the Loan until the specified date; the receipt of the payment of arrears from TANESCO; and the payment by TANESCO of amounts owing under the Settlement Agreement; and the amount that PAET is expected to retain in relation to the Settlement Agreement. Actual results may differ materially from those anticipated in the forward-looking statements. Although management believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, levels of activity, access to resources and infrastructure, performance or achievement since such expectations are inherently subject to significant business, economic, operational, competitive, political and social uncertainties and contingencies.

    These forward-looking statements involve substantial known and unknown risks and uncertainties, certain of which are beyond the Company’s control, and many factors could cause the Company’s actual results to differ materially from those expressed or implied in any forward-looking statements made by the Company, including, but not limited to: uncertainties involving the Notice of Dispute and the Judgment; various uncertainties involved in the extension of the License; risk that meetings related to the Notice of Dispute are not held on the anticipated timing; risk the PSA will not be replaced; risk of decreased demand for production volumes from the Songo Songo gas field; risk the Songas Power Plant will shut down indefinitely; negative effect on the Company’s rights under the PSA and other agreements relating to its business in Tanzania; fluctuations in demand for natural gas and power supply in Tanzania; the Company’s average gas sales including the sale of Additional Gas are different than anticipated; risk that the Company may incur losses and legal expenses as a result of the Notice of Dispute and/or appeal of the Judgment; uncertainties regarding quantum of damages payable to the Company in respect of the Notice of Dispute; uncertainties regarding quantum of damages payable by the Company in respect of the appeal of the Judgment; risk that the budgeted expenditures, timing of the completion and anticipated benefits from the Company’s various development programs and studies in 2025 are different than expected; risk of damage to the Company’s infrastructure assets; failure to extend the License on favorable terms or at all; inability to continue the Company’s operating activities beyond the expiry of the License; inability to maintain gas sale contract discipline; the accrual of participating interest is different than expected; failure to receive payment of arrears from TANESCO; if any payment is eventually required in respect of the Judgment, that it will not be cost recoverable under the PSA; risk that TANESCO will not pay such amounts owing under the Settlement Agreement; changes to forecasts regarding future development capital spending and source of capital spending; risk of future restrictions on the movement of cash from Jersey, Mauritius or Tanzania; occurrence of circumstance or events which significantly impact the Company’s cash flow and liquidity and the Company’s ability cover its long-term and short-term obligations or fund planned capital expenditures; incurrence of losses from debtors in 2025; prolonged foreign exchange reserves deficiency in Tanzania; inability to convert Tanzanian shillings into US dollars or other hard currencies as and when required; discontinuation of work by the Company with the GoT on an alternative development plan for longer term field development; failure to obtain necessary regulatory approvals; risks regarding the uncertainty around evolution of Tanzanian legislation; risk of unanticipated effects regarding changes to the Company’s tax liabilities and the implementation of further legislation and the Company’s interpretation of the same; risk of a lack of access to Songas processing and transportation facilities; risk that the Company may be unable to complete additional field development to support the Songo Songo production profile through the life of the License; risks associated with the Company’s ability to complete sales of Additional Gas; negative effect on the Company’s rights under the PSA and other agreements relating to its business in Tanzania as a result of recently enacted legislation, as well as the risk that such legislation will create additional costs and time connected with the Company’s business in Tanzania; risk relating to the Company’s relationship with the GoT; the impact of general economic conditions in the areas in which the Company operates; civil unrest; risk of pandemic; industry conditions; changes in laws and regulations including the adoption of new environmental laws and regulations; impact of local content regulations and variances in the interpretation and enforcement of such regulations; uncertainty regarding results through negotiations and/or exercise of legally available remedies; failure to successfully negotiate agreements; risks of non-payment by recipients of natural gas supplied by the Company; lack of certainty with respect to foreign legal systems, corruption, and other factors that are inconsistent with the rule of law; risk of loss due to acts of war, terrorism, sabotage and civil disturbances; timing of receipt of, or failure to comply with, necessary permits and approvals; and potential damage to the Company’s reputation due to the actual or perceived occurrence of any number of events, including negative publicity with respect to the Company’s dealings with the GoT, TPDC and TANESCO, whether true or not; increased competition; the lack of availability of qualified personnel or management; fluctuations in commodity prices, foreign exchange or interest rates; stock market volatility; competition for, among other things, capital, oil and gas field services and skilled personnel; failure to obtain required equipment or replacement parts for field development; effect of changes to the PSA on the Company as a result of the implementation of new government policies for the oil and gas industry; inaccuracy in reserve estimates; incorrect forecasts in production and growth potential of the Company’s assets; inability to obtain required approvals of regulatory authorities; risks associated with negotiating with foreign governments; failure to successfully negotiate agreements; risk that the Company will not be able to fulfil its contractual obligations; risk that trade and other receivables may not be paid by the Company’s customers when due; the risk that the Company’s Tanzanian operations will not provide near term revenue earnings; and such additional risks listed under “Business Risks” in our management discussion and analysis for the three months ended March 31, 2025, and our management discussion and analysis for the year ended December 31, 2024. As a result of the foregoing, the Company’s actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurances can be given that any of the events anticipated by these forward-looking statements will transpire or occur, or if any of them do so, what benefits the Company will derive therefrom. Readers are cautioned that the foregoing list of factors is not exhaustive.

    Such forward-looking statements are based on certain assumptions made by the Company in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors the Company believes are appropriate in the circumstances, including, but not limited to: increased demand for gas supply; successful negotiation and execution of new gas sales contracts under the Gas Agreement; successful negotiation of the License extension on terms favorable to the Company; successful implementation of various development and study programs at the budgeted expenditures; accurate assessment by the Company of the merits of its claim under the Notice of Dispute and the appeal of the Judgment; that all capital allocation decisions will be based upon prudent economic evaluations and returns; successful maintenance of gas sale contract discipline on a go-forward basis pursuant to the Company’s gas supply agreements; that the Company will receive payment of arrears from TANESCO; the Company’s relationship with TPDC and the GoT; the current status of actions involved in the Notice of Dispute; accurate assessment by the Company of the merits of its rights and obligations in relation to TPDC and the GoT and other stakeholders in the Songo Songo gas field; receipt of required regulatory approvals; the Company’s ability to maintain strong commercial relationships with the GoT and other state and parastatal organizations and other stakeholders in the Songo Songo gas field; the current and future administration in Tanzania continues to honor the terms of the PSA and the Company’s other principal agreements; that there will continue to be no restrictions on the movement of cash from Mauritius, Jersey or Tanzania; that the Company will have sufficient cash flow, debt or equity sources or other financial resources required to fund its capital and operating expenditures and participation interest obligations as needed; the Company does not incur any losses from debtors in 2025; absence of circumstances or events that significant impact the Company’s cash flow and liquidity; the Company will continue to be able to convert Tanzanian shillings into US dollars; long term field development will be carried out as planned; continued work by the Company with the GoT on alternative development plan for longer term field development as anticipated; timing and amount of capital expenditures and source of funding are in line with forecasts; the Company’s ability to obtain necessary regulatory approvals; the anticipated supply and demand of natural gas are in line with the Company’s expectations; accurate assessment by the Company of the merits of appeal brought forward by the Company pursuant to the Judgment; that the amount of damages recoverable by the Company under the Notice of Dispute will be in line with expectations; the Company’s interpretation and prediction of the effects regarding changes to the Company’s tax liabilities and the implementation of further legislation is accurate in all material respects; the Company’s ability to obtain revenue earnings from its operations; access to customers and suppliers; availability of employees to carry out day-to-day operations, and other resources; that the Company will successfully negotiate agreements; receipt of required regulatory approvals; the ability of the Company to increase production as required to meet demand; infrastructure capacity; commodity prices will not deteriorate significantly; availability of skilled labour; uninterrupted access to infrastructure; the impact of increasing competition; conditions in general economic and financial markets; effects of regulation by governmental agencies; that the Company’s appeal of various tax assessments will be successful; current or, where applicable, proposed industry conditions, laws and regulations will continue in effect or as anticipated as described herein; the effect of any new environmental and climate change related regulations will not negatively impact the Company; and other matters.

    The forward-looking statements contained in this press release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

    Highlights

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

    First Quarter Commentary

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

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

    First Quarter Results

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

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

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

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

    Royalty Partner Business Updates

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

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

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

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

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

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

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

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

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

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

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

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

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

    Distributable Cash and Dividends Declared

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

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

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

    Net Income

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

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

    Availability of Annual General Meeting Materials and Leadership Update

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

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

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

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

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

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

    About Diversified Royalty Corp.

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

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

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

    Forward-Looking Statements

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

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

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

    Non-IFRS Measures

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

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

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

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

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

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

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

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

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

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


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

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

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

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

    Third Party Information

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

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

    Additional Information

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

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

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

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

    The MIL Network

  • MIL-OSI: Stardust Power Announces Q1 2025 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    GREENWICH, Conn., May 14, 2025 (GLOBE NEWSWIRE) — Stardust Power Inc. (“Stardust Power” or the “Company”) (Nasdaq: SDST), an American developer of battery-grade lithium products, today announced its results for the first quarter ended March 31, 2025.  

    First Quarter 2025 Business Updates and Subsequent Events

    Operational highlights for the first quarter of 2025 include:

    • Confirmed with Oklahoma regulators the Muskogee facility will not require an industrial wastewater permit thanks to its closed-loop water system that eliminates discharge and reduces local water use.
    • Executed a key service agreement with Oklahoma Gas and Electric to develop a dedicated substation at the Muskogee refinery site, securing up to 40MW of scalable power and enabling critical pre-construction activities ahead of Final Investment Decision.
    • Appointed Carlos Urquiaga as Senior Advisor to advise on capital-raising efforts; with over $40 billion in transaction experience across top institutions, he brings deep expertise in metals and mining finance to support our path toward Final Investment Decision.

    Roshan Pujari, Founder and CEO of Stardust Power, commented on the Company’s Q1 performance, “Despite ongoing macroeconomic volatility and global market uncertainty, Q1 was a quarter of focused execution for Stardust Power. We continue to advance steadily toward Final Investment Decision, supported by strategic progress across permitting, engineering, and financing. With lithium’s long-term outlook growing stronger, we remain committed to seizing this generational opportunity and building a scalable, U.S.-based refining platform aligned with national critical mineral and supply chain priorities.”

    First Quarter Financial Highlights

    As of March 31, 2025, we had cash and cash equivalents of approximately $1.6 million. As of March 31, 2025, we had zero long term debt. Other financial highlights include:

    • Net Loss of $3.8 million for the first quarter of 2025, compared to $1.4 million for the prior year quarter ended March 31, 2024.
    • Loss per share was $(0.07) for the first quarter of 2025, compared to $(0.04) for the prior year quarter, the increase being driven primarily by higher general and administrative costs due to personnel related costs and finance charges for short term loans.
    • Net cash used in operating activities totaled $2.9 million for the first quarter of 2025, compared to $0.9 million for the prior year quarter, the increase driven by continued investment in operations, hiring of key talent and certain expenses related to the close of the Business Combination.
    • Net cash used in investing activities was $1.0 million for the first quarter of 2025, compared to $3 thousand for the prior year quarter, driven by our initial capital investments made in the anticipated building of the refinery.
    • Net cash provided by financing activities was $4.5 million for the first quarter of 2025, compared to $54 thousand for the prior year quarter. The increase was driven primarily by $8.0 million in cash received from public offering and warrant inducements, net of offering cost, offset partially by $3.7 million repayment of short-term loans.

    Conference Call Details

    Stardust Power will host a conference call to discuss the results today, May 14, 2025, at 5:30pm EST. Participants may access the call by clicking the participant call link and ask questions:
    https://register-conf.media-server.com/register/BI0aeb48ba9a8d4f1b93ee2ec5a2bf0886

    Upon registering at the link you will receive the dial-in info and a unique PIN to join the call as well as an email confirmation with the details. You can also access the call via live audio webcast using the website link to listen in:
    https://edge.media-server.com/mmc/p/98ca9vd3

    The earnings call will be available on the Company website following the event.

    About Stardust Power 

    Stardust Power is a developer of battery-grade lithium products designed to bolster America’s energy leadership by building resilient supply chains. Stardust Power is developing a strategically central lithium processing facility in Muskogee, Oklahoma with the anticipated capacity of producing up to 50,000 metric tons per annum of battery-grade lithium. The Company is committed to sustainability at each point in the process. Stardust Power trades on the Nasdaq under the ticker symbol “SDST.”

    For more information, visit www.stardust-power.com 

    Cautionary Statement Regarding Forward-Looking Statements 

    This press release and any oral statements made in connection herewith include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended. Forward-looking statements are any statements other than statements of historical fact, and include, but are not limited to, statements regarding the expectations of plans, business strategies, objectives and growth and anticipated financial and operational performance. These forward-looking statements are based on management’s current beliefs, based on currently available information, as to the outcome and timing of future events. Forward-looking statements are often identified by words such as “anticipate,” “appears,” “approximately,” “believe,” “continue,” “could,” “designed,” “effect,” “estimate,” “evaluate,” “expect,” “forecast,” “goal,” “initiative,” “intend,” “may,” “objective,” “outlook,“ ”plan,“ ”potential,“ ”priorities,“ ”project,“ ”pursue,“ ”seek,“ ”should,“ ”target,“ ”when,“ ”will,“ ”would,” or the negative of any of those words or similar expressions that predict or indicate future events or trends or that are not statements of historical matters, although not all forward-looking statements contain such identifying words. In making these statements, we rely upon assumptions and analysis based on our experience and perception of historical trends, current conditions, and expected future developments, as well as other factors we consider appropriate under the circumstances. We believe these judgments are reasonable, but these statements are not guarantees of any future events or financial results. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond our control.  

    These forward-looking statements are subject to a number of risks and uncertainties, including the ability of Stardust Power to recognize the anticipated benefits of the business combination, which may be affected by, among other things, competition, the ability of Stardust Power to grow and manage growth profitably, maintain key relationships and retain its management and key employees; risks related to the price of Stardust Power’s securities, including volatility resulting from recent sales of securities, issuance of debt, and exercise of warrants, changes in the competitive and highly regulated industries in which Stardust Power plans to operate, variations in performance across competitors, changes in laws and regulations affecting Stardust Power’s business and changes in the combined capital structure; the regulatory environment and our ability to obtain necessary permits and other governmental approvals for our operation; Stardust Power’s need for substantial additional financing to execute our business plan and our ability to access capital and the financial markets; worldwide growth in the adoption and use of lithium products; the Company’s ability to enter into and realize the anticipated benefits of offtake and license and other commercial agreements; risks related to the ability to implement business plans, forecasts, and other expectations and identify and realize additional opportunities; the substantial doubt regarding the Company’s ability to continue as a going concern and the need to raise capital in the near term in order to maintain the Company’s operations; the Company’s continued listing on the Nasdaq; and those factors described or referenced in filings with the SEC, including its Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the SEC on March 27, 2025. The foregoing list of factors is not exhaustive. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that we do not presently know or that we currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect our expectations, plans or forecasts of future events and views as of the date of this press release. We anticipate that subsequent events and developments will cause our assessments to change. 

    We caution readers not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events, or other factors that affect the subject of these statements, except where we are expressly required to do so by law. All written and oral forward-looking statements attributable to us are expressly qualified in their entirety by this cautionary statement. 

    Stardust Power Contacts 

    For Investors: 

    Johanna Gonzalez 
    investor.relations@stardust-power.com 

    For Media: 

    Michael Thompson 

    media@stardust-power.com 

    The MIL Network

  • MIL-OSI: MATTR Announces First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

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

    Highlights include1:

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

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

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

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

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

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

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

    1.0 FIRST QUARTER HIGHLIGHTS

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

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

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

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

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

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

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

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

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

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

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

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

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

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

    2.0 OUTLOOK

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

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

    3.0 CONFERENCE CALL AND ADDITIONAL INFORMATION

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

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

    About Mattr

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

    For further information, please contact:

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

    Source: Mattr Corp.
    Mattr.ER

    4.0 FORWARD-LOOKING INFORMATION

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

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

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

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

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

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

    5.0 RECONCILIATION OF NON-GAAP MEASURES

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

    EBITDA and Adjusted EBITDA

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

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

    Adjusted EBITDA Margin

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

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

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

    Adjusted Net Income (attributable to shareholders)

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

    Adjusted Earnings Per Share (“Adjusted EPS”)

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

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

    Total Net debt-to-Adjusted EBITDA

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

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

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


    Total Interest Coverage Ratio

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

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


    Modernization, Expansion and Optimization (“MEO”) Costs

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

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

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

    6.0 ADDITIONAL INFORMATION

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

    Dated: May 14, 2025

    The MIL Network

  • MIL-OSI USA: Congressman Castro Statement on Director Gabbard’s Firing of Top Two Officials at the National Intelligence Council

    Source: United States House of Representatives – Congressman Joaquin Castro (20th District of Texas)

    May 14, 2025

    WASHINGTON, D.C. — Today, Congressman Joaquin Castro (TX-20), Ranking Member of the Oversight and Investigations Subcommittee on the House Permanent Select Committee on Intelligence, released the following statement:

    “Tulsi Gabbard fired the top two officials at the National Intelligence Council for telling the truth. Trump’s use of the Alien Enemies Act is built on the fiction that the Venezuelan regime controls the gang Tren De Aragua.We know this is false. I joined Intelligence Committee Ranking Member Himes in calling on Gabbard to publicly release these assessments. I also raised this with CIA Director Ratcliffe and Director Gabbard in the March Intelligence Committee hearing. In that hearing, Director Gabbard misrepresented the intelligence we have all now seen that finds no link between the Venezuelan regime and Tren de Aragua.

    “The Director of National Intelligence’s most important responsibility is to accurately represent the facts. Instead, she has fired the top two officials at the National Intelligence Council because their analysis was not politically convenient for the President. Under the Trump Administration, intelligence is being politicized and bent to the will of President Trump. That is dangerous because it intimidates intelligence analysts, undercuts the integrity of their work, and undermines our national security.” 


    MIL OSI USA News

  • MIL-OSI USA: Pressley, Booker, Warren Unveil Bill to Suspend Garnishments for Student Loan Borrowers

    Source: United States House of Representatives – Congresswoman Ayanna Pressley (MA-07)

    Bill Comes as Trump Admin. Set to Seize Hard-Earned Wages, Tax Refunds, and Social Security Checks for Struggling Borrowers

    The Ending Administrative Wage Garnishment Act of 2025 will also reform administration of the administrative wage garnishment program

    Bill Text (PDF)

    WASHINGTON – Today, Congresswoman Ayanna Pressley (MA-07), along with Senators Cory Booker (D-NJ) and Elizabeth Warren (D-MA), reintroduced the Ending Administrative Wage Garnishment Act of 2025, legislation that would provide borrower relief and support by suspending garnishment as a tool for student debt collection by the federal government.

    On April 22, 2025, the Department of Education announced that, starting May 5th, it will resume collections on defaulted federal student loans, including wage garnishments, tax refund interceptions, and seizure of Social Security benefits. For the nearly 5.5 million people currently in default—and soon for the projected 8 million additional people in delinquency—this means that they will face the government’s harsh collection tactics for the first time in over five years. This shift coincides with mass firings at the Department of Education and limited access to income-driven repayment plans, leaving students without critical support to navigate the repayment process.  

    “No one should have their hard-earned wages, tax refunds, and Social Security checks seized by Donald Trump—and our bill would ensure they do not,” said Representative Pressley. “The Trump Administration should not be in the business of picking the pockets of our most vulnerable borrowers, gutting the Department of Education or exacerbating the student debt crisis. I am proud to partner with Senators Booker and Warren to push back against this Administration’s shameful garnishment tactics and stand up for our student borrowers.”

    “Wage garnishment allows the government to instruct employers to withhold up to 15 percent of an individual’s hard-earned wages, as well as intercept tax refunds, and seize Social Security benefits in order to collect student loan debt,” said Senator Booker. “If resumed, this harmful practice will hurt millions of Americans already struggling to make ends meet while paying off their student loans. This legislation will put an end to the Trump’s administration’s attempt to punish vulnerable student loan borrowers.”

    “It’s cruel for the Trump administration to restart collections while it crashes the economy and fires employees that help people navigate the loan repayment system,” said Senator Warren. “Our commonsense bill stops the administration from going after working people and improperly taking a chunk of borrowers’ paychecks.”

    “Amidst unprecedented economic uncertainty and as millions of working families are struggling with the rising costs of everyday essentials, the Trump Administration’s calloused decision to unleash abusive and uncontrollable collection tools that have the power to take borrower’s hard earned wages without safeguards. Instead of helping the 5 million borrowers that have fallen into default and the millions more that are behind and now at risk of default later this year, this Administration appears set on inflicting massive economic harm on millions of Americans—a decision that will further drag down an already struggling economy,” said SBPC Policy Director Aissa Canchola Banez. “We applaud Senator Booker and Congresswoman Pressley for introducing the Ending Administrative Garnishment Act which will rein in the Secretary of Education’s authority to subject borrowers to administrative wage garnishment and ensure that critical safeguards are in place.”

    The Ending Administrative Wage Garnishment Act of 2025:

    • Suspends the Secretary of Education’s authority to garnish wages, tax refunds, Social Security checks, or other earned benefits
    • Mandates the Department of Education to:
      • Promptly refund improperly garnished wages within one week.
      • Establish the ability to independently suspend or terminate garnishment operations upon identifying errors.
      • Ensure employers verify garnishment information quarterly.
    • Prohibits garnishment on loans that have been outstanding for more than 10 years.
    • Establishes a private right of action allowing borrowers to sue employers who improperly garnish wages after a garnishment order is suspended.
    • Requires the Department to pay double damages to borrowers whose wages are improperly garnished.

    To read the full text of the bill, click here.

    Rep. Pressley has been a leading voice in Congress urging President Biden to cancel student debt. Following years of advocacy by Rep. Pressley—in partnership with colleagues, borrowers, and advocates—the Biden-Harris Administration announced a historic plan to cancel student debt that stands to benefit over 40 million people. She has consistently helped borrowers access student debt cancellation resources, including PSLF, and she was proud to welcome a union educator and PSLF recipient as her guest to President Biden’s State of the Union Address in March.

    • On October 18, 2024, Rep. Pressley applauded the Biden-Harris Administration’s approval of approximately $4.5 billion in additional student debt cancellation for approximately 60,000 workers nationwide who work in public service.
    • On October 2, 2024, Rep. Pressley joined borrowers and advocates to unveil new state-by-state data quantifying the harm that Project 2025 would have on millions of public service workers nationwide.
    • On September 10, 2024, Rep. Pressley joined Senator Warren and Rep. Jim Clyburn in urging the U.S. Department of Education to consider terminating its contract with student loan servicer MOHELA.
    • On August 29, Rep. Pressley issued a statement following the Supreme Court’s refusal to reinstate President Biden’s Saving on a Valuable Education (SAVE) student debt relief program.
    • On August 9, 2024, Rep. Pressley joined Senator Warren, Representative Dean, and their colleagues urging student loan servicer Navient to reform its flawed process to cancel the private student loans of borrowers who attended fraudulent, for-profit colleges.
    • On June 25, 2024, Rep. Pressley issued a statement on federal judges in Missouri and Kansas siding with Republican states to block portions of President Biden’s Saving on a Valuable Education (SAVE) student debt relief program. 
    • On June 25, 2024, Rep. Pressley colleagues, borrowers, and advocates urged the Biden Administration to terminate the contract of federal student loan servicer MOHELA. Their calls follow MOHELA’s repeated failure to perform basic loan servicing functions and ongoing harm caused by MOHELA to student loan borrowers.
    • On May 20, 2024, Rep. Pressley, along with Reps. Omar, Clyburn and Wilson, led their colleagues in urging the U.S. Department of Education to ensure its proposed student debt relief rule is implemented in the most effective and efficient manner possible for millions of borrowers.
    • On May 1, 2024, Rep. Pressley issued a statement applauding the Biden Administration’s approval of student loan discharge for 317,000 borrowers who attended The Art Institutes, including over 3,500 borrowers in Massachusetts.
    • On April 14, 2024, Rep. Pressley applauded President Biden’s approval of an additional $7.4 billion in student debt cancellation for 277,000 borrowers.
    • On April 8, 2024, Rep. Pressley hailed President Biden’s announcement of new plans to provide student debt relief for tens of millions of borrowers across the country.
    • On March 21, 2024, Rep. Pressley applauded the Biden-Harris Administration’s approval of $5.8 billion in additional student loan debt cancellation for 77,700 public service workers.
    • On March 20, 2024, Rep. Pressley and Senator Elizabeth Warren led their colleagues in calling on federal agencies to end the practice of offsetting Social Security benefits to pay off defaulted student loans.
    • On March 7, 2024, Rep. Pressley welcomed Priscilla Higuera Valentine, a first generation American, a proud union educator with Boston Public Schools and the Boston Teachers Union, and the daughter of a Colombian immigrant, who has received over $117,000 in student debt relief under the Biden-Harris Administration’s improved Public Service Loan Forgiveness (PSLF) Program, as her guest to President Biden’s State of the Union Address.
    • On February 23, 2024, Rep. Pressley applauded the Biden-Harris Administration’s approval of $1.2 billion in student debt cancellation for nearly 153,000 borrowers nationwide, including $19.5 million in cancellation for 2,490 Massachusetts borrowers.
    • On January 26, 2024, Rep. Pressley and Senator Elizabeth Warren (D-MA) led their colleagues in calling on the Secretary of Education Miguel Cardona to host a fourth session of the student debt negotiated rulemaking to consider relief for borrowers experiencing financial hardship. She applauded ED’s announcement that it would heed their calls.
    • On December 11, 2023, Rep. Pressley testified at the U.S. Department of Education’s final hearing on student debt cancellation.
    • On December 11, 2023, Rep. Pressley and Senator Elizabeth Warren (D-MA), along with Senators Chuck Schumer (D-NY), Bernie Sanders (I-VT), Alex Padilla (D-CA), and Representatives Ilhan Omar (MN-05) and Frederica Wilson (FL-24), sent a letter to U.S. Secretary of Education Miguel Cardona, urging him to leverage his existing and full authority under the Higher Education Act to provide expanded student debt relief to working and middle-class borrowers. 
    • On November 30, 2023, Rep. Pressley emphasized the crucial role of the Consumer Financial Protection Bureau (CFPB) in protecting student loan borrowers from incompetent and predatory student loan servicers.
    • On November 6, 2023, Rep. Pressley joined Attorney General Andrea Campbell, Mayor Michelle Wu, and Senator Elizabeth Warren (D-MA) for a clinic to help federal student loan borrowers access a temporary opportunity to get closer to Public Service Loan Forgiveness (PSLF). 
    • On September 25, 2023, Rep. Pressley hosted a policy discussion with borrowers and advocates at which they renewed their urgent call for student debt cancellation with loan payments set to resume on October 1, 2023.
    • On August 23, 2023, Rep. Pressley, Sen. Warren, and their colleagues led over 80 lawmakers in a letter to President Joe Biden, urging him to swiftly deliver on his promise to deliver student debt cancellation to working and middle class families by early 2024. 
    • On August 22, 2023 Rep. Pressley applauded Governor Maura Healey’s plan to provide student debt relief for health care workers in Massachusetts. 
    • On June 30, 2023, Rep. Pressley responded to the President’s alternative proposal to deliver relief under the Higher Education Act and called for swift and efficient implementation.
    • On June 30, 2023, Rep. Pressley issued a statement slamming the Supreme Court’s decision to block President Biden’s student debt cancellation plan and calling on the President to use other tools available to swiftly cancel student debt.
    • On May 30, 2023, Rep. Pressley filed an amendment to H.R. 3746, legislation to raise the debt ceiling, to protect student loan borrowers and preserve the Biden Administration’s pause on federal student loan payments.
    • On May 24, 2023, Rep. Pressley issued a statement slamming Republicans’ harmful effort to overturn President Biden’s student debt relief, including his debt cancellation plan, the pause on student loan payments, and the expanded Public Service Loan Forgiveness (PSLF) program.
    • On May 24, 2023, Rep. Pressley delivered a powerful speech in support of President Biden’s plan to cancel student debt, which would benefit millions of people across the country.
    • On April 5, 2023, Rep. Pressley and Senator Elizabeth Warren wrote to the CEO of SoFi Technologies and SoFi Lending Corp calling on the company to answer for its lawsuits attempting to end the student loan payment pause and force borrowers back into repayment.
    • On March 7, 2023, Rep. Pressley, along with Sens. Warren, Schumer, Sanders, Padilla and Reps. Clyburn, Omar and Wilson led a letter to the Biden Administration expressing continued support for President Biden’s student debt relief plan.
    • On February 28, 2023, Rep. Pressley rallied with borrowers and advocates outside the Supreme Court to call on the Supreme Court to affirm the legality of President Biden’s student debt cancellation plan.
    • On November 22, 2022, Rep. Pressley issued a statement applauding the extension of the student loan payment pause.
    • On October 25, 2022, Rep. Pressley and Senator Warren toured communities across Massachusetts to celebrate the Biden administration’s student debt cancellation plan and help residents sign up for student loan relief.
    • On October 12, 2022, Rep. Pressley joined parent borrowers and advocates for a discussion on the impacts of student debt cancellation on parents and families.
    • On September 29, 2022, Rep. Pressley, along with Senate Majority Leader Schumer and Reps. Omar, Jones and advocates, held a press conference to call for swift and equitable implementation of President Biden’s student debt cancellation plan.
    • On September 21, 2022, Rep. Pressley delivered a powerful speech on the House floor in which she heralded President Biden’s action to cancel student debt for millions of families in the Massachusetts 7th and across the nation. Watch the full video here.
    • On September 12, 2022, Rep. Pressley and Senator Warren wrote to the nine federal student loan servicers to inquire about how they are providing borrowers with accurate and timely information about student loan cancellation.
    • On August 24, 2022, Congresswoman Pressley issued a statement applauding President Biden’s action to cancel student debt.
    • On August 10, 2022, Congresswoman Pressley and Senator Warren Massachusetts joined Massachusetts union leaders in Dorchester for a roundtable discussion on student debt cancellation.
    • On July 18, 2022, Congresswoman Pressley delivered remarks at the American Federation of Teachers (AFT) national convention and renewed her calls for President Biden to cancel student debt by executive action.
    • On July 8, 2022, Congresswoman Pressley with The Debt Collective hosted a virtual roundtable with student debt holders from all walks of life to highlight the intersectional burden the nearly $2 trillion student debt crisis has had on individuals and families. 
    • On June 22, 2022, Congresswoman Ayanna Pressley, with Senator Elizabeth Warren and Senate Majority Leader Chuck Schumer, joined AFL-CIO and union leaders for a roundtable discussion on the importance of student debt cancellation for American workers.
    • On May 20, 2022, Congresswoman Pressley applauded the Congressional Black Caucus’ (CBC) statement calling on President Biden to cancel student loan debt.
    • On May 4, 2022, Congresswoman Pressley visited Bunker Hill Community College to celebrate the $1 million in federal community project funding she secured and continued her calls for President Biden to cancel student debt.
    • On March 17, 2022, Congresswoman Pressley and Arisha Hatch, vice president and chief of campaigns at Color of Change, published an op-ed in Grio calling on President Biden to use his executive order authority to cancel up to $50,000 in student loan debt per borrower.
    • On December 8, 2021, Congresswoman Ayanna Pressley, Senator Elizabeth Warren, and Senate Majority Leader Chuck Schumer sent a bicameral letter to President Joe Biden releasing new data about the adverse impact of restarting student loan payments and calling on him to act to cancel up to $50,000 of student debt.
    • On December 2, 2021, Congresswoman Pressley delivered remarks on the House floor in which she reiterated her calls for President Biden to cancel $50,000 in federal student loan debt by executive action.
    • On October 8, 2021, Representatives Ayanna Pressley and Ilhan Omar and their House colleagues sent a letter to President Biden and Secretary of Education Miguel Cardona urging him to release the memo to determine the extent of the administration’s authority to broadly cancel student debt through administrative action.
    • On July 29, 2021, Congresswoman Pressley issued a statement reaffirming President Biden’s authority – and the urgency – to cancel student loan debt.
    • On June 23, 2021, Congresswoman Ayanna Pressley, Senator Elizabeth Warren, Senate Majority Leader Chuck Schumer, and Congressman Joe Courtney led their colleagues on a bicameral letter to President Biden calling on him to extend the pause on federal student loan payments.
    • On April 13, 2021, Congresswoman Pressley testified at a Senate Banking, Housing, and Urban Affairs Committee’s Subcommittee on Economic Policy hearing to examine the student loan debt crisis in our country.
    • On April 1, 2021, Congresswoman Pressley, along with Senator Elizabeth Warren and Massachusetts Attorney General Maura Healey, held a press conference calling on President Biden to tackle the student loan debt crisis.
    • On February 4, 2021, Congresswoman Pressley, along with several Democratic House and Senate leaders, led their colleagues in reintroducing a bicameral resolution outlining a bold plan for President Biden to tackle the student loan debt crisis. 
    • On December 17, 2020, Representatives Ayanna Pressley, Ilhan Omar, Maxine Waters, and Alma Adams introduced a resolution outlining a bold plan for President-elect Joe Biden to cancel up to $50,000 in Federal student loan debt for student loan borrowers.
    • On December 10, 2020, Congresswoman Pressley was in Yahoo Finance urging the Biden administration to cancel student debt, stressing the impact on Black borrowers.
    • On May 8, 2020, Representatives Ayanna Pressley, Alma Adams, and Ilhan Omar, led 28 of their colleagues and sent a letter to House Speaker Nancy Pelosi and House Minority Leader Kevin McCarthy calling for the universal, one-time, student debt cancellation of at least $30,000 per borrower in the next round of COVID-19 relief legislation.
    • On March 23, 2020, Representatives Ayanna Pressley and Ilhan Omar introduced the Student Debt Emergency Relief Act, legislation that provides immediate monthly payment relief for federal student loan borrowers.
    • On March 17, 2020, Congresswoman Ayanna Pressley and Senator Elizabeth Warren were on The Hill calling on congressional leadership to include student debt cancellation in the next coronavirus relief package.
    • On October 11, 2019, Congresswoman Pressley introduced legislation – the Ending Debt Collection Harassment Act – to protect consumers from abusive debt collection.
    • On July 17, 2019, Congresswomen Pressley introduced legislation – the Student Borrower Credit Improvement Act – to provide much needed support to private student loan borrowers with a pathway to financial stability by helping them improve their credit.

    ###

    MIL OSI USA News

  • MIL-OSI: Crescent Capital BDC, Inc. Reports First Quarter 2025 Earnings Results; Declares a Second Quarter Base Dividend of $0.42 Per Share

    Source: GlobeNewswire (MIL-OSI)

    LOS ANGELES, May 14, 2025 (GLOBE NEWSWIRE) — Crescent Capital BDC, Inc. (“Crescent BDC” or “Company”) (NASDAQ: CCAP) today reported net investment income of $0.45 per share and net income of $0.11 per share, for the quarter ended March 31, 2025. Net asset value (NAV) per share was $19.62 at March 31, 2025 compared to $19.98 as of December 31, 2024.

    Dividend Declarations
    The Company announced that its Board of Directors (the “Board”) declared a second quarter 2025 regular cash dividend of $0.42 per share to stockholders of record as of June 30, 2025, payable on July 15, 2025. Additionally, the second of three previously announced $0.05 per share special dividends will be paid on June 13, 2025 to stockholders of record as of May 30, 2025.

    Selected Financial Highlights
    ($ in millions, except per share amounts)

      As of and for the three months ended  
      March 31, 2025     December 31, 2024     March 31, 2024  
    Investments, at fair value $ 1,620.7     $ 1,598.9     $ 1,563.3  
    Total assets $ 1,666.5     $ 1,656.3     $ 1,620.4  
    Total net assets $ 727.1     $ 740.6     $ 751.4  
    Net asset value per share $ 19.62     $ 19.98     $ 20.28  
                           
    Investment income $ 42.1     $ 46.4     $ 50.4  
    Net investment income $ 16.6     $ 20.5     $ 23.4  
    Net realized gains (losses), net of taxes $ (6.5 )   $ (3.2 )   $ (0.2 )
    Net change in unrealized gains (losses), net of taxes $ (6.2 )   $ (7.3 )   $ 4.8  
    Net increase (decrease) in net assets resulting from operations $ 3.9     $ 10.0     $ 28.0  
                           
    Net investment income per share $ 0.45     $ 0.55     $ 0.63  
    Net realized gains (losses) per share, net of taxes $ (0.18 )   $ (0.09 )   $ (0.00 )
    Net change in unrealized gains (losses) per share, net of taxes $ (0.16 )   $ (0.19 )   $ 0.13  
    Net increase (decrease) in net assets resulting from operations per share $ 0.11     $ 0.27     $ 0.76  
    Regular distributions paid per share $ 0.42     $ 0.42     $ 0.41  
    Supplemental distributions paid per share $     $ 0.07     $ 0.10  
    Special distributions paid per share $ 0.05     $     $  
                           
    Weighted average yield on income producing securities (at cost)1   10.4 %     10.9 %     12.3 %
    Percentage of debt investments at floating rates   97.2 %     97.3 %     97.5 %
                           

    Portfolio & Investment Activity

    As of March 31, 2025 and December 31, 2024, the Company had investments in 191 and 185 portfolio companies with an aggregate fair value of $1,620.7 and $1,598.9 million, respectively. The portfolio at fair value was comprised of the following asset types:

    Portfolio Asset Types:

        As of  
    $ in millions   March 31, 2025     December 31, 2024  
    Investment Type   Fair Value     Percentage     Fair Value     Percentage  
    Senior secured first lien   $ 400.3       24.8 %   $ 379.7       23.7 %
    Unitranche first lien2     1,048.9       64.7       1,044.1       65.3  
    Unitranche first lien – last out2     25.0       1.5       14.8       0.9  
    Senior secured second lien     22.5       1.4       38.5       2.4  
    Unsecured debt     18.2       1.1       17.5       1.1  
    Equity & other     66.8       4.1       64.9       4.1  
    LLC/LP equity interests     39.0       2.4       39.4       2.5  
    Total investments   $ 1,620.7       100.0 %   $ 1,598.9       100.0 %
     

    For the quarter ended March 31, 2025, the Company invested $104.7 million across 10 new portfolio companies and several follow-on revolver and delayed draw fundings. During this period, the Company had $78.0 million in aggregate exits, sales and repayments. For the quarter ended December 31, 2024, the Company invested $127.1 million across 14 new portfolio companies and several follow-on revolver and delayed draw fundings. For this period, the Company had $105.8 million in aggregate exits, sales and repayments.

    Results of Operations

    For the quarter ended March 31, 2025, investment income decreased to $42.1 million from $46.4 million for the quarter ended December 31, 2024, respectively. Interest income, which includes amortization of upfront fees, decreased to $39.7 million for the quarter ended March 31, 2025 from $43.4 million for the quarter ended December 31, 2024, primarily due to a decrease in benchmark rates. Included in interest from investments for the quarters ended March 31, 2025 and December 31, 2024 are $0.8 million and $0.5 million of accelerated accretion of OID related to paydown activity, respectively. Dividend income decreased to $1.5 million for the quarter ended March 31, 2025 from $2.4 million for the quarter ended December 31, 2024. Other income, which includes consent, waiver, amendment, agency, underwriting and arranger fees, was $0.9 million and $0.6 million for the quarter ended March 31, 2025 and December 31, 2024, respectively.

    For the three months ended March 31, 2025 and December 31, 2024, total net expenses, including income and excise taxes, totaled $25.5 million and $25.9 million, respectively.

    Liquidity and Capital Resources

    As of March 31, 2025, the Company had $30.5 million in cash and cash equivalents and restricted cash and $310.0 million of undrawn capacity on its credit facilities, subject to borrowing base and other limitations. The weighted average cost of debt on the Company’s debt outstanding as of March 31, 2025 was 6.36%.

    The Company’s debt to equity ratio was 1.25x as of March 31, 2025.

    Conference Call

    The Company will host a webcast/conference call on Thursday, May 15, 2025 at 12:00 p.m. (Eastern Time) to discuss its financial results for the quarter ended March 31, 2025. Please visit Crescent BDC’s webcast link located on the Events & Presentations page of the Investor Relations section of Crescent BDC’s website for a slide presentation that complements the earnings conference call.

    All interested parties are invited to participate via telephone or the live webcast, which will be hosted on a webcast link located on the Events & Presentations page of the Investor Resources section of Crescent BDC’s website at www.crescentbdc.com. Please visit the website to test your connection before the webcast. Participants are also invited to access the conference call by dialing the following number:

    Toll Free: (800) 715-9871
    Conference ID: 1217499

    All callers will need to reference the Conference ID once connected with the operator. An archived replay will be available via a webcast link located on the Investor Relations section of Crescent BDC’s website.

    Endnotes

    Note: Numbers may not sum due to rounding.

    1)  Yield includes performing debt and other income producing investments (excluding investments on non-accrual).

    2)  Unitranche loans are first lien loans that may extend deeper in a company’s capital structure than traditional first lien debt and may provide for a waterfall of cash flow priority among different lenders in the unitranche loan. In certain instances, the Company may find another lender to provide the “first out” portion of such loan and retain the “last out” portion of such loan, in which case, the “first out” portion of the loan would generally receive priority with respect to payment of principal, interest and any other amounts due thereunder over the “last out” portion that the Company would continue to hold. In exchange for the greater risk of loss, the “last out” portion earns a higher interest rate.

    Crescent Capital BDC, Inc.
    Consolidated Statements of Assets and Liabilities
    (in thousands except share and per share data)
     
      As of
    March 31, 2025 (Unaudited)
        As of
    December 31, 2024
     
    Assets          
    Investments, at fair value          
    Non-controlled non-affiliated investments (cost of $1,541,656 and $1,511,386, respectively) $ 1,527,336     $ 1,504,013  
    Non-controlled affiliated investments (cost of $44,783 and $46,104, respectively)   45,805       46,793  
    Controlled investments (cost of $61,496 and $66,416, respectively)   47,600       48,051  
    Cash and cash equivalents   12,033       10,130  
    Restricted cash and cash equivalents   18,495       29,292  
    Interest and dividend receivable   8,240       11,008  
    Receivable from unsettled transactions   224       1,163  
    Unrealized appreciation on foreign currency forward contracts   4,242       4,815  
    Deferred tax assets   282       746  
    Other assets   2,240       263  
    Total assets $ 1,666,497     $ 1,656,274  
               
    Liabilities          
    Debt (net of deferred financing costs of $8,658 and $8,214, respectively) $ 902,952     $ 875,837  
    Distributions payable   15,566       15,566  
    Interest and other debt financing costs payable   9,116       10,408  
    Management fees payable   5,019       5,066  
    Incentive fees payable   3,487       4,305  
    Deferred tax liabilities   282       746  
    Unrealized depreciation on foreign currency forward contracts   284        
    Accrued expenses and other liabilities   2,669       3,709  
    Total liabilities $ 939,375     $ 915,637  
               
    Net assets          
    Preferred stock, par value $0.001 per share (10,000 shares authorized,
    zero outstanding, respectively)
    $     $  
    Common stock, par value $0.001 per share (200,000,000 shares authorized,
    37,061,547 shares issued and outstanding)
      37       37  
    Paid-in capital in excess of par value   959,098       959,098  
    Accumulated earnings (loss)   (232,013 )     (218,498 )
    Total net assets $ 727,122     $ 740,637  
    Total liabilities and net assets $ 1,666,497     $ 1,656,274  
    Net asset value per share $ 19.62     $ 19.98  
    Crescent Capital BDC, Inc.
    Consolidated Statements of Operations
    (in thousands except share and per share data)
    (Unaudited)
     
      For the three months ended March 31,  
        2025       2024  
    Investment Income:          
    From non-controlled non-affiliated investments:          
    Interest income $ 36,978     $ 43,564  
    Paid-in-kind interest   1,493       1,155  
    Dividend income         393  
    Other income   870       889  
    From non-controlled affiliated investments:          
    Interest income   858       692  
    Paid-in-kind interest   264       442  
    Dividend income   258       287  
    From controlled investments:          
    Interest income   205       299  
    Dividend income   1,200       2,640  
    Other income   3        
    Total investment income   42,129       50,361  
               
    Expenses:          
    Interest and other debt financing costs   14,636       15,604  
    Management fees   5,038       4,980  
    Income based incentive fees   3,519       4,937  
    Professional fees   735       447  
    Directors’ fees   164       156  
    Other general and administrative expenses   967       628  
    Total expenses   25,059       26,752  
    Management fees waiver   (20 )     (38 )
    Income based incentive fees waiver   (32 )     (36 )
    Net expenses   25,007       26,678  
    Net investment income before taxes   17,122       23,683  
    (Benefit) provision for income and excise taxes   501       366  
    Net investment income   16,621       23,317  
    Net realized and unrealized gains (losses) on investments:          
    Net realized gain (loss) on:          
    Non-controlled non-affiliated investments   (3,060 )     (1,604 )
    Non-controlled affiliated investments   (3,800 )      
    Foreign currency transactions   357       (11 )
    Foreign currency forward contracts         1,447  
    Net change in unrealized appreciation (depreciation) on:          
    Non-controlled non-affiliated investments and foreign currency translation   (10,159 )     4,870  
    Non-controlled affiliated investments   333       228  
    Controlled investments   4,469       (225 )
    Foreign currency forward contracts   (857 )     (356 )
    Net realized and unrealized gains (losses) on investments   (12,717 )     4,349  
    Benefit (provision) for taxes on unrealized appreciation (depreciation) on investments         339  
    Net increase (decrease) in net assets resulting from operations $ 3,904     $ 28,005  
               
    Per common share data:          
    Net increase (decrease) in net assets resulting from operations per share (basic and diluted): $ 0.11     $ 0.76  
    Net investment income per share (basic and diluted): $ 0.45     $ 0.63  
    Weighted average shares outstanding (basic and diluted):   37,061,547       37,061,547  
                   

    About Crescent BDC

    Crescent BDC is a business development company that seeks to maximize the total return of its stockholders in the form of current income and capital appreciation by providing capital solutions to middle market companies with sound business fundamentals and strong growth prospects. Crescent BDC utilizes the extensive experience, origination capabilities and disciplined investment process of Crescent. Crescent BDC is externally managed by Crescent Cap Advisors, LLC, a subsidiary of Crescent. Crescent BDC has elected to be regulated as a business development company under the Investment Company Act of 1940. For more information about Crescent BDC, visit www.crescentbdc.com. However, the contents of such website are not and should not be deemed to be incorporated by reference herein.

    About Crescent Capital Group

    Crescent is a global credit investment manager with $46 billion of assets under management. For over 30 years, the firm has focused on below investment grade credit through strategies that invest in marketable and privately originated debt securities including senior bank loans, high yield bonds, as well as private senior, unitranche and junior debt securities. Crescent is headquartered in Los Angeles with offices in New York, Boston, Chicago and London with more than 225 employees globally. Crescent is a part of SLC Management, the institutional alternatives and traditional asset management business of Sun Life. For more information about Crescent, visit www.crescentcap.com. However, the contents of such website are not and should not be deemed to be incorporated by reference herein.

    Contact:

    Dan McMahon
    daniel.mcmahon@crescentcap.com
    212-364-0149

    Forward-Looking Statements

    This press release, and other statements that Crescent BDC may make, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act, with respect to Crescent BDC’s future financial or business performance, strategies or expectations. Forward-looking statements are typically identified by words or phrases such as “trend,” “potential,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” or similar expressions.

    Crescent BDC cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which may change over time. Forward-looking statements speak only as of the date they are made, and Crescent BDC assumes no duty to and does not undertake to update forward-looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance.

    In addition to factors previously disclosed in Crescent BDC’s SEC reports and those identified elsewhere in this press release, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: (1) our future operating results; (2) our business prospects and the prospects of our portfolio companies; (3) the impact of investments that we expect to make; (4) our contractual arrangements and relationships with third parties; (5) the dependence of our future success on the general economy and its impact on the industries in which we invest; (6) the financial condition of and ability of our current and prospective portfolio companies to achieve their objectives; (7) our expected financings and investments; (8) the adequacy of our cash resources and working capital, including our ability to obtain continued financing on favorable terms; (9) the timing of cash flows, if any, from the operations of our portfolio companies; (10) the impact of increased competition; (11) the ability of our investment adviser to locate suitable investments for us and to monitor and administer our investments; (12) potential conflicts of interest in the allocation of opportunities between us and other investment funds managed by our investment adviser or its affiliates; (13) the ability of our investment adviser to attract and retain highly talented professionals; (14) changes in law and policy accompanying the new administration and uncertainty pending any such changes; (15) increased geopolitical unrest, terrorist attacks or acts of war, which may adversely affect the general economy, domestic and local financial and capital markets, or the specific industries of our portfolio companies; (16) changes and volatility in political, economic or industry conditions, the interest rate environment, foreign exchange rates or financial and capital markets; (17) the unfavorable resolution of legal proceedings; and (18) the impact of changes to tax legislation and, generally, our tax position.

    Crescent BDC’s Annual Report on Form 10-K for the year ended December 31, 2024 and quarterly report on Form 10-Q for the quarter ended March 31, 2025, each filed with the SEC, identifies additional factors that can affect forward-looking statements.

    Other Information

    The information in this press release is summary information only and should be read in conjunction with Crescent BDC’s annual report on Form 10-K for the year ended December 31, 2024, which Crescent BDC filed with the U.S. Securities and Exchange Commission (the SEC) on February 19, 2025, Crescent BDC’s quarterly report on Form 10-Q for the quarter ended March 31, 2025, which Crescent BDC filed with the SEC on May 14, 2025 as well as Crescent BDC’s other reports filed with the SEC. A copy of Crescent BDC’s annual report on Form 10-K for the year ended December 31, 2024, Crescent BDC’s quarterly reports on Form 10-Q and Crescent BDC’s other reports filed with the SEC can be found on Crescent BDC’s website at www.crescentbdc.com and the SEC’s website at www.sec.gov.

    The MIL Network

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

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

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

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

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

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

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

    Support for minor parties and independents has been rising

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

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

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

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

    Minor party support differs across demographic groups

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

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

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

    Economic pessimism matters at the ballot box

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

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

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

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

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

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

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

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

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

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

    Implications for the future

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

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

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

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

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

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

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

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

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

    MIL OSI AnalysisEveningReport.nz

  • MIL-Evening Report: This 6-point plan can ease Australia’s gambling problems – if our government has the guts

    Source: The Conversation (Au and NZ) – By Charles Livingstone, Associate Professor, School of Public Health and Preventive Medicine, Monash University

    WHYFRAME/Shutterstock

    We have a refreshed and revitalised Australian government, enriched with great political capital.

    During the last term of parliament before the election, opportunities to address Australia’s raging gambling habit were neglected.

    Could this government now have enough authority and courage to take on the gambling ecosystem?

    A massive issue

    Australians are the world’s biggest gambling losers.

    Many attribute this to some inherent Australian trait. But what it really comes down to is the proliferation of gambling operators and their products.

    They’re everywhere, along with their marketing and promotion.

    Half of the gambling problems in Australia are associated with poker machines, ubiquitous in all states and territories other than Western Australia (WA).

    Consequently, and unsurprisingly, WA has the lowest rate of gambling harms. The state has 2,500 pokies at a single Perth casino and none in clubs or pubs.

    New South Wales boasts nearly 90,000 pokies, the highest pokie “density” in Australia, and its clubs and pubs make $8.1 billion a year.

    Overall, pokie losses in Australia total $15.8 billion per year.

    Wagering (betting on sport, racing and even elections), is now mainly online, and reaps another $8.4 billion in Australia. This is the fastest growing gambling sector, with growth, adjusted for inflation, of more than 45% between 2018-19 and 2022-23.

    Pokies grew by a more modest 7.6% during the same period. Only casinos went backwards.

    Overall, gambling costs Australians more than $32 billion annually.

    This has been fuelled by relentless promotion and marketing and the expansion of the gambling ecosystem: the network of commercial actors who reap a major dividend from gambling losses.

    It includes the bookies, pub and club chains as well as sporting leagues, financial services providers, software and game developers, charitable organisations, broadcasters, and state and territory governments.

    Of course, gambling comes at a cost: it is strongly linked to broken relationships, loss of assets, employment and educational opportunities, and crime rates.

    Intimate partner violence and neglect of children, along with poor mental and physical health, are also connected to gambling accessibility. As, unfortunately, is suicide.

    However, there are ways to reduce gambling harm.

    Six ways to tackle the problem

    1. First up, we need a national gambling regulator. This was an important recommendation in the 2023 report of the all-party parliamentary committee chaired by the late Peta Murphy.

    Currently, gambling is regulated by each state and territory. Some have reasonably robust systems in place. Others, somewhat less so. None are best practice.

    A national system is long overdue, as many gambling businesses operate across multiple Australian jurisdictions.

    In the absence of national regulation, the Northern Territory has become the de facto national regulator for online wagering. It offers a low-tax and arguably low intervention regulatory system.

    Yet the vast majority of losses from punters come in other jurisdictions.

    National regulation would also assist in standardising tax rates and maintaining reasonable uniform standards of regulation and enforcement.

    2. Poker machines are Australia’s biggest gambling problem, but a national precommitment scheme would provide a tool for people to manage their gambling.

    This proposal has been frequently mooted in Australia since the Productivity Commission recommended it in 2010.

    It has worked well in Europe: forms of it now operate in 27 European countries.

    Both Victoria and Tasmania have proposed it, as did the Perrottet government in the lead into the last NSW election.

    Unfortunately, the power of the pokie lobby, supercharged by the addiction surplus it reaps from punters, has slowed or stopped its implementation.

    But it’s eminently feasible and is highly likely to significantly reduce the harm of pokies.

    The technical challenges are far from insurmountable, despite what industry interests argue.




    Read more:
    Pokies line the coffers of governments and venues – but there are ways to tame this gambling gorilla


    3. Limiting accessibility to pokies is an important way to reduce harm.

    Nothing good happens in a pokie room after midnight, yet they are often open until 4am, with reopening time only a little later.

    Closing down venues after midnight and not opening until 10am would help a lot of people.

    4. We can’t talk about political access without considering some key tools of the gambling ecosystem.

    Pokie operators have enormous ability to influence politicians. Donations are a typical method to ensure access, backed up by the “revolving door” of post-politics jobs.

    Politicians also enjoy a stream of freebies from the gambling ecosystem, which allow these businesses to bend the ear of a guest for hours at a time, at lunch, over drinks, or during an event.

    To address this, we need better rules around acceptance of hospitality and gifts. Some states have moved towards such arrangements but there has been little action on the national front.

    5. Another major recommendation from the Murphy committee was the banning of online gambling ads.

    The majority of Australians want it to happen, and gambling ads are banned for almost all other forms of gambling.

    The special treatment for this rapidly growing, highly harmful gambling product makes no sense.

    6. Finally, we need to properly resource research into gambling harm and its prevention.

    Much gambling research (and its conferences) are funded by the gambling ecosystem, either directly or via representative organisations.

    This raises massive conflicts and has lead to a poor evidence base for policy making.

    The time is now

    Anything that stops people getting into trouble with gambling will be opposed by the gambling ecosystem because their best customers are those with the biggest losses.

    But nobody is saying we should do away with gambling.

    The evidence-based ideas above would help people with existing problems, and stop many more from ending up in trouble.

    Gambling is a problem we can solve.

    It does need political effort – but the Albanese government has the political capital to solve this problem.

    Charles Livingstone has received funding from the Victorian Responsible Gambling Foundation, the (former) Victorian Gambling Research Panel, and the South Australian Independent Gambling Authority (the funds for which were derived from hypothecation of gambling tax revenue to research purposes), from the Australian and New Zealand School of Government and the Foundation for Alcohol Research and Education, and from non-government organisations for research into multiple aspects of poker machine gambling, including regulatory reform, existing harm minimisation practices, and technical characteristics of gambling forms. He has received travel and co-operation grants from the Alberta Problem Gambling Research Institute, the Finnish Institute for Public Health, the Finnish Alcohol Research Foundation, the Ontario Problem Gambling Research Committee, the Turkish Red Crescent Society, and the Problem Gambling Foundation of New Zealand. He was a Chief Investigator on an Australian Research Council funded project researching mechanisms of influence on government by the tobacco, alcohol and gambling industries. He has undertaken consultancy research for local governments and non-government organisations in Australia and the UK seeking to restrict or reduce the concentration of poker machines and gambling impacts, and was a member of the Australian government’s Ministerial Expert Advisory Group on Gambling in 2010-11. He is a member of the Lancet Public Health Commission into gambling, and of the World Health Organisation expert group on gambling and gambling harm. He made a submission to and appeared before the HoR Standing Committee on Social Policy and Legal Affairs inquiry into online gambling and its impacts on those experiencing gambling harm.

    Angela Rintoul holds a postdoctoral fellowship funded by Suicide Prevention Australia. In the past she has received funding from the Victoria Responsible Gambling Foundation, which was supported by allocations from the Community Support Fund, a government administered trust fund constituted from direct taxes on EGMs in hotels. She has also received funding from the Winston Churchill Memorial Trust and ANROWS. She is a member of the WHO meeting on gambling and received travel funding from the Turkish Green Crescent Society and consultancy funding from WHO. She has been paid to review grants by the British Academic Forum for the Study of Gambling, which administered via Gambling Research Exchange Ontario, funded by regulatory settlements from gambling companies who have breached the law.

    ref. This 6-point plan can ease Australia’s gambling problems – if our government has the guts – https://theconversation.com/this-6-point-plan-can-ease-australias-gambling-problems-if-our-government-has-the-guts-256442

    MIL OSI AnalysisEveningReport.nz

  • MIL-OSI New Zealand: 2025 annual survey on privacy

    Source:

    Read the 2025 survey, ‘Research on Privacy Concerns and use of personal information’ (opens to PDF, 2.1MB).

    Privacy Commissioner Michael Webster says public concern about privacy remains high, with particular unease around children’s privacy, social media use, and AI decision-making.  

    “More people are worried about the impact of technology on their privacy and are questioning what their personal information is being used for and why.”

    The impact of technology is reflected in people’s privacy concerns:

    • 67% of respondents are concerned about the privacy of children, including when using social media
    • 63% are concerned about the management of personal information by social media companies
    • 62% are concerned about government agencies or businesses using AI in decision-making.

    “New Zealanders are great adopters of technology, but this survey suggests that we’re increasing becoming aware there’s also a price to pay through the loss of control over our personal information and we’re increasing worried about the implications of that.”

    Nearly half of respondents say they’ve become more concerned about issues of individual privacy and personal information over the past few years.  Two thirds of respondents now say protecting their personal information is a major concern in their lives.  And over 80% said they wanted more control and choice over the collection and use of their personal information.

    The level of concern also means many New Zealanders are willing to consider taking action if they think their right to privacy is not being protected and respected.  Two-thirds of respondents said they would consider changing service providers – such as businesses – due to poor privacy practices.

    MIL OSI New Zealand News

  • MIL-OSI New Zealand: Privacy Week 2025: Public concern about privacy remains high

    Source:

    The annual privacy survey of New Zealanders was released today during Privacy Week 2025. 

    Privacy Commissioner Michael Webster says public concern about privacy remains high, with particular unease around children’s privacy, social media use, and AI decision-making.  

    “More people are worried about the impact of technology on their privacy and are questioning what their personal information is being used for and why.”

    The impact of technology is reflected in people’s privacy concerns: 

    • 67% of respondents are concerned about the privacy of children, including when using social media
    • 63% are concerned about the management of personal information by social media companies
    • 62% are concerned about government agencies or businesses using AI in decision-making.

    “New Zealanders are great adopters of technology, but this survey suggests that we’re increasing becoming aware there’s also a price to pay through the loss of control over our personal information and we’re increasing worried about the implications of that.”

    Nearly half of respondents say they’ve become more concerned about issues of individual privacy and personal information over the past few years.  Two thirds of respondents now say protecting their personal information is a major concern in their lives.  And over 80% said they wanted more control and choice over the collection and use of their personal information.

    The level of concern also means many New Zealanders are willing to consider taking action if they think their right to privacy is not being protected and respected.  Two-thirds of respondents said they would consider changing service providers – such as businesses – due to poor privacy practices.

    MIL OSI New Zealand News

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

    US Senate News:

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

    MIL OSI USA News

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

    US Senate News:

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

    MIL OSI USA News

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

    US Senate News:

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

    MIL OSI USA News

  • MIL-OSI USA: “NIH Cuts Will Hurt” RFK Jr. Admits When Pressed by Senator Murray On Harm to NIH Clinical Care, Confronted with Constituent’s Personal Story

    US Senate News:

    Source: United States Senator for Washington State Patty Murray
    In response to question about Trump’s proposal to nearly halve the NIH’s budget, Kennedy concedes “I think the cuts that are now proposed by NIH are gonna hurt.”
    ICYMI: In Seattle, Senator Murray Highlights Consequences of Trump & Elon’s Cuts & Layoffs at NIH—Hears from Leading Researchers, Patients, and Early Career Scientists
    ***WATCH: Senator Murray’s remarks and questioning of Secretary Kennedy***
    ***WATCH: Senator Murray rebuts Secretary Kennedy’s claims about her constituent, Natalie***
    Washington, D.C. — Today, at a Senate Health, Education, Labor and Pensions (HELP) Committee hearing with U.S. Department of Health and Human Services (HHS) Secretary Robert F. Kennedy Jr., U.S. Senator Patty Murray (D-WA), a senior member and former Chair of the HELP Committee, grilled Secretary Kennedy on how the Trump administration is endangering Americans’ health and safety by slashing staff and blocking funding at the National Institute of Health (NIH) and firing nearly 90 percent of staff at the CDC’s National Institute for Occupational Safety and Health (NIOSH), including nearly 100 staff in Spokane.
    In their unprecedented and reckless effort to gut HHS—including pushing out 20,000 HHS employees and defunding critical research—President Trump and Secretary Kennedy are creating total chaos, delaying funding and stalling research for lifesaving treatments and cures, weakening our biomedical workforce, cancelling vital ongoing studies and delaying clinical trials, and threatening to undo decades of hard-won progress.
    Senator Murray began by sharing the story of her constituent, Natalie Phelps of Washington state: “One of my constituents, Natalie Phelps—a mom of two from Bainbridge Island in Washington state. She has been fighting aggressive Stage Four colorectal cancer for nearly five years now. Her best hope now is a clinical trial at the NIH Clinical Center. She flew out to the NIH just a few weeks ago for her first appointment, and her care team wanted her to come back in four weeks to start treatment. But because of the thoughtless, mass firing of thousands of critical employees across NIH and HHS that you have carried out, Natalie’s doctors at that clinical center have told her that they have no choice but to delay her treatment by an additional four weeks. Now, an extra four weeks may not sound like a long time but, I will tell you, for Stage Four cancer patients like Natalie, this could mean the difference between life and death.”
    Senator Murray asked Secretary Kennedy, “How many staff have been cut from the NIH’s Clinical Center? I want a specific number.”
    “I can’t tell you that now, Senator Murray. What I can tell you is that if you contact my office tomorrow, I’ll look specifically into that,” replied Secretary Kennedy.
    Senator Murray pressed, “Well, that is not acceptable. I want an answer back [on] that. She deserves it. She doesn’t have much time. She deserves an answer back.”
    Secretary Kennedy demurred, again saying Murray should contact his office, and eventually stated: “I don’t think that should happen to anybody.”
    Senator Murray then pressed: “What have you—and I mean you personally—done to assess how these staff cuts are impacting patient care? She is one of many. What have you done to assess that?” Senator Murray
    Secretary Kennedy responded, “I’ve revised the guidelines and said we shouldn’t—no, no clinical trials should be affected by the cuts.”
    Senator Murray made clear: “Mr. Secretary, I just have a short amount of time. They [your cuts] are impacting clinical trials. … I want to tell you, you need to know this. Natalie, is sitting there waiting.”
    Secretary Kennedy then repeatedly interrupted. Senator Murray reclaimed her time and pressed further: “I am asking you a question and it is critical. You are here to defend cutting NIH by half. Do you genuinely believe that that won’t result in more stories like Natalie’s?”
    Secretary Kennedy responded: “I think the cuts that are now proposed by NIH are gonna hurt. I think President Trump – you know, there’s no agency head in government like myself who wants to see their budget cut.”
    After more back and forth, Senator Murray stated: “Well, I will just say that it is my job to be a voice for people like Natalie and countless other patients who are like her. So you’ve got to fix this. I want to know, and I want a personal update on Natalie’s case, and you’ve offered that, please give that to me in the next 24 hours, and I expect details and transparency about the state of NIH clinical care.”
    Senator Murray continued her questioning by pressing Secretary Kennedy on the decimation of NIOSH and mass firings, including at the NIOSH Spokane Research Laboratory in Eastern Washington, which is the largest NIOSH facility west of the Mississippi River. Senator Murray has slammed the Trump administration for eviscerating the NIOSH Laboratory in Spokane as part of their mass layoffs. “I’m alarmed by your decision to essentially eliminate the National Institute for Occupational Safety and Health,” said Senator Murray. “You have already fired nearly 90 percent of staff. That includes the staff in my state at the Spokane Research Lab. Those are experts who do essential work to protect miners and firefighters and farm workers and people who are working in dangerous conditions. I am told that after backlash, you are reinstating some of those, mainly in the West Virginia office … nobody in the Western United States, and there doesn’t seem to be any rhyme or reason as to how you’ve made these decisions. And how do you explain this to my constituents in Spokane, who are out of a job, and the workers that are being impacted by that.”
    Secretary Kennedy confirmed that he has brought back some of the workers he’d fired after facing backlash, but did not provide a rationale for the cuts in Washington, stating in part: “The work at NIOSH will not be interrupted. We’re going – I brought back 328 workers, mainly in the Cleveland office and the Morgantown office, and for the World Trade Center site. And that work will continue. The work on mine safety will continue.” However, critical mine safety research occurred at the Spokane lab—and Secretary Kennedy failed to provide any explanation for those cuts—or a commitment to rehire those workers. (Secretary Kennedy also misstated the number of fired workers that have since been rehired and where they work: 313, not 328, have been rehired, and the office in question is Cincinnati, not Cleveland.)
    Senator Murray concluded: “Mr. Chairman, I would just say you can’t fire 90 percent of the people and assume the work gets done.”
    Later in the hearing, Secretary Kennedy asserted that Natalie was ineligible for her clinical trial and called her story a “canard,” saying: “Senator Murray had raised the issue of a constituent of hers who she said had been denied a place in a clinical trial in Washington due to the RIF. We’ve been able to run down that case. The patient was medically ineligible for that trial. It had nothing to do with the RIF. And NIH has been trying to get her into another clinical trial, but none of our clinical trials have been shut down because of the RIF. That was a canard.”
    Senator Murray returned to the hearing to respond directly to Secretary Kennedy: “Secretary Kennedy came back and said my constituent, who I spoke about earlier, [her care] was not delayed by staffing cuts. First off, she is already enrolled in that clinical trial. It’s not a question of eligibility—the issue, as I stated clearly, was the delay in care that she got. And what you stated, Secretary Kennedy, is not true.”
    “I spoke with Natalie, actually, last night. She asked her NIH doctor directly why, when she was informed of the delay, and her doctor at NIH said very plainly TWICE: her care was delayed because of staffing cuts. And Mr. Chairman, I think it’s important for the record to show, my staff has put in inquiries with HHS leadership and they’ve been unresponsive so far.And, just to make clear, this is just one case of many. But those are the facts,” Senator Murray said.
    ___________________________________
    Senator Murray has been a leading voice in Congress raising the alarm over HHS’ unilateral reorganization plan and slamming the closure of the HHS Region 10 office in Seattle and the CDC’s National Institute for Occupational Safety and Health (NIOSH) Spokane Research Laboratory. Senator Murray has sent oversight letters and hosted numerous press conferences and events to lay out how the administration’s reckless gutting of HHS is risking Americans health and safety and will set our country back decades, and lifting up the voices of HHS employees who were fired for no reason and through no fault of their own.
    In particular, Senator Murray has been leading the charge against the Trump administration’s efforts to gut lifesaving research at NIH and pushed out nearly 5,000 NIH skilled scientists, grants administrators, and other employees at the agency. When the Trump administration attempted to illegally cap indirect cost rates at 15 percent, Senator Murray immediately and forcefully condemned the move, led the entire Senate Democratic caucus in a letter decrying the proposed change, and introduced amendments to Senate Republicans’ budget resolution to reverse it, which Republicans blocked. Murray has led Congressional efforts to boost biomedical research. Previously, over her years as Chair of the Labor-HHS Appropriations Subcommittee, Senator Murray secured billions of dollars in increases for biomedical research at NIH, and during her time as Chair of the HELP Committee she established the new ARPA-H research agency as part of her PREVENT Pandemics Act to advance some of the most cutting-edge research in the field. Senator Murray was also the lead Democratic negotiator of the bipartisan 21st Century Cures Act, which delivered a major federal investment to boost NIH research, among many other investments. 
    Senator Murray forcefully opposed the nomination of notorious anti-vaccine activist RFK Jr. to be Secretary of HHS, and she has long worked to combat vaccine skepticism and highlight the importance of scientific research and vaccines. Murray was also a leading voice against the nomination of Dr. Dave Weldon to lead CDC, repeatedly speaking up about her serious concerns with the nominee immediately after their meeting. In 2019, Senator Murray co-led a bipartisan hearing in the HELP Committee on vaccine hesitancy and spoke about the importance of addressing vaccine skepticism and getting people the facts they need to keep their families and communities safe and healthy. Ahead of the 2019 hearing, as multiple states were facing measles outbreaks in under-vaccinated areas, Murray sent a bipartisan letter with former HELP Committee Chair Lamar Alexander pressing Trump’s CDC Director and HHS Assistant Secretary for Health on their efforts to promote vaccination and vaccine confidence.

    MIL OSI USA News

  • MIL-OSI USA: Murray, Cantwell, Baldwin, Planned Parenthood Action Fund President Hold Press Conference Slamming Republican Effort to Defund Planned Parenthood, Pass Largest-Ever Cut to Medicaid

    US Senate News:

    Source: United States Senator for Washington State Patty Murray
    ICYMI: Senator Murray Statement on House Republicans’ Bill to Defund Planned Parenthood, Slash Medicaid
    KFF Explainer: How Will the 2025 Budget Reconciliation Affect the ACA, Medicaid, and the Uninsured Rate?
    ***WATCH PRESS CONFERENCE HERE***
    Washington, D.C. — Today, U.S. Senators Patty Murray (D-WA), a senior member and former Chair of the Senate Health, Education, Labor and Pensions (HELP) Committee, Maria Cantwell (D-WA), and Tammy Baldwin (D-WI) joined Planned Parenthood Action Fund President Alexis McGill Johnson and Planned Parenthood advocates in holding a press conference on the Republicans’ partisan reconciliation bill that includes provisions to “defund” Planned Parenthood and make the largest-ever cut to Medicaid in history.
    Republicans’ reconciliation bill, which only requires a simple majority to pass in each chamber of Congress, would result in at least 13.7 million people losing health insurance by 2034, according to the nonpartisan Congressional Budget Office (CBO)—this figure is a result of Republican cuts to Medicaid combined with Republicans’ refusal to extend Affordable Care Act tax credits and the Trump administration’s sabotage of the ACA marketplace. CBO estimates that the provision in House Republicans’ legislation defunding Planned Parenthood would increase the deficit by $300 million.
    “Republicans are gearing [up] to kick more than 8.6 million people off their health insurance, and while they are moving heaven and earth to extend tax cuts for the richest people on the planet, they are not so much as lifting a finger to save the health plan tax credits for working families—something that will push yet another 4 million people off their insurance… Because the brutal reality is that Republicans are not just taking away people’s health coverage, they also want to shut the doors on one of the biggest health care providers in the country. They want to defund Planned Parenthood,” said Senator Murray.“About three in four people say they oppose defunding Planned Parenthood health centers. But Republicans do not care—they need to appease their far-right, anti-choice fringe. Now this is going to hurt their own constituents, seeing as one in three women have been to a Planned Parenthood health center for care. But Republicans don’t care—after all, billionaire tax cuts won’t pay for themselves! Although the irony is, in this case, defunding Planned Parenthood would actually cost our country more money in the long term. CBO estimated yesterday that one provision in House Republicans’ bill would actually increase the deficit by $300 million dollars! And, defunding Planned Parenthood will cut off millions of patients from basic health care like cancer screenings, pap tests, birth control. But Republicans just don’t care—whatever Donald Trump wants, comes first for them. Well, I want everyone to know, Democrats do care. And we are not going to let Republicans blow past all the warning signs. Saving people’s access to basic health care—saving Planned Parenthood—is just too important.”
    One in three women have been to a Planned Parenthood health center for care and for many people, Planned Parenthood health centers are their only source of health care. Planned Parenthood is more popular than any elected official or party, and nearly three-quarters of voters, including more than half of Trump voters, oppose Congress taking away funds from Planned Parenthood health centers for providing birth control, wellness exams, and cancer screenings.
    “Make no mistake: The House’s reconciliation bill is targeting Planned Parenthood. By moving full steam ahead to push a dangerously unpopular agenda, House Republicans have shown they aren’t concerned about their constituents or cutting costs. This effort to ‘defund’ Planned Parenthood will threaten Americans’ health and futures, and leave a gap in care no other provider can fill. We cannot allow these lawmakers to play politics with health care. Planned Parenthood Action Fund is showing up every day with reproductive freedom champions like Sen. Patty Murray until we defeat this outrageous attack,” said Alexis McGill Johnson, President, Planned Parenthood Action Fund.
    “In the State of Washington, Planned Parenthood serves about 100,000 patients annually. So that just tells you, where are those 100,000 people going to go if you don’t have Medicaid as a reimbursement mechanism? About half of those patients rely on Medicaid,” Senator Cantwell said. “Small communities like Pullman, Washington, and other parts of Eastern Washington — where there are no other choices to deliver this kind of care — you’re asking people then to either do without care that might tell us something about a very pressing health care condition, or make you have to give up job time, or drive miles and miles and miles and miles, just to get the care you deserve.”
    “Plain and simple: Republicans are putting health care further out of reach for Americans, all because they need to give tax handouts to their rich friends. Planned Parenthood is a health care provider – they do cancer screenings, regular checkups, and so much more, but Republicans refuse to accept that and would rather try to score political points, so they are going to take that essential health care away from American families. It’s wrong and we are going to fight it,” said Senator Baldwin.
    Senator Murray is a longtime leader in the fight to protect and expand access to reproductive health care and abortion rights and is widely credited with holding the line against any budget deal that would cut funding for Planned Parenthood in 2011 and leading the fight to uphold President Obama’s policy requiring insurers to cover birth control as part of the Affordable Care Act. Murray has led Congressional efforts to fight back after the Supreme Court’s disastrous decision overturning Roe v. Wade, introducing more than a dozen pieces of legislation to protect reproductive rights from further attacks, protect providers, and help ensure women get the care they need; Murray has led efforts to push for passage of these bills on the floor multiple times. Last year, on the anniversary of Roe v. Wade, Murray led her colleagues in hosting a “State of Abortion Rights” briefing with women who have suffered firsthand from Republican abortion bans, and last June, she chaired a HELP Committee hearing titled “The Assault on Women’s Freedoms: How Abortion Bans Have Created a Health Care Nightmare Across America.” Murray helped lead efforts to force Republicans on the record on votes to protect access to contraception and access to IVF (twice), and led her colleagues in raising the alarm about the threat a second Trump administration poses to reproductive rights and abortion access in every state, as outlined in Project 2025.
    Senator Murray’s remarks, as delivered, are below and HERE:
    “Well, thank you all so much for joining us. We are here to raise the alarm as Republicans are now moving heaven and earth to gut health care in this country.
    “You know the saying ‘women and children first?’ Well for Republicans, billionaires go first—and women and children go overboard.
    “That’s essentially the principle they are writing into their reconciliation bill right now.
    “Despite all the warnings from families across the country—despite warnings from themselves, Republicans are gearing [up] to kick more than 8.6 million people off their health insurance.
    “And while they are moving heaven and earth to extend tax cuts for the richest people on the planet, they are not so much as lifting a finger to save the health plan tax credits for working families, something that will push yet another 4 million people off their insurance.
    “But it gets worse—much worse—and that’s what I want to remind everyone here today now.
    “Because the brutal reality is that Republicans are not just taking away people’s health coverage, they also want to shut the doors on one of the biggest health care providers in our country.
    “They want to defund Planned Parenthood.
    “That is wildly unpopular—about three in four people say they oppose defunding Planned Parenthood health centers. But Republicans do not care—they need to appease their far-right, anti-choice fringe.
    “Now this is going to hurt their own constituents, seeing as one in three women have been to a Planned Parenthood health center for care. But Republicans don’t care—after all, billionaire tax cuts won’t pay for themselves!
    “Although the irony is, in this case, defunding Planned Parenthood would actually cost our country more money in the long term. CBO estimated yesterday that one provision in House Republicans’ bill would actually increase the deficit by $300 million dollars!
    “And, defunding Planned Parenthood will cut off millions of patients from basic health care like cancer screenings, pap tests, birth control. But Republicans just don’t care—whatever Donald Trump wants, comes first.
    “Well I want everyone to know, Democrats do care. And we are not going to let Republicans blow past all the warning signs. Saving people’s access to basic health care—saving Planned Parenthood—is just too important.
    “We don’t have to guess at the stakes here—we already know from experience. We have seen exactly what has happened when Republican states have defunded Planned Parenthood: health care outcomes—worse, fewer patients receive care.
    “The fact of the matter is, if Republicans get their way—if they succeed in shutting the doors of Planned Parenthood clinics across the country—millions of women will have nowhere else to turn.
    “After all, two-thirds of Planned Parenthood health centers are in rural and medically underserved areas—places where there’s already a shortage of clinics and health care professionals. And for a lot of these patients, Planned Parenthood is literally the only provider in reach and in budget. They literally can’t afford to lose this care.
    “So, we are not going to stand by as Republicans try to cut off this lifeline, just so they can cut a massive check to billionaires like Trump and Elon Musk.
    “We are here today to put a bright and burning spotlight on the full extent of the destruction Republicans are planning. And to lift up the voices Republicans are most afraid of—the patients who they are trying to cut off from health care.”

    MIL OSI USA News

  • MIL-OSI Russia: World Conference on Digital Education 2025 Opens in Wuhan

    Translation. Region: Russian Federal

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

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

    WUHAN, May 14 (Xinhua) — The 2025 World Conference on Digital Education kicked off Wednesday in Wuhan, central China’s Hubei Province. Chinese Vice Premier Ding Xuexiang attended the opening ceremony and delivered a speech.

    As Ding Xuexiang, also a member of the Standing Committee of the Politburo of the CPC Central Committee, emphasized, China pays close attention to the development of digital education.

    According to him, China, which is currently accelerating the construction of an educational power, will consistently promote digital transformation and intelligent upgrading of the education sector.

    Ding Xuexiang said that China is building a modern digital education system that is more equitable, has higher quality and intellectualization, and provides universal lifelong learning for the entire population.

    The Chinese vice premier called for harnessing the momentum of education development in the age of intelligence, deepening international cooperation in digital education, and accelerating the implementation of the UN Global Digital Compact.

    The 2025 Global Conference on Digital Education on “Education Development and Transformation: The Age of Intelligence” will run until May 16.

    The opening ceremony of the event was attended by more than 600 people, including officials from Chinese and foreign governments, heads of relevant international organizations, representatives from universities, primary and secondary schools, as well as experts and scholars. –0–

    MIL OSI Russia News

  • MIL-OSI: Red Cat Reports Financial Results for First Quarter 2025 and Provides Corporate Update

    Source: GlobeNewswire (MIL-OSI)

    SAN JUAN, Puerto Rico, May 14, 2025 (GLOBE NEWSWIRE) — Red Cat Holdings, Inc. (Nasdaq: RCAT) (“Red Cat” or the “Company”), a drone technology company integrating robotic hardware and software for military, government, and commercial operations, reports its financial results for the first quarter ended March 31, 2025 and provides a corporate update.

    Recent Operational Highlights

    • Announced the expansion of our multi-domain Family of Systems with a new line of Unmanned Surface Vessels (USVs). This strategic move marks Red Cat’s official entry into the rapidly evolving maritime autonomy market and reinforces its position as a provider of comprehensive, interoperable unmanned systems for air, land, and sea operations.
    • Expanded our Red Cat Futures Industry Consortium to include Palantir and Palladyne to boost AI capabilities in contested environments, including visual navigation.
    • Introducing Black Widow™ and Edge 130 drones to the Latin American market at LAAD 2025 in Rio De Janeiro, Brazil in April 2025.
    • Introduced our Black Widow™ short-range reconnaissance drone and Edge 130 Tricopter to the Middle East market at the International Defense Exhibition and Conference in Abu Dhabi, UAE, Feb 17-21, 2025.
    • Introduced Black Widow™ to the Asia Pacific Market at the AISSE conference in Putrajaya, Malaysia in January 2025.
    • Announced that the Black Widow drone and FlightWave Edge 130 were included on the list of 23 platforms and 14 unique components and capabilities selected as winners of the Blue UAS Refresh. The platforms will undergo National Defense Authorization Act (NDAA) verification and cyber security review with the ultimate goal of joining the Blue UAS List.
    • Partnered with Palantir to deploy Warp Speed, Palantir’s manufacturing OS. This collaboration will transform our supply and manufacturing operations with Palantir’s AI enabled monitoring, process flow enhancement and comprehensive data analysis. Palantir’s Warp Speed will optimize Red Cat’s production and streamline its supply chain, change management, and quality assurance, ultimately reducing costs and improving margins.

    First Quarter 2025 Financial Highlights

    • Quarterly Revenue of $1.7 million
    • Ended the quarter with cash and accounts receivable of $9.3 million
    • In addition, closed funding of $30.0 million subsequent to quarter end
    • Reiterate 2025 annual revenue guidance of $80 to $120 million for calendar year 2025, which consists of:
      • $25 to $65 million in SRR-related Black Widow sales
      • $25 million in Non-SRR Black Widow sales
      • $25 million in Edge 130 sales
      • $5m in Fang FPV sales

    “Red Cat’s momentum continues to build as we execute on our strategy to deliver advanced, AI-enabled unmanned systems across air, land, and sea,” said Jeff Thompson, Red Cat CEO. “Our partnership with Palantir to deploy Warp Speed is optimizing our manufacturing and cost efficiency, while our expansion into maritime autonomy with Unmanned Surface Vessels significantly expands our Family of Systems. A strong balance sheet bolstered by a recent $30 million capital raise positions us strongly to meet growing domestic and international demand in the second half of 2025.”

    “Our balance sheet remains strong as we transition to production and delivery of our new Black Widow drones,” said Chris Ericson, Red Cat CFO. “We have bolstered our quarter-end cash and receivables of $9 million with an additional $30 million from a capital raise executed soon after quarter-end. This liquidity has given us ample strength and ability to expand manufacturing to meet the impending demands of the U.S. Army’s SRR program and international opportunities for the second half of 2025.”

    Conference Call Today

    CEO Jeff Thompson and CFO Chris Ericson will host an earnings conference call at 4:30 p.m. ET on Wednesday, May 14, 2025, to review financial results and provide an update on corporate developments. Following management’s formal remarks, there will be a question-and-answer session. Interested parties can attend the conference call through a live webcast that can be accessed at: https://event.choruscall.com/mediaframe/webcast.html?webcastid=OqffyYp4

    About Red Cat Holdings, Inc.

    Red Cat (Nasdaq: RCAT) is a drone technology company integrating robotic hardware and software for military, government, and commercial operations. Through two wholly owned subsidiaries, Teal Drones and FlightWave Aerospace, Red Cat has developed a Family of Systems. This includes the Black Widow™, a small unmanned ISR system that was awarded the U.S. Army’s Short Range Reconnaissance (SRR) Program of Record contract. The Family of Systems also includes TRICHON™, a fixed-wing VTOL for extended endurance and range, and FANG™, the industry’s first line of NDAA-compliant FPV drones optimized for military operations with precision strike capabilities. Learn more at www.redcat.red.

    Forward Looking Statements

    This press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,” “will” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on Red Cat Holdings, Inc.’s current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully in the section titled “Risk Factors” in the Form 10-K filed with the Securities and Exchange Commission on July 27, 2023. Forward-looking statements contained in this announcement are made as of this date, and Red Cat Holdings, Inc. undertakes no duty to update such information except as required under applicable law.

    Contact:

    INVESTORS:
    E-mail: Investors@redcat.red

    NEWS MEDIA:
    Phone: (347) 880-2895
    Email: peter@indicatemedia.com

     
    RED CAT HOLDINGS
    Condensed Consolidated Balance Sheets
     
          March 31,     December 31,
          2025       2024  
    ASSETS            
                 
    Cash   $ 7,722,410     $ 9,154,297  
    Accounts receivable, net     1,554,295       489,316  
    Inventory, including deposits     17,107,860       13,592,900  
    Intangible assets including goodwill, net     25,718,450       26,124,133  
    Other     7,552,833       6,243,621  
                 
    TOTAL ASSETS   $ 59,655,848     $ 55,604,267  
                 
    LIABILITIES AND STOCKHOLDERS’ EQUITY            
                 
    Accounts payable and accrued expenses   $ 2,712,333     $ 3,289,634  
    Debt obligations     350,000       350,000  
    Customer deposits     220,517       227,484  
    Operating lease liabilities     2,329,194       1,617,596  
    Convertible notes payable     25,132,556        
    Total liabilities     30,744,600       5,484,714  
                 
    Stockholders’ capital     176,779,302       174,864,256  
    Accumulated deficit/comprehensive loss     (147,868,054 )     (124,744,703 )
    Total stockholders’ equity     28,911,248       50,119,553  
    TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY   $ 59,655,848     $ 55,604,267  
                 
    Condensed Consolidated Statements of Operations
     
          Three months ended
    March 31,
          2025   2024
    Revenues     $ 1,629,662     $ 6,614,029  
                       
    Cost of goods sold       2,480,072       5,492,825  
                       
    Gross (loss) profit       (850,410 )     1,121,204  
                       
    Operating Expenses                  
    Research and development       3,432,593       2,669,502  
    Sales and marketing       3,314,748       1,410,506  
    General and administrative       4,880,448       3,084,495  
    Total operating expenses       11,627,789       7,164,503  
    Operating loss       (12,478,199 )     (6,043,299 )
                       
    Other expense (income)       10,645,152       (635,676 )
                       
    Net loss from continuing operations       (23,123,351 )     (5,407,623 )
                       
    Loss from discontinued operations             (1,373,457 )
    Net loss     $ (23,123,351 )   $ (6,781,080 )
                       
    Loss per share – basic and diluted     $ (0.27 )   $ (0.09 )
                       
    Weighted average shares outstanding – basic and diluted       85,505,520       74,204,622  
     
    Condensed Consolidated Statements of Cash Flows
         
          Three months ended March 31,  
          2025       2024  
    Cash Flows from Operating Activities                
    Net loss from continuing operations   $ (23,123,351 )   $ (5,407,623 )
    Non-cash expenses     12,886,204       1,129,679  
    Changes in operating assets and liabilities     (5,670,590 )     (97,316 )
    Net cash used in operating activities     (15,907,737 )     (4,375,260 )
                     
    Cash Flows from Investing Activities                
    Proceeds from divestiture of consumer segment           1,000,000  
    Purchases of property and equipment     (273,103 )     (75,991 )
    Net cash (used in) provided by investing activities     (273,103 )     924,009  
                     
    Cash Flows from Financing Activities                
    Proceeds from issuance of convertible notes payable, net     14,432,879        
    Proceeds from exercise of stock options     316,074        
    Payments of debt obligations, net           (147,147 )
    Net cash provided by (used in) financing activities     14,748,953       (147,147 )
                     
    Net cash used in discontinued operations           (194,969 )
                     
    Net decrease in Cash     (1,431,887 )     (3,793,367 )
    Cash, beginning of period     9,154,297       10,245,064  
    Cash, end of period    $ 7,722,410     $ 6,451,697  

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

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

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

    Q1 2025 FINANCIAL AND OPERATIONAL HIGHLIGHTS

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

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

    ______________________________

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

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

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

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

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

    DECLARATION OF Q2 2025 QUARTERLY DIVIDEND

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

    EXTENSION OF CREDIT FACILITIES

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

    ANNUAL MEETING OF SHAREHOLDERS

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

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

    Q1 2025 UNAUDITED FINANCIAL AND OPERATIONAL SUMMARY

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

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

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

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

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

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

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

    2025 GUIDANCE

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

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

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

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

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

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

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

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

    Q1 2025 FINANCIAL AND OPERATIONAL RESULTS

    Production

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

    Adjusted Funds Flow and Cash Flow From Operating Activities

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

    Net Income (Loss) to Common Shareholders

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

    Capital Activities and Investment

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

    Debt and Credit Facilities

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

    Natural Gas Market Diversification

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

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

    (%)
    Percentage of
    total corporate
    production

    (%)
    Effective average
    realized

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

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

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

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

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

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

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

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

    (%)
    Natural gas
    production

    (Mcf/d)
    Percentage of
    natural gas
    production

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

    (%)
    Natural gas
    production

    (Mcf/d)
    Percentage of
    natural gas
    production

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

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

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

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

    OPERATIONAL UPDATE

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

    Pouce Coupe

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

    5-Well 04-05 Pad IP Rates

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

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

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

    Gordondale

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

    Elmworth

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

    ABBREVIATIONS

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

    NON-GAAP AND OTHER FINANCIAL MEASURES

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

    Non-GAAP Financial Measures

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

    Adjusted Funds Flow and Free Funds Flow

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

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

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

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

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

    Transportation and Other Expense

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

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


    Operating Netback

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

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


    Total Capital Expenditures

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

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

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

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

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

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

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

    Non-GAAP Ratios

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

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

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

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

    Free Funds Flow Per Basic Common Share

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

    Transportation and Other Expense Per Boe

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

    Operating Netback Per Boe

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

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

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

    Capital Management Measures

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

    Total Debt

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

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

    (1)  Current liabilities less current assets.

    (2)  Reflects the current portion only.

    ADVISORIES

    Unaudited Information

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

    Currency

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

    Boe Conversions

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

    MMBtu Pricing Conversions

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

    Oil and Gas Metrics

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

    Production

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

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

    Initial Production Rates

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

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

    Finding and Development (F&D) Capital Expenditures

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

    Forward-Looking Statements

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

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

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

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

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

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

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

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

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

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

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

    ABOUT BIRCHCLIFF:

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

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

    Bruno Geremia – Executive Vice President and Chief Financial Officer

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

    First Quarter 2025 and Recent Operational Highlights

    ARK Franchise Updates:

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

    Game Portfolio Updates:

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

    Business Updates:

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

    Management Commentary

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

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

    First Quarter 2025 Financial Highlights

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

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

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

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

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

    Use of Non-GAAP Financial Measures

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

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

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

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

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

    Webcast Details

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

    Forward-Looking Statements

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

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

    About Snail, Inc.

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

    Investor Contact:

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

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


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


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

    The MIL Network

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

    Source: GlobeNewswire (MIL-OSI)

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

    Summary Consolidated Financial Highlights:

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

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

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

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

    Comments on our industry segments and business units

    Financial Education and Technology Segment

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

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

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

    Our Blockchain Technology and Crypto Mining Products and Services Segment

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

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

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

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

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

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

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

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

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

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

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

    Our Financial Services Initiatives

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

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

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

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

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

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

    Operational Highlights (Quotes)

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

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

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

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

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

    About Investview, Inc.

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

    About Opencash Securities LLC

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

    Forward-Looking Statement

    All statements in this release that are not based on historical fact are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies, and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate” or other comparable terms. These forward-looking statements are based on Investview’s current beliefs and assumptions and information currently available to Investview and involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance, or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Our forward-looking statements expect that we will be able to expand the scope and scale of our iGenius network, despite the recent material contractions in its business. Our forward-looking statements also expect that we will ultimately be able to develop retail brokerage operations at Opencash, although it is currently in the pre-revenue and early stage of its operations. We plan to do this by, among others, investing the funds we believe are necessary to develop the infrastructure necessary to achieve retail operations. This includes, among others, the on-boarding of customer support personnel and software developers, the development and implementation of a marketing strategy, the securing of necessary securities clearing arrangements, and the continued development of the online Opencash trading platform and completing its integration with the proprietary algorithmic trading platform we acquired in September 2021. Despite our best efforts, there can be no assurance that we will be able to achieve these objectives on a timely basis, if at all, as the development of an early-stage securities brokerage business involves inherent regulatory and operational risks and uncertainties, including the uncertain ability of us to integrate the Opencash investment platform application with the proprietary algorithmic trading platform we acquired in September 2021, particularly as the platform we acquired in 2021 has not been placed in commercial service since 2021; thus, any such integration could be subject to IT-related and commercial risks. More information on potential factors that could affect Investview’s financial results is included from time to time in Investview’s public reports filed with the U.S. Securities and Exchange Commission, including the Company’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. The forward-looking statements made in this release speak only as of the date of this release, and Investview, Inc. assumes no obligation to update any such forward-looking statements to reflect actual results or changes in expectations, except as otherwise required by law.

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

    Reconciliation of Gross Revenue to Net Revenue
    (unaudited)

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

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

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

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

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

    The MIL Network

  • MIL-OSI: Apache Corporation Tree Grant Program Opens U.S. Applications for 2025-2026 Planting Season

    Source: GlobeNewswire (MIL-OSI)

    HOUSTON, May 14, 2025 (GLOBE NEWSWIRE) — Apache Corporation, a subsidiary of APA Corporation (Nasdaq: APA), today announced the opening of applications for the Apache Corporation Tree Grant Program’s 2025-2026 planting season. To receive tree grants, applicants must be based in the United States.

    Since 2005, the program has partnered with more than 1,000 nonprofit organizations and government agencies across the company’s U.S. operating areas. In 2023, the program surpassed the significant milestone of donating more than 5 million trees to U.S. partners and expanded internationally launching a similar program in Scotland, where the company also operates.

    “We maintain a legacy of supporting land conservation through our environmental stewardship initiatives,” said John J. Christmann IV, Apache’s chief executive officer. “Our award-winning Tree Grant Program is a key part of this as we focus on enhancing public green spaces through reforestation and environmental education. We have worked with a range of partners over the last 20 years to support conservation efforts, whether it is to enrich neighborhoods, preserve natural habitats, or restock areas affected by natural disasters. Our team at Apache is honored to collaborate with our tree grant partners to create a more sustainable world for future generations.”

    The program is open to U.S.-based nonprofit organizations and government agencies in Texas and Louisiana. Grant recipients must request a minimum of 50 one-gallon, three-gallon or five-gallon trees per project or a minimum of 1,000 bareroot seedlings. Additionally, recipients must agree to receive all awarded trees in a single delivery and are required to provide ongoing care and maintenance of the trees. Grant awards will be announced Oct. 1, 2025, and all trees must be received and planted or distributed no later than May 31, 2026.

    Last season, Apache donated more than 134,000 trees to 52 nonprofit partner organizations in the U.S., including carbon mitigation efforts with Houston Wilderness, an alliance of business, environmental and government interests protecting the Gulf Coast ecoregion, and In Alpine, Texas, BBCA is a nonprofit organization that serves local wildlife by nurturing relationships within shared environments to create inclusive, equitable and just approaches to conservation with communities in the region. The company also partnered with TPWD has provided outdoor recreational opportunities by managing and protecting wildlife, parklands and historic areas that are essential to the natural and cultural resources of Texas.

    For more information and to apply to the 2025-2026 Apache Tree Grant Program, please visit www.apachelovestrees.com to submit an application by the July 13, 2025, deadline. To view the Apache Tree Grant Program video and learn more, click here.

    About Apache

    Apache Corporation, a wholly owned subsidiary of APA Corporation (Nasdaq: APA), is an oil and gas exploration and production company with operations in the United States, Egypt and the United Kingdom. Apache’s parent corporation, APA Corporation, posts announcements, operational updates, investor information and press releases on its websitewww.apacorp.com.

    About Apache Corporation Tree Grant Program

    Founded in 2005, the Apache Corporation Tree Grant Program is a philanthropic initiative of Apache Corporation that donates trees to nonprofits and government entities in the company’s operational areas. The program focuses on grants that support large-scale conservation, protection of habitats for wildlife and native species, as well as the restoration and enhancement of public greenspaces. This award-winning environmental stewardship initiative has provided more than 5 million trees to over 1,000 to qualified partners in the U.S. In addition to the development and improvement of public parks and greenspaces, community partners often request trees to support a broad range of conservation efforts, including preservation of natural habitats and reforestation. To learn more about the program, visit www.apachelovestrees.com.

    APA-T

    The MIL Network

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

    Source: US Federal Emergency Management Agency 2

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

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

    MIL OSI USA News

  • MIL-OSI USA: NASA Glenn Hosts Slovenian Delegation and Ohio Governor’s Office

    Source: NASA

    NASA’s Glenn Research Center in Cleveland hosted a delegation of Slovenian government officials and representatives from the Ohio Governor’s Office on April 11. NASA Glenn leadership provided the group with an overview of the center’s vital role within the agency. The delegation also visited key space-related and aeronautics facilities, including tours of the Zero Gravity Research Facility, Simulated Lunar Operations Laboratory, and Icing Research Tunnel. 
    Republic of Slovenia Minister of Defense Borut Sajovic and Ambassador of the Republic of Slovenia to the United States Iztok Mirosic headed the delegation. Joe Zeis, who is the senior advisor for Aerospace and Defense for the Office of the Governor, and Tobias Engel, who is with the Ohio Department of Development International Affairs, also attended. 

    The Slovenia Space Office — under the Ministry of the Economy, Industry, and Sport — coordinates Slovenia’s space activities within ESA (European Space Agency). Slovenia recently became a member state of ESA, enabling more international opportunities for Slovenian scientists and engineers. Last year, Slovenia joined the Artemis Accords, which provides a common set of principles to enhance the governance of the civil exploration and use of outer space, as the 39th participant.  

    MIL OSI USA News

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

    Source: US Congressional Budget Office

    Bill Summary

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

    Estimated Federal Cost

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

    Table 1.

    Estimated Budgetary Effects of H.R. 1364

     

    By Fiscal Year, Millions of Dollars

       
     

    2025

    2026

    2027

    2028

    2029

    2030

    2031

    2032

    2033

    2034

    2035

    2025-2030

    2025-2035

     

    Increases or Decreases (-) in Direct Spending

       

    Estimated Budget Authority

    *

    1

    1

    1

    1

    1

    1

    -39

    1

    1

    2

    5

    -29

    Estimated Outlays

    *

    1

    1

    1

    1

    1

    1

    -39

    1

    1

    2

    5

    -29

     

    Increases in Spending Subject to Appropriation

       

    Estimated Authorization

    1

    2

    2

    2

    2

    2

    3

    3

    3

    3

    3

    11

    26

    Estimated Outlays

    1

    2

    2

    2

    2

    2

    3

    3

    3

    3

    3

    11

    26

    Basis of Estimate

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

    Provisions That Affect Spending Subject to Appropriation and Direct Spending

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

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

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

    Direct Spending

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

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

    Table 2.

    Estimated Increases in Direct Spending Under H.R. 1364

     

    By Fiscal Year, Millions of Dollars

       
     

    2025

    2026

    2027

    2028

    2029

    2030

    2031

    2032

    2033

    2034

    2035

    2025-2030

    2025-2035

    Adaptive Equipment

                         

    Estimated Budget Authority

    *

    1

    1

    1

    1

    1

    1

    1

    1

    1

    2

    5

    11

    Estimated Outlays

    *

    1

    1

    1

    1

    1

    1

    1

    1

    1

    2

    5

    11

    Pensions

                         

    Estimated Budget Authority

    0

    0

    0

    0

    0

    0

    0

    -40

    0

    0

    0

    0

    -40

    Estimated Outlays

    0

    0

    0

    0

    0

    0

    0

    -40

    0

    0

    0

    0

    -40

    Total Changes

                           

    Estimated Budget Authority

    *

    1

    1

    1

    1

    1

    1

    -39

    1

    1

    2

    5

    -29

    Estimated Outlays

    *

    1

    1

    1

    1

    1

    1

    -39

    1

    1

    2

    5

    -29

    Spending Subject to Appropriation

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

    Table 3.

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

     

    By Fiscal Year, Millions of Dollars

       
     

    2025

    2026

    2027

    2028

    2029

    2030

    2031

    2032

    2033

    2034

    2035

    2025-2030

    2025-2035

    Adaptive Equipment

                         

    Estimated Authorization

    1

    2

    2

    2

    2

    2

    3

    3

    3

    3

    3

    11

    26

    Estimated Outlays

    1

    2

    2

    2

    2

    2

    3

    3

    3

    3

    3

    11

    26

    Pay-As-You-Go Considerations

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

    Increase in Long-Term Net Direct Spending and Deficits

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

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

    Mandates

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

    Estimate Reviewed By

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

    Kathleen FitzGerald
    Chief, Public and Private Mandates Unit

    Christina Hawley Anthony
    Deputy Director of Budget Analysis

    Phillip L. Swagel

    Director, Congressional Budget Office

    MIL OSI USA News

  • MIL-OSI Security: Long-Time Fugitive Extradited to the United States to Face Charges for Orchestrating Mail Fraud Scheme Defrauding Elderly and Vulnerable Victims of Over $10 Million

    Source: Office of United States Attorneys

    NEWARK, N.J. – A German man was extradited from Italy and arrested for orchestrating a massive mail fraud scheme targeting elderly and otherwise vulnerable victims with false and fraudulent psychic solicitations, U.S. Attorney Alina Habba announced.

    Georg Ingenbleek, 58, a citizen of Germany, was indicted in 2020 and has been a fugitive. He was apprehended in Bolzano, Italy in 2024 and returned yesterday via Newark International Airport to face an indictment charging him with two counts of mail fraud. Ingenbleek made his initial appearance and arraignment on May 9, 2025, before U.S. Magistrate Judge Leda Dunn Wettre. He pleaded not guilty and was remanded without bail.

    According to the Indictment and statements made in court:

    From at least 2011 through 2016, Ingenbleek created numerous direct mail solicitations supposedly from world-renowned psychics, falsely and fraudulently claiming that the recipients were being contacted because they had been the subject of specific visions by the psychics, including visions that the recipients were going to receive large sums of money and good fortune. Many of the letters falsely promised that the psychic services being offered were free of charge. In fact, the letters were mass-produced using software and information provided by Ingenbleek to a direct mail marketing services company, Company-1, located in Piscataway, New Jersey, which Ingenbleek retained to print and mail the solicitations.

    Ingenbleek directed a second company, Company-2, to send fraudulent billing notices to the same victims that stated that the victims owed money for psychic services, which in many cases had been offered free of charge. The fraudulent billing notices were labeled “collection notices” and “invoices,” falsely representing that the victims owed late payment fees, and falsely stating that a psychic or astrology organization would refer the victim to a “collection agency” and take legal action if the victim did not send a check, usually for $20 to $50. Through his fraudulent psychic mailing campaign, Ingenbleek obtained more than $10 million dollars from victims.

    In September 2016, Ingenbleek directed representatives of Company-1 and Company-2 to destroy all materials related to his fraudulent psychic mailings in response to federal criminal investigations into his conduct and the conduct of other participants in the scheme. In one email, dated September 23, 2016, Ingenbleek told a representative of Company-2, “You cannot wait! I advise you urgently to get rid of the material! Use your own car, rent a truck, start today, work all weekend.”

    The mail fraud charges each carry a maximum potential penalty of 20 years in prison and a $250,000 fine, or twice the gross gain or loss from the offense.

    U.S. Attorney Habba credited postal inspectors of the U.S. Postal Inspection Service Philadelphia Division, under the direction of Inspector in Charge Christopher A. Nielsen; special agents of IRS – Criminal Investigation Newark Field Office, under the direction of Special Agent in Charge Jenifer Piovesan; and special agents of HSI New York, under the direction of Acting Special Agent in Charge Michael Alfonzo, with the investigation leading to the charges, and HSI Rome and the Justice Department’s Office of International Affairs for providing significant assistance in securing the defendant’s extradition from Italy.

    The government is represented by Assistant United States Attorneys Jonathan Fayer and Olta Bejleri of the Economic Crimes Unit in Newark.

    The charges and allegations in the indictment are merely accusations, and the defendant is presumed innocent unless and until proven guilty.

    ###

    Defense counsel: Daniel Rashbaum, Esq., Miami, Florida.

    MIL Security OSI

  • MIL-OSI Security: Preston County Man Admits to Federal Child Exploitation Offenses

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

    CLARKSBURG, WEST VIRGINIA – Steven David Seeger, 46, of Bruceton Mills, West Virginia, has admitted to the coercion and enticement of a minor for sex and production of child pornography.

    According to court documents and statements made in court, Seeger was communicating with minor girls online.  During those communications, he persuaded multiple victims to produce and send him sexually explicit images and videos.

    Seeger faces 10 years to life in federal prison for the enticement charge and faces 15 to 30 years for the production of child pornography charge. If convicted, a federal district court judge will determine the appropriate sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    Assistant U.S. Attorney Kimberley Crockett is prosecuting the case on behalf of the government.

    The Federal Bureau of Investigation, the West Virginia State Police, and the Preston County Sheriff’s Office investigated.

    U.S. Magistrate Judge Michael John Aloi presided.

    MIL Security OSI