Category: Taxation

  • MIL-OSI: P10 Reports First Quarter 2025 Earnings Results

    Source: GlobeNewswire (MIL-OSI)

    Record fundraising and deployments of over $1.4 Billion in Gross New Fee-Paying AUM

    Increased Quarterly Dividend by 7%

    Completed Acquisition of Qualitas Funds

    DALLAS, May 08, 2025 (GLOBE NEWSWIRE) — P10, Inc. (NYSE: PX) (the “Company”), a leading private markets solutions provider, today reported financial results for the first quarter ended March 31, 2025.

    First Quarter 2025 Financial Highlights

    • Revenue: $67.7 million, a 2% increase year over year.
    • Fee-Related Revenue: $67.6 million, a 4% increase year over year.
    • Fee-Paying Assets Under Management: $26.3 billion, a 10% increase year over year.
    • GAAP Net Income: $4.7 million compared to $5.2 million in the prior year.
    • Fee-Related Earnings: $30.7 million compared to $30.7 million in the prior year.
    • Adjusted Net Income: $23.5 million compared to $25.4 million in the prior year.
    • Fully Diluted GAAP EPS: $0.04 compared to $0.04 in the prior year.
    • Fully Diluted ANI per share: $0.20 compared to $0.21 in the prior year.

    A presentation of the quarterly financials may be accessed here and is available on the Company’s website.

    “In the first quarter, P10 raised and deployed over $1.4 billion in gross new fee-paying AUM, representing the best fundraising quarter in our history,” said Luke Sarsfield, P10 Chairman and Chief Executive Officer. “Our record quarter is a true testament to the strength of our platform and what we are building here at P10. Additionally, we recently completed the acquisition of Qualitas Funds, significantly expanding our global presence. Looking ahead, we believe we are well positioned to meet our fundraising targets and further expand our client franchise by providing unrivaled access to investment opportunities.”

    Stock Repurchase Program

    In the first quarter, the Company repurchased 1,215,106 shares at an average price of $12.31 per share. The repurchase activity left approximately $28.5 million available under the repurchase authorization at the end of the first quarter.

    Declaration of Dividend

    The Board of Directors of the Company has declared a quarterly cash dividend of $0.0375 per share on Class A and Class B common stock, an increase of 7%, payable on June 20, 2025, to the holders of record as of the close of business on May 30, 2025.

    Conference Call Details

    The Company will host a conference call at 8:30 a.m. Eastern Time on Thursday, May 8, 2025. All participants must register prior to joining the event.

    • To join and view the live webcast, please register here.
    • To join by telephone, please register here.

    For those unable to participate in the live event, a replay will be made available on P10’s investor relations page at www.p10alts.com.

    About P10

    P10 is a leading multi-asset class private markets solutions provider in the alternative asset management industry. P10’s mission is to provide its investors differentiated access to a broad set of investment solutions that address their diverse investment needs within private markets. As of March 31, 2025, P10’s products have a global investor base of more than 3,800 investors across 50 states, 60 countries, and six continents, which includes some of the world’s largest pension funds, endowments, foundations, corporate pensions, and financial institutions. Visit www.p10alts.com.

    Forward-Looking Statements

    Some of the statements in this release may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Words such as “will,” “expect,” “believe,” “estimate,” “continue,” “anticipate,” “intend,” “plan” and similar expressions are intended to identify these forward-looking statements. Forward-looking statements discuss management’s current expectations and projections relating to our financial position, results of operations, plans, objectives, future performance, and business. The inclusion of any forward-looking information in this release should not be regarded as a representation that the future plans, estimates, or expectations contemplated will be achieved. Forward-looking statements reflect management’s current plans, estimates, and expectations, and are inherently uncertain. All forward-looking statements are subject to known and unknown risks, uncertainties, assumptions and other important factors that may cause actual results to be materially different; global and domestic market and business conditions; successful execution of business and growth strategies and regulatory factors relevant to our business; changes in our tax status; our ability to maintain our fee structure; our ability to attract and retain key employees; our ability to manage our obligations under our debt agreements; our ability to make acquisitions and successfully integrate the businesses we acquire; assumptions relating to our operations, financial results, financial condition, business prospects and growth strategy; and our ability to manage the effects of events outside of our control. The foregoing list of factors is not exhaustive. For more information regarding these risks and uncertainties as well as additional risks that we face, you should refer to the “Risk Factors” included in our annual report on Form 10-K for the year ended December 31, 2024, filed with the U.S. Securities and Exchange Commission (“SEC”) on February 28, 2025, and in our subsequent reports filed from time to time with the SEC. The forward-looking statements included in this release are made only as of the date hereof. We undertake no obligation to update or revise any forward-looking statement as a result of new information or future events, except as otherwise required by law.

    Use of Non-GAAP Financial Measures by P10

    The non-GAAP financial measures contained in this press release (including, without limitation, Fee-Related Revenue (“FRR”), Fee-Related Earnings (“FRE”), Fee-Related Earnings Margin, Adjusted Net Income (“ANI”), Fully Diluted ANI per share and fee-paying assets under management) are not GAAP measures of the Company’s financial performance or liquidity and should not be considered as alternatives to net income (loss) as a measure of financial performance or cash flows from operations as measures of liquidity, or any other performance measure derived in accordance with GAAP. A reconciliation of such non-GAAP measures to their most directly comparable GAAP measure is included later in this press release. The Company believes the presentation of these non-GAAP measures provide useful additional information to investors because it provides better comparability of ongoing operating performance to prior periods. It is reasonable to expect that one or more excluded items will occur in future periods, but the amounts recognized can vary significantly from period to period. These non-GAAP measures should not be considered substitutes for net income or cash flows from operating, investing, or financing activities. You are encouraged to evaluate each adjustment to non-GAAP financial measures and the reasons management considers it appropriate for supplemental analysis. Our presentation of these measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.

    Key Financial & Operating Metrics

    Fee-paying assets under management reflects the assets from which we earn management and advisory fees. Our vehicles typically earn management and advisory fees based on committed capital, and in certain cases, net invested capital, depending on the fee terms. Management and advisory fees based on committed capital are not affected by market appreciation or depreciation.

    P10 Investor Contact:
    info@p10alts.com

    P10 Media Contact:
    Josh Clarkson
    Taylor Donahue
    pro-p10@prosek.com

    Reconciliation of Non-GAAP Financial Measures
             
    (Dollars in thousands except share and per share amounts)   Three Months Ended   % Change
        March 31, 2025 March 31, 2024   Q1’25 vs Q1’24
    GAAP Net Income   $ 4,696   $ 5,243     -10%
    Adjustments:          
    Depreciation & amortization     5,804     7,083     -18%
    Interest expense, net     6,417     5,776     11%
    Income tax expense     265     1,758     -85%
    Non-recurring expenses     3,460     691     401%
    Non-cash stock based compensation     5,855     5,945     -2%
    Non-cash stock based compensation – acquisitions     710     771     -8%
    Earn out related compensation     3,519     3,558     -1%
    Non-Fee Related Income     (39 )   (84 )   -54%
    Fee-Related Earnings   $ 30,687   $ 30,741     0%
    Plus:          
    Non-Fee Related Income   $ 39   $ 84     -54%
    Less:          
    Cash interest expense     (6,696 )   (5,406 )   24%
    Cash income taxes, net of taxes related to acquisitions     (570 )   (19 )   2900%
    Adjusted Net Income   $ 23,460   $ 25,400     -8%
               
    Fully Diluted ANI per Share          
    Shares outstanding     110,907     115,129     -4%
    Fully Diluted Shares outstanding     119,352     122,841     -3%
    ANI per share   $ 0.21   $ 0.22     -4%
    Fully Diluted ANI per share(1)   $ 0.20   $ 0.21     -5%
               
    Fee-Related Revenue          
    Total Revenues   $ 67,667   $ 66,115     2%
    Adjustments:          
    Non-Fee Related Revenue     (39 )   (1,108 )   -96%
    Fee-Related Revenue   $ 67,628   $ 65,007     4%
               
    Fee-Related Earnings Margin          
    Fee-Related Revenue   $ 67,628   $ 65,007     4%
    Fee-Related Earnings   $ 30,687   $ 30,741     0%
    Fee-Related Earnings Margin     45 %   47 %   N/A

     

    (1) Fully Diluted ANI EPS calculations include the total of all shares of common stock, stock options under the treasury stock method, restricted stock awards, and the redeemable non-controlling interests of P10 Intermediate converted to Class A stock as of each period presented.

    Notes to Reconciliation of Non-GAAP Financial Measures

    Above is a calculation of our unaudited non-GAAP financial measures. These are not measures of financial performance under GAAP and should not be construed as a substitute for the most directly comparable GAAP measures, which are reconciled in the table above. These measures have limitations as analytical tools, and when assessing our operating performance, you should not consider these measures in isolation or as a substitute for GAAP measures. Other companies may calculate these measures differently than we do, limiting their usefulness as a comparative measure.

    We use Adjusted Net Income, or ANI, Fee-Related Revenues, Fee-Related Earnings and Fee-Related Earnings Margin to provide additional measures of profitability. We use the measures to assess our performance relative to our intended strategies, expected patterns of profitability, and budgets, and use the results of that assessment to adjust our future activities to the extent we deem necessary. ANI reflects an estimate of our cash flows generated by our core operations. ANI is calculated as Fee-Related Earnings, plus Non-Fee Related Income, less actual cash paid for interest and federal and state income taxes.

    In order to compute Fee-Related Earnings, we adjust our GAAP Net Income for the following items:

    • Expenses that typically do not require us to pay them in cash in the current period (such as depreciation, amortization and stock-based compensation);
    • The cost of financing our business;
    • One-time expenses related to restructuring of the management team including placement/search fees;
    • Expenses related to one-time technical accounting matters;
    • Acquisition-related expenses which reflects the actual costs incurred during the period for the acquisition of new businesses, which primarily consists of fees for professional services including legal, accounting, and advisory, as well as bonuses paid to employees directly related to the acquisition;
    • The effects of income taxes;
    • Non-Fee Related Income.

    Fee-Related Revenues is calculated as Total Revenues less Non-Fee Related Revenue.

    Fee-Related Earnings is a non-GAAP performance measure used to monitor our baseline earnings less any incentive fee revenue and excluding any incentive fee-related expenses.

    Fee-Related Earnings Margin is calculated as Fee-Related Earnings divided by Fee-Related Revenues.

    Adjusted Net Income reflects net cash paid for federal and state income taxes and cash interest expense.

    The MIL Network

  • MIL-OSI: Cenovus announces first-quarter 2025 results

    Source: GlobeNewswire (MIL-OSI)

    CALGARY, Alberta, May 08, 2025 (GLOBE NEWSWIRE) — Cenovus Energy Inc. (TSX: CVE) (NYSE: CVE) today announced its first-quarter 2025 financial and operating results. The company generated more than $1.3 billion in cash from operating activities, $2.2 billion of adjusted funds flow and $983 million of free funds flow. Operating results in the quarter were strong, with Upstream production increasing to 818,900 barrels of oil equivalent per day (BOE/d)1 while Downstream crude throughput was 665,400 barrels per day (bbls/d), representing an overall utilization rate of 92%.

    The Board of Directors has approved an 11% increase in the base dividend to $0.80 per share annually, beginning in the second quarter of 2025. Consistent with Cenovus’s financial framework, the base dividend is underpinned by our growth plan and resilience at a US$45 WTI oil price.

    Highlights

    • Upstream production of 818,900 BOE/d, maintaining near-record performance and exceeding the previous quarter.
    • Continued momentum in Downstream performance, including record utilization of 104% in Canadian Refining, with 90% utilization and adjusted market capture2,3 of 62% in U.S. Refining.
    • Returned $595 million to shareholders, including $62 million through share purchases, $333 million through common and preferred share dividends, and $200 million through the redemption of Cenovus’s Series 5 preferred shares on March 31, 2025. The company subsequently purchased 10.9 million common shares for $178 million between April 1 and May 5, 2025.
    • Progressed all Upstream growth projects as planned, including introduction of steam to the first two well pads at Narrows Lake with first oil expected early in the third quarter, as well as completing preparations for tow-out of the concrete gravity structure (CGS) and the topsides for the West White Rose project.

    “We delivered strong operational performance across our integrated portfolio, while significantly progressing our major growth projects toward completion,” said Jon McKenzie, Cenovus President & Chief Executive Officer. “Combined with our commitment to financial discipline and cost control, we are well positioned to effectively navigate market volatility and continue to grow shareholder returns.”

    Financial summary

    ($ millions, except per share amounts) 2025 Q1 2024 Q4 2024 Q1
    Cash from (used in) operating activities 1,315 2,029 1,925
    Adjusted funds flow2 2,212 1,601 2,242
    Per share (diluted)2 1.21 0.87 1.19
    Capital investment 1,229 1,478 1,036
    Free funds flow2 983 123 1,206
    Excess free funds flow2 373 (416) 832
    Net earnings (loss) 859 146 1,176
    Per share (diluted) 0.47 0.07 0.62
    Long-term debt, including current portion 7,524 7,534 7,227
    Net debt 5,079 4,614 4,827


    Production and throughput

    (before royalties, net to Cenovus) 2025 Q1 2024 Q4 2024 Q1
    Oil and NGLs (bbls/d)1 670,900 670,600 658,200
    Conventional natural gas (MMcf/d) 887.9 873.3 855.8
    Total upstream production (BOE/d)1 818,900 816,000 800,900
    Total downstream crude throughput (bbls/d) 665,400 666,700 655,200

    1See Advisory for production by product type.

    2Non-GAAP financial measure or contains a non-GAAP financial measure. See Advisory.

    3Adjusted Market Capture excludes the impact of inventory holding gains or losses. See Advisory for more details.


    First-quarter results

    Operating1

    Cenovus’s total revenues were $13.3 billion in the first quarter, up from $12.8 billion in the fourth quarter of 2024, primarily due to rising commodity prices. Upstream revenues were $8.3 billion, an increase from $7.3 billion in the previous quarter, while Downstream revenues were $7.7 billion compared with $7.8 billion in the prior quarter.

    Total operating margin4 was $2.8 billion, compared with $2.3 billion in the previous quarter. Upstream operating margin5 was $3.0 billion, an increase from $2.7 billion in the fourth quarter due to higher benchmark oil prices and favourable timing differences between production and sales. The company had a Downstream operating margin5 shortfall of $237 million compared with a shortfall of $396 million in the previous quarter, as adjusted market capture6 in U.S. Refining improved to 62%. Operating margin in the U.S. Refining segment included a $23 million inventory holding loss and $81 million of turnaround expenses.

    Total Upstream production was 818,900 BOE/d in the first quarter, up from 816,000 BOE/d in the fourth quarter. Christina Lake production was 237,800 bbls/d, compared with 251,400 bbls/d in the prior quarter, having benefited from higher production rates following its fall turnaround. Foster Creek production was 202,700 bbls/d compared with 195,200 bbls/d in the fourth quarter, reflecting a successful well optimization program and two new sustaining well pads being brought online. Sunrise production was 52,100 bbls/d compared with 53,100 bbls/d in the fourth quarter. Production from the Lloydminster thermal assets increased to 109,900 bbls/d from 108,900 bbls/d in the prior quarter, while Lloydminster conventional heavy oil output rose to 21,800 bbls/d from 18,000 bbls/d in the fourth quarter. Production in the Conventional segment was 123,900 BOE/d, up from 117,800 BOE/d in the previous quarter.

    In the Offshore segment, production was 68,800 BOE/d compared with 69,700 BOE/d in the fourth quarter. In Asia Pacific, production volumes were 57,200 BOE/d, lower than 62,200 BOE/d in the previous quarter, primarily due to timing of condensate lifting in Indonesia in the first quarter. In the Atlantic region, production was 11,600 bbls/d, an increase from 7,500 bbls/d in the prior quarter, due to increased output at the partner-operated Terra Nova field and the return to operations of the SeaRose floating production, storage and offloading (FPSO) vessel in the White Rose field.

    Total Downstream crude throughput in the first quarter was 665,400 bbls/d, in line with fourth quarter throughput of 666,700 bbls/d. Crude throughput in Canadian Refining was 111,900 bbls/d, representing a record utilization rate of 104%, compared with 104,400 bbls/d in the previous quarter.

    In U.S. Refining, crude throughput was 553,500 bbls/d, representing a utilization rate of 90%, compared with 562,300 bbls/d in the fourth quarter. U.S. Refining revenues were $6.4 billion, slightly lower than $6.6 billion in the previous quarter. Adjusted market capture6 in the U.S. was 62%, compared with 52% in the fourth quarter, benefiting from improved process unit reliability and the return of the Lima Refinery to full operations following a turnaround completed in the fourth quarter of 2024, while continuing to be impacted by a narrow heavy oil price differential.

    4Non-GAAP financial measure. Total operating margin is the total of Upstream operating margin plus Downstream operating margin. See Advisory.
    5Specified financial measure. See Advisory.
    6Contains a non-GAAP financial measure. See Advisory.


    Financial

    Cash from operating activities in the first quarter was $1.3 billion, compared with $2.0 billion in the fourth quarter. Adjusted funds flow was $2.2 billion, compared with $1.6 billion in the prior quarter, and excess free funds flow (EFFF) was $373 million, compared with a shortfall of $416 million in the fourth quarter. Net earnings in the first quarter were $859 million, compared with $146 million in the previous quarter. First-quarter financial results improved in part due to higher benchmark prices, higher Upstream sales volumes and improved Downstream market capture relative to the fourth quarter.

    Long-term debt, including the current portion, was $7.5 billion as at March 31, 2025. Net debt increased from December 31, 2024 to $5.1 billion as at March 31, 2025, as free funds flow of $983 million was more than offset by returns to shareholders of $595 million, including the redemption of $200 million of Cenovus’s Series 5 preferred shares on March 31, 2025, and a $861 million build of non-cash working capital. The company continues to steward toward net debt of $4.0 billion and returning 100% of EFFF to shareholders over time in accordance with its financial framework.

    In the first quarter of 2025, the company received a rating upgrade from Moody’s to Baa1 with a stable outlook. Cenovus remains committed to maintaining its investment grade credit ratings at S&P Global Ratings, Moody’s, Morningstar DBRS and Fitch Ratings.

    Growth projects

    In the Oil Sands segment, steaming of the first two well pads in the Narrows Lake field began in late April. The project remains on track for first oil early in the third quarter of 2025, as planned. At Sunrise, one well pad was brought online in April as the company continues to progress the facility’s growth plan to access higher-quality resource and fully utilize the asset’s steam capacity. The optimization project at Foster Creek is now approximately 75% complete and remains on schedule for startup in 2026. Preparations are being made to complete critical project tie-ins during the Foster Creek turnaround in the second quarter of 2025.

    The West White Rose project continues to progress toward installation and commissioning of the offshore platform later this year. Preparations are underway to tow the CGS to its field location in the second quarter, where it will be mated with the topsides in the third quarter. The West White Rose project is now approximately 90% complete and remains on-schedule for first oil in the second quarter of 2026.

    “These oil sands growth projects access some of the best resources in our portfolio,” McKenzie said. “At both Narrows Lake and Sunrise, we’re moving into new higher-quality development areas, which will drive lower steam-to-oil ratios and increased production without adding any new steam capacity and at a low capital cost. Once the West White Rose project is operating, we’ll be adding around 45,000 bbls/d of light sweet oil production tied to global pricing, generating significant free cash flow.”

    Dividend declarations and share purchases

    The Board of Directors has declared a quarterly base dividend of $0.20 per common share, payable on June 30, 2025, to shareholders of record as of June 13, 2025.

    In addition, the Board has declared a quarterly dividend on each of the Cumulative Redeemable First Preferred Shares – Series 1, Series 2 and Series 7 – payable on June 30, 2025, to shareholders of record as of June 13, 2025, as follows:

    Preferred shares dividend summary

    Share series Rate (%) Amount ($/share)
    Series 1 2.577 0.16106
    Series 2 4.568 0.28472
    Series 7 3.935 0.24594

    All dividends paid on Cenovus’s common and preferred shares will be designated as “eligible dividends” for Canadian federal income tax purposes. Declaration of dividends is at the sole discretion of the Board and will continue to be evaluated on a quarterly basis.

    In the first quarter, the company returned $595 million to shareholders, composed of $62 million from its purchase of 3 million shares through its normal course issuer bid (NCIB), $333 million through common and preferred share dividends and $200 million through the redemption of Cenovus’s Series 5 preferred shares. Subsequent to the quarter, the company purchased 10.9 million common shares through May 5, 2025 for $178 million.

    2025 planned maintenance

    The following table provides details on planned maintenance activities at Cenovus assets in 2025 and anticipated production or throughput impacts.

    Potential quarterly production/throughput impact (Mbbls/d or MBOE/d)

    (MBOE/d or Mbbls/d) Q2 Q3 Q4 Annualized impact
    Upstream
    Oil Sands 30 – 40 5 – 7 10 – 12
    Offshore 4 – 6 1 – 2
    Conventional
    Downstream
    Canadian Refining
    U.S. Refining 35 – 45 2 – 4 6 – 10 13 – 17


    Potential turnaround expenses

    ($ millions) Q2 Q3 Q4 Annualized impact
    Downstream
    Canadian Refining
    U.S. Refining 240 – 295 80 – 95 40 – 50 440 – 520

    Conference call today

    Cenovus will host a conference call today, May 8, 2025, starting at 9 a.m. MT (11 a.m. ET).

    For analysts wanting to join the call, please register in advance at Conference call registration.

    To participate in the live conference call, you must complete the online registration form in advance of the conference call start time. Register ahead of time to receive a unique PIN to access the conference call via telephone. Once registered, participants can dial into the conference call from their telephone via the unique PIN or click on the “Call Me” option to receive an automated call directly on their telephone.

    An audio webcast will also be available and archived for approximately 30 days.

    Cenovus will also host its Annual Meeting of Shareholders today, May 8, 2025, in a virtual format beginning at 1 p.m. MT (3 p.m. ET). The webcast link to the Shareholders Meeting is available under Shareholder information in the Investors section of cenovus.com.

    Advisory

    Basis of Presentation

    Cenovus reports financial results in Canadian dollars and presents production volumes on a net to Cenovus before royalties basis, unless otherwise stated. Cenovus prepares its financial statements in accordance with International Financial Reporting Standards (IFRS) Accounting Standards.

    Barrels of Oil Equivalent

    Natural gas volumes have been converted to barrels of oil equivalent (BOE) on the basis of six thousand cubic feet (Mcf) to one barrel (bbl). BOE may be misleading, particularly if used in isolation. A conversion ratio of one bbl to six Mcf is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent value equivalency at the wellhead. Given that the value ratio based on the current price of crude oil compared with natural gas is significantly different from the energy equivalency conversion ratio of 6:1, utilizing a conversion on a 6:1 basis is not an accurate reflection of value.

    Product types

    Product type by operating segment Three months ended
    March 31, 2025
    Oil Sands
    Bitumen (Mbbls/d) 602.5
    Heavy crude oil (Mbbls/d) 21.8
    Conventional natural gas (MMcf/d) 11.4
    Total Oil Sands segment production (MBOE/d) 626.2
    Conventional
    Light crude oil (Mbbls/d) 5.2
    Natural gas liquids (Mbbls/d) 20.5
    Conventional natural gas (MMcf/d) 589.3
    Total Conventional segment production (MBOE/d) 123.9
    Offshore
    Light crude oil (Mbbls/d) 11.6
    Natural gas liquids (Mbbls/d) 9.3
    Conventional natural gas (MMcf/d) 287.2
    Total Offshore segment production (MBOE/d) 68.8
    Total Upstream production (MBOE/d) 818.9


    Forward‐looking Information

    This news release contains certain forward‐looking statements and forward‐looking information (collectively referred to as “forward‐looking information”) within the meaning of applicable securities legislation about Cenovus’s current expectations, estimates and projections about the future of the company, based on certain assumptions made in light of the company’s experiences and perceptions of historical trends. Although Cenovus believes that the expectations represented by such forward‐looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Forward‐looking information in this document is identified by words such as “anticipate”, “continue”, “deliver”, “drive”, “plan”, “position”, “progress”, “steward”, and “will” or similar expressions and includes suggestions of future outcomes, including, but not limited to, statements about: Net Debt; returning Excess Free Funds Flow to shareholders; navigating market volatility and growing shareholder returns; financial discipline and cost control; growth plans and projects; delivering long-term shareholder value; production guidance; the optimization project and turnaround at Foster Creek; timing of first oil at Narrows Lake; timing of well pads and first oil at Sunrise; the installation and commissioning of, and timing of first oil from, the West White Rose project; free cash flow; 2025 planned maintenance; and dividend payments.

    Developing forward‐looking information involves reliance on a number of assumptions and consideration of certain risks and uncertainties, some of which are specific to Cenovus and others that apply to the industry generally. The factors or assumptions on which the forward‐looking information in this news release are based include, but are not limited to: the allocation of free funds flow; commodity prices, inflation and supply chain constraints; Cenovus’s ability to produce on an unconstrained basis; Cenovus’s ability to access sufficient insurance coverage to pursue development plans; Cenovus’s ability to deliver safe and reliable operations and demonstrate strong governance; and the assumptions inherent in Cenovus’s 2025 corporate guidance available on cenovus.com.

    The risk factors and uncertainties that could cause actual results to differ materially from the forward‐looking information in this news release include, but are not limited to: the accuracy of estimates regarding commodity production and operating expenses, inflation, taxes, royalties, capital costs and currency and interest rates; risks inherent in the operation of Cenovus’s business; and risks associated with climate change and Cenovus’s assumptions relating thereto and other risks identified under “Risk Management and Risk Factors” and “Advisory” in Cenovus’s Management’s Discussion and Analysis (MD&A) for the year ended December 31, 2024.

    Except as required by applicable securities laws, Cenovus disclaims any intention or obligation to publicly update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise. Readers are cautioned that the foregoing lists are not exhaustive and are made as at the date hereof. Events or circumstances could cause actual results to differ materially from those estimated or projected and expressed in, or implied by, the forward‐looking information. For additional information regarding Cenovus’s material risk factors, the assumptions made, and risks and uncertainties which could cause actual results to differ from the anticipated results, refer to “Risk Management and Risk Factors” and “Advisory” in Cenovus’s MD&A for the periods ended December 31, 2024 and March 31, 2025 and to the risk factors, assumptions and uncertainties described in other documents Cenovus files from time to time with securities regulatory authorities in Canada (available on SEDAR+ at sedarplus.ca, on EDGAR at sec.gov and Cenovus’s website at cenovus.com).

    Specified Financial Measures

    This news release contains references to certain specified financial measures that do not have standardized meanings prescribed by IFRS Accounting Standards. Readers should not consider these measures in isolation or as a substitute for analysis of the company’s results as reported under IFRS Accounting Standards. These measures are defined differently by different companies and, therefore, might not be comparable to similar measures presented by other issuers. For information on the composition of these measures, as well as an explanation of how the company uses these measures, refer to the Specified Financial Measures Advisory located in Cenovus’s MD&A for the period ended March 31, 2025 (available on SEDAR+ at sedarplus.ca, on EDGAR at sec.gov and on Cenovus’s website at cenovus.com) which is incorporated by reference into this news release.

    Upstream Operating Margin and Downstream Operating Margin

    Upstream Operating Margin and Downstream Operating Margin, and the individual components thereof, are included in Note 1 to the interim Consolidated Financial Statements.

    Total Operating Margin

    Total Operating Margin is the total of Upstream Operating Margin plus Downstream Operating Margin.

      Upstream (7) Downstream (7) Total
    ($ millions) Q1 2025 Q4 2024 Q1 2024 Q1 2025 Q4 2024 Q1 2024 Q1 2025 Q4 2024 Q1 2024
    Revenues
    Gross Sales 9,252 8,240 7,864 7,705 7,837 8,233 16,957 16,077 16,097
    Less: Royalties (906) (914) (747) (906) (914) (747)
      8,346 7,326 7,117 7,705 7,837 8,233 16,051 15,163 15,350
    Expenses
    Purchased Product 1,167 1,000 771 7,082 7,364 6,885 8,249 8,364 7,656
    Transportation and Blending 3,247 2,816 2,811 3,247 2,816 2,811
    Operating 893 842 898 854 866 787 1,747 1,708 1,685
    Realized (Gain) Loss on Risk Management (9) (2) 6 6 3 1 (3) 1 7
    Operating Margin 3,048 2,670 2,631 (237) (396) 560 2,811 2,274 3,191

    7Found in the March 31, 2025, or the December 31, 2024, interim Consolidated Financial Statements. Revenues and purchased product for Q1 2024 Downstream operations were revised. See Note 21 of our March 31, 2025, interim Consolidated Financial Statements.


    Adjusted Funds Flow, Free Funds Flow and Excess Free Funds Flow

    The following table provides a reconciliation of cash from (used in) operating activities found in Cenovus’s Consolidated Financial Statements to Adjusted Funds Flow, Free Funds Flow and Excess Free Funds Flow. Adjusted Funds Flow per Share – Basic and Adjusted Funds Flow per Share – Diluted are calculated by dividing Adjusted Funds Flow by the respective basic or diluted weighted average number of common shares outstanding during the period and may be useful to evaluate a company’s ability to generate cash.

      Three Months Ended
    ($ millions) March 31,
    2025
    December 31,
    2024
    March 31,
    2024
    Cash From (Used in) Operating Activities (8) 1,315 2,029 1,925
    (Add) Deduct:      
    Settlement of Decommissioning Liabilities (36) (64) (48)
    Net Change in Non-Cash Working Capital (861) 492 (269)
    Adjusted Funds Flow 2,212 1,601 2,242
    Capital Investment 1,229 1,478 1,036
    Free Funds Flow 983 123 1,206
    Add (Deduct):      
    Base Dividends Paid on Common Shares (327) (330) (262)
    Purchase of Common Shares under Employee Benefit Plan (58) (43)
    Dividends Paid on Preferred Shares (6) (18) (9)
    Settlement of Decommissioning Liabilities (36) (64) (48)
    Principal Repayment of Leases (83) (80) (70)
    Acquisitions, Net of Cash Acquired (100) (3) (10)
    Proceeds From Divestitures (1) 25
    Excess Free Funds Flow 373 (416) 832

    8Found in the March 31, 2025, or the December 31, 2024, interim Consolidated Financial Statements.


    Adjusted Market Capture

    Adjusted market capture contains a non-GAAP financial measure and is used in the company’s U.S. Refining segment to provide an indication of margin captured relative to what was available in the market based on widely-used benchmarks. Cenovus defines adjusted market capture as refining margin, net of holding gains and losses, divided by the weighted average 3-2-1 market benchmark crack, net of RINs, expressed as a percentage. The weighted average crack spread, net of RINs, is calculated on Cenovus’s operable capacity-weighted average of the Chicago and Group 3 3-2-1 benchmark market crack spreads, net of RINs.

    The company previously disclosed market capture which did not exclude the effect of inventory holding gains or losses. Cenovus replaced market capture with adjusted market capture to exclude the impact of inventory holding gains or losses. The company believes this metric provides more comparability and accuracy when measuring the cash generating performance of our downstream operations. Comparative periods were revised to conform with our current presentation.

    ($ millions) Three months ended
    March 31, 2025
    Three months ended
    December 31, 2024
    Revenues (9) 6,423 6,574
    Purchased Product (9) 6,006 6,296
    Gross Margin 417 278
    Inventory Holding (Gain) Loss 23 45
    Adjusted Gross Margin 440 323
    Total Processed Inputs (Mbbls/d) 581.0 588.4
    Adjusted Gross Margin ($/bbl) 8.41 5.98
    Operable Capacity (Mbbls/d) 612.3 612.3
    Operable Capacity by Regional Benchmark (percent)
    Chicago 3-2-1 Crack Spread Weighting 81 81
    Group 3 3-2-1 Crack Spread Weighting 19 19
    Benchmark Prices and Exchange Rate
    Chicago 3-2-1 Crack Spread (US$/bbl) 13.68 12.12
    Group 3 3-2-1 Crack Spread (US$/bbl) 16.48 12.66
    RINs (US$/bbl) 4.76 4.02
    US$ per C$1 – Average 0.697 0.715
    Weighted Average Crack Spread, Net of RINs ($/bbl) 13.58 11.47
    Adjusted Market Capture (percent) 62 52

    9Found in Note 1 of the March 31, 2025, or the December 31, 2024, interim Consolidated Financial Statements.


    Cenovus Energy Inc.

    Cenovus Energy Inc. is an integrated energy company with oil and natural gas production operations in Canada and the Asia Pacific region, and upgrading, refining and marketing operations in Canada and the United States. The company is committed to maximizing value by developing its assets in a safe, responsible and cost-efficient manner, integrating environmental, social and governance considerations into its business plans. Cenovus common shares and warrants are listed on the Toronto and New York stock exchanges, and the company’s preferred shares are listed on the Toronto Stock Exchange. For more information, visit cenovus.com.

    Find Cenovus on Facebook, LinkedIn, YouTube and Instagram.

    Cenovus contacts

    Investors
    Investor Relations general line
    403-766-7711

    Media
    Media Relations general line
    403-766-7751

    The MIL Network

  • MIL-OSI: Enerflex Ltd. Announces First Quarter 2025 Financial and Operational Results

    Source: GlobeNewswire (MIL-OSI)

    ADJUSTED EBITDA OF $113 MILLION AND FREE CASH FLOW OF $85 MILLION

    EI CONTRACT BACKLOG AND ES BACKLOG OF $1.5 BILLION AND $1.2 BILLION, RESPECTIVELY, PROVIDING SOLID OPERATIONAL VISIBILITY

    REDUCED BANK ADJUSTED NET DEBT-TO-EBITDA RATIO TO 1.3x1 AT THE END OF Q1/25

    CALGARY, Alberta, May 08, 2025 (GLOBE NEWSWIRE) — Enerflex Ltd. (TSX: EFX) (NYSE: EFXT) (“Enerflex” or the “Company”) today reported its financial and operational results for the three months ended March 31, 2025.

    All amounts presented are in U.S. Dollars unless otherwise stated.

    Q1/25 FINANCIAL AND OPERATIONAL OVERVIEW

    • Generated revenue of $552 million compared to $638 million in Q1/24 and $561 million in Q4/24.
      • Lower revenue compared with the prior year is primarily attributed to upfront revenue recognized in the Energy Infrastructure (“EI”) product line in Q1/24 on the extension and modification of an existing EI contract previously accounted for as an operating lease in the Eastern Hemisphere (“EH”) region.
    • Recorded gross margin before depreciation and amortization of $161 million, or 29% of revenue, compared to $119 million, or 19% of revenue in Q1/24 and $174 million, or 31% of revenue during Q4/24.
      • EI and After-Market Services (“AMS”) product lines generated 70% of consolidated gross margin before depreciation and amortization during Q1/25.
      • Engineered Systems (“ES”) gross margin before depreciation and amortization increased to 18% in Q1/25 compared to 5% in Q1/24 primarily due to costs recognized in Q1/24 related to an international ES project. ES gross margin before depreciation and amortization decreased compared to Q4/24 due to product mix.
    • Adjusted earnings before finance costs, income taxes, depreciation, and amortization (“adjusted EBITDA”) of $113 million compared to $69 million in Q1/24 and $121 million during Q4/24. The year-over-year increase in adjusted EBITDA was primarily due to costs recognized related to an international ES project in Q1/24.
    • SG&A was $57 million for the three months ended March 31, 2025, a decrease of $21 million from the same period in 2024, primarily due to decreased share-based compensation resulting from mark-to-market volatility on share prices in the first quarter of 2025, and lower costs and improved efficiencies, partially offset by executive transition costs.
    • Cash provided by operating activities was $96 million, which included net working capital recovery of $34 million. This compares to cash provided by operating activities of $101 million in Q1/24 and $113 million in Q4/24. Free cash flow increased to $85 million in Q1/25 compared to $72 million during Q1/24 and $76 million during Q4/24 primarily due to lower maintenance capital spend.
    • Return on capital employed (“ROCE”)2 increased to 14.2% in Q1/25 compared to 0.6% in Q1/24 and 10.3% in Q4/24. ROCE benefitted from an increase in trailing 12-month EBIT and lower average capital employed, predominantly due to a decline in net debt.
    • Invested $33 million in the business, consisting of $14 million in capital expenditures ($6 million for growth) and $19 million for expansion of an EI project in the EH region that will be accounted for as a finance lease.
    • Enerflex recorded ES bookings of $205 million during Q1/25, compared to $420 million during the same period of 2024. First quarter bookings were impacted by accelerated customer activity in the latter part of the fourth quarter of 2024, predominantly in the North America (“NAM”) segment, which resulted in select orders being pulled forward, and customers pausing some decisions on expenditures due to commodity price volatility and evolving market conditions. The Company continues to closely monitor activity levels and will adjust its business as appropriate. Enerflex’s backlog remains healthy at $1.2 billion at March 31, 2025.
    • Enerflex’s U.S. contract compression business continues to perform well, led by increasing natural gas production in the Permian.
      • This business generated revenue of $36 million and gross margin before depreciation and amortization of 72% during Q1/25 compared to $36 million and 75% in Q1/24 and $36 million and 78% during Q4/24.
      • Utilization remained stable at 94% across a fleet size of approximately 448,000 horsepower. Enerflex expects its North American contract compression fleet will grow to over 475,000 horsepower by the end of 2025.
    • The Board of Directors has declared a quarterly dividend of CAD$0.0375 per share, payable on June 3, 2025, to shareholders of record on May 21, 2025.

    BALANCE SHEET AND LIQUIDITY

    • Enerflex exited Q1/25 with net debt of $564 million, which included $75 million of cash and cash equivalents, a reduction of $179 million compared to Q1/24 and $52 million lower than the fourth quarter of 2024.
    • Enerflex’s bank-adjusted net debt-to-EBITDA ratio was approximately 1.3x at the end of Q1/25, down from 2.2x at the end of Q1/24 and 1.5x at the end of Q4/24.

    MANAGEMENT COMMENTARY

    Preet S. Dhindsa, Enerflex’s President & Chief Executive Officer (Interim), stated: “We are pleased to report another strong quarter of financial and operational results. Our Energy Infrastructure and After-Market Services business lines continue to deliver steady performance and reinforce Enerflex’s ability to generate sustainable returns across our global platform. Visibility for the ES product line remains solid, with backlog exiting Q1/25 at $1.2 billion, although we continue to closely monitor evolving market conditions and will adjust this business as appropriate. Despite increasing near-term risk and uncertainty, the fundamental drivers behind our business remain intact, namely global energy security and the shift toward low-emissions natural gas. Each of our business lines are delivering solid results and we believe all are well positioned to benefit from these fundamental drivers.”

    Joe Ladouceur, Enerflex’s Chief Financial Officer (Interim), stated, “Enerflex repaid an additional $74 million of debt during Q1/25 and reduced our leverage ratio to 1.3 times, reflective of strong operational execution and disciplined capital allocation. Our priorities are generating sustainable free cash flow, solidifying our balance sheet health, and positioning the Company for long-term growth and value creation. We’re sharpening our focus on boosting profitability, strengthening the resilience of our core operations, and ensuring Enerflex generates sustained, attractive returns for shareholders.”

    SUMMARY RESULTS

        Three months ended March 31,  
    ($ millions, except percentages)   2025     2024  
    Revenue   $ 552     $ 638  
    Gross margin     128       87  
    Gross margin as a percentage of revenue     23.2 %     13.6 %
    Selling, general and administrative expenses (“SG&A”)     57       78  
    Foreign exchange loss           1  
    Operating income     71       8  
    EBITDA1     105       47  
    EBIT1     66       3  
    EBT1     43       (23 )
    Net earnings (loss)     24       (18 )
    Long-term debt     639       853  
    Net debt2     564       743  
    Cash provided by operating activities     96       101  
                 
    Key Financial Performance Indicators (“KPIs”)            
    ES bookings3   $ 205     $ 420  
    ES backlog3     1,206       1,266  
    EI contract backlog4     1,497       1,639  
    Gross margin before depreciation and amortization (“Gross margin before D&A”)5     161       119  
    Gross margin before D&A as a percentage of revenue5     29.2 %     18.7 %
    Adjusted EBITDA6     113       69  
    Free cash flow7     85       72  
    Bank-adjusted net debt to EBITDA ratio7   1.3x     2.2x  
    Return on capital employed (“ROCE”)7,8     14.2 %     0.6 %

    1EBITDA is defined as earnings before finance costs, income taxes, depreciation and amortization. EBIT is defined as earnings before finance costs and income taxes. EBT is defined as earnings before taxes.
    2Net debt is defined as total long-term debt less cash and cash equivalent as presented in the Financial Statements.
    3Refer to the “ES Bookings and Backlog” section of the MD&A for further details.
    4Refer to the “EI Contract Backlog” section of the MD&A for further details.
    5Refer to the “Gross Margin by Product line” section of the MD&A for further details.
    6Refer to the “Adjusted EBITDA” section of the MD&A for further details.
    7Refer to the “Non-IFRS Measures” section of the MD&A for further details.
    8Determined by using the trailing 12-month period.

    Enerflex’s interim consolidated financial statements and notes (the “financial statements”) and Management’s Discussion and Analysis (“MD&A”) as at March 31, 2025, can be accessed on the Company’s website at www.enerflex.com and under the Company’s SEDAR+ and EDGAR profiles at www.sedarplus.ca and www.sec.gov/edgar, respectively.

    OUTLOOK

    Industry Update

    Enerflex continues to expect operating results to be underpinned by the highly contracted EI product line and the recurring nature of AMS, which together are expected to account for approximately 65% of gross margin before depreciation and amortization during 2025. The EI product line is supported by customer contracts expected to generate approximately $1.5 billion of revenue over their remaining terms.

    Visibility for the ES product line remains solid, with a backlog of approximately $1.2 billion as at March 31, 2025, the majority of which is expected to convert into revenue over the next 12 months. During 2025, ES gross margins are expected to align more closely with historical averages, reflecting both weaker domestic natural gas prices through much of 2024 and a shift in project mix.

    While near-term ES revenue is expected to remain steady, Enerflex continues to closely monitor evolving market conditions and increased near-term risk and uncertainty, including the impact of tariffs and lower oil prices, and will adjust its business as appropriate. The Company expects to be partially protected from the direct and indirect impact of tariffs through its diversified operations and on-going risk management efforts. Enerflex’s operations in the USA, Canada and Mexico are largely distinct in the client partners and projects they serve. USA is Enerflex’s largest operating region, generating 45% of consolidated revenue on a trailing-twelve month basis by destination of sale, and we believe the Company is well positioned to benefit from growth in domestic energy production. Enerflex’s operations in Canada and Mexico generated 11% and 3% of consolidated revenue on a trailing twelve-month basis, respectively.

    Despite increased near-term risk and uncertainty for the ES product line, recent domestic natural gas prices have been constructive, and the medium-term outlook for ES products and services remains attractive, supported by anticipated growth in natural gas and produced water volumes across Enerflex’s global footprint.

    Capital Spending

    Enerflex continues to target a disciplined capital program in 2025, with total capital expenditures of $110 million to $130 million. This includes a total of approximately $70 million for maintenance and property, plant and equipment (“PP&E”) capital expenditures and growth spending of $40 million to $60 million. Disciplined capital spending will focus on customer supported opportunities primarily in the USA. Notably, the fundamentals for contract compression in the USA remain strong, led by expected increases in natural gas production in the Permian basin and capital spending discipline from market participants. Enerflex will continue to make selective customer supported growth investments in this business.

    Capital Allocation

    Providing meaningful direct shareholder returns is a priority for Enerflex, reflected through the 50% increase of the Company’s third quarter 2024 dividend, and implementation of the Normal Course Issuer Bid (“NCIB”).

    The NCIB commenced on April 1, 2025 and will terminate no later than March 31, 2026. Under the NCIB, the Company is authorized to acquire up to a maximum of 6,159,695 Common Shares or approximately 5% of its public float as at the application date, for cancellation. During the month of April 2025, Enerflex repurchased 690,500 Common Shares at an average price of CAD$10.15 per share.

    Going forward, capital allocation decisions will be based on delivering value to Enerflex shareholders and measured against Enerflex’s ability to maintain balance sheet strength. In addition to increases in the Company’s dividend, share repurchases, and disciplined growth capital spending, Enerflex will also consider further debt reduction to strengthen its balance sheet and lower net finance costs. Unlocking greater financial flexibility positions the Company to respond to evolving market conditions and capitalize on opportunities to optimize its debt stack.

    DIVIDEND DECLARATION

    Enerflex is committed to paying a sustainable quarterly cash dividend to shareholders. The Board of Directors has declared a quarterly dividend of CAD$0.0375 per share, payable on June 3, 2025, to shareholders of record on May 21, 2025.

    CONFERENCE CALL AND WEBCAST DETAILS

    Investors, analysts, members of the media, and other interested parties, are invited to participate in a conference call and audio webcast on Thursday, May 8, 2025 at 8:00 a.m. (MDT), where members of senior management will discuss the Company’s results. A question-and-answer period will follow.

    To participate, register at https://register-conf.media-server.com/register/BIbf48293aea6d4b518127ab7e050c6058. Once registered, participants will receive the dial-in numbers and a unique PIN to enter the call. The audio webcast of the conference call will be available on the Enerflex website at www.enerflex.com under the Investors section or can be accessed directly at https://edge.media-server.com/mmc/p/oqas9bdk.

    NON-IFRS MEASURES

    Throughout this news release and other materials disclosed by the Company, Enerflex employs certain measures to analyze its financial performance, financial position, and cash flows, including net debt-to-EBITDA ratio and bank-adjusted net debt-to-EBITDA ratio. These non-IFRS measures are not standardized financial measures under IFRS and may not be comparable to similar financial measures disclosed by other issuers. Accordingly, non-IFRS measures should not be considered more meaningful than generally accepted accounting principles measures as indicators of Enerflex’s performance. Refer to “Non-IFRS Measures” of Enerflex’s MD&A for the three months ended March 31, 2025, for information which is incorporated by reference into this news release and can be accessed on Enerflex’s website at www.enerflex.com and under the Company’s SEDAR+ and EDGAR profiles at www.sedarplus.ca and www.sec.gov/edgar, respectively.

    ADJUSTED EBITDA

        Three months ended March 31, 2025  
    ($ millions)   NAM     LATAM     EH     Total  
    Net earnings1                     $ 24  
    Income taxes1                       19  
    Net finance costs1,2                       23  
    EBIT3   $ 38     $ 19     $ 12     $ 66  
    Depreciation and Amortization     16       11       12       39  
    EBITDA   $ 54     $ 30     $ 24     $ 105  
    Share-based compensation     (2 )     (1 )           (3 )
    Impact of finance leases                        
    Principal payments received                 8       8  
    Loss on redemption options3                       3  
    Adjusted EBITDA   $ 52     $ 29     $ 32     $ 113  

    1The Company included net earnings (loss), income taxes, and net finance costs on a consolidated basis to reconcile to EBIT.
    2Net finance costs are considered corporate expenditures and therefore have not been allocated to reporting segments.
    3EBIT includes $3 million loss on redemption options associated with the Notes. Debt is managed within Corporate and is not allocated to reporting segments.

        Three months ended March 31, 2024  
    ($ millions)   NAM     LATAM     EH     Total  
    Net loss1                     $ (18 )
    Income taxes1                       (5 )
    Net finance costs1,2                       26  
    EBIT   $ 33     $ 5     $ (35 )   $ 3  
    Depreciation and amortization     18       10       16       44  
    EBITDA   $ 51     $ 15     $ (19 )   $ 47  
    Restructuring, transaction and integration costs     3       2       1       6  
    Share-based compensation     3       1       2       6  
    Impact of finance leases                        
    Upfront gain                 (3 )     (3 )
    Principal payments received                 13       13  
    Adjusted EBITDA   $ 57     $ 18     $ (6 )   $ 69  

    1The Company included net earnings (loss), income taxes, and net finance costs on a consolidated basis to reconcile to EBIT.
    2Net finance costs are considered corporate expenditures and therefore have not been allocated to reporting segments.

    FREE CASH FLOW

    The Company defines free cash flow as cash provided by (used in) operating activities, less total capital expenditures (growth and maintenance) for EI assets – operating leases and PP&E, mandatory debt repayments, and lease payments, while proceeds on disposals of PP&E and EI assets – operating leases are added back. Free cash flow may not be comparable to similar measures presented by other companies as it does not have a standardized meaning under IFRS. Management uses this non-IFRS measure to assess the level of free cash generated to fund other non-operating activities. These activities could include dividend payments, share repurchases, and non-mandatory debt repayments. Free cash flow is also used in calculating the dividend payout ratio.

        Three months ended March 31,  
    ($ millions, except percentages)   2025     2024  
    Cash provided by operating activities before changes in working capital and other1   $ 62     $ 18  
    Net change in working capital and other     34       83  
    Cash provided by operating activities2   $ 96     $ 101  
    Less:            
    Capital expenditures – Maintenance and PP&E     (8 )     (9 )
    Capital expenditures – Growth     (6 )     (8 )
    Mandatory debt repayments           (10 )
    Lease payments     (6 )     (4 )
    Add:            
    Proceeds on disposals of PP&E and EI assets – operating leases     9       2  
    Free cash flow   $ 85     $ 72  
    Dividends paid     6       2  
    Dividend payout ratio     7.1 %     2.8 %

    1Enerflex also refers to cash provided by operating activities before changes in working capital and other as “Funds from operations” or “FFO”.
    2Enerflex also refers to cash provided by operating activities as “Cashflow from operations” or “CFO”.

    BANK-ADJUSTED NET DEBT-TO-EBITDA RATIO

    The Company defines net debt as short- and long-term debt less cash and cash equivalents at period end, which is then divided by EBITDA for the trailing 12 months. In assessing whether the Company is compliant with the financial covenants related to its debt instruments, certain adjustments are made to net debt and EBITDA to determine Enerflex’s bank-adjusted net debt-to-EBITDA ratio. These adjustments and Enerflex’s bank-adjusted net-debt-to EBITDA ratio are calculated in accordance with, and derived from, the Company’s financing agreements.

    GROSS MARGIN BEFORE DEPRECIATION AND AMORTIZATION

    Gross margin before depreciation and amortization is a non-IFRS measure defined as gross margin excluding the impact of depreciation and amortization. The historical costs of assets may differ if they were acquired through acquisition or constructed, resulting in differing depreciation. Gross margin before depreciation and amortization is useful to present operating performance of the business before the impact of depreciation and amortization that may not be comparable across assets.

    ADVISORY REGARDING FORWARD-LOOKING INFORMATION

    This news release contains “forward-looking information” within the meaning of applicable Canadian securities laws and “forward-looking statements” (and together with “forward-looking information”, “FLI”) within the meaning of the safe harbor provisions of the US Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are FLI. The use of any of the words “anticipate”, “believe”, “could”, “expect”, “future”, “may”, “potential”, “should”, “will” and similar expressions, (including negatives thereof) are intended to identify FLI.

    In particular, this news release includes (without limitation) FLI pertaining to:

    • expectations that the North American contract compression fleet will grow to over 475,000 horsepower by the end of 2025;
    • Enerflex’s ability to generate sustainable free cash flow, solidify its balance sheet health, and position the Company for long-term growth and value creation, and the time required in connection therewith, if at all;
    • disclosures under the heading “Outlook” including:
      • the highly contracted EI product line and the recurring nature of AMS will, together, account for approximately 65% of Enerflex’s gross margin before depreciation and amortization during 2025;
      • customer contracts within Enerflex’s EI product line will generate approximately $1.5 billion of revenue over their remaining terms;
      • a majority of the ES product line backlog of approximately $1.2 billion as at March 31, 2025, will convert into revenue over the next 12 months;
      • ES gross margins are expected to align more closely with historical averages while near term ES revenue will remain steady;
      • expectations that the Company will be partially protected from the direct and indirect impact of tariffs through its diversified operations and on-going risk management efforts;
      • in respect of the USA, expectations that the Company is well positioned to benefit from growth in domestic energy production;
      • natural gas and produced water volumes are anticipated to grow across Enerflex’s global footprint, supporting an attractive medium-term outlook for ES products and services;
      • total capital expenditures in 2025 will be $110 million to $130 million which includes approximately $70 million for maintenance and PP&E capital expenditures and growth spending of $40 million to $60 million;
      • capital spending will focus on customer supported opportunities primarily in the USA;
      • the fundamentals for contract compression in the USA remain strong, led by expected increases in natural gas production in the Permian basin and capital spending discipline from market participants;
      • considerations to further reduce debt to strengthen our balance sheet and lower net financing costs and that doing so will position the Company to respond to evolving market conditions and capitalize on opportunities to optimize its debt stack;
    • the ability of Enerflex to continue to pay a sustainable quarterly cash dividend; and
    • using free cash generated to fund other non-operating activities including dividend payments, share repurchases, and non-mandatory debt repayments, if at all.

    FLI reflect management’s current beliefs and assumptions with respect to such things as the impact of general economic conditions; commodity prices; the markets in which Enerflex’s products and services are used; general industry conditions, forecasts, and trends; changes to, and introduction of new, governmental regulations, laws, and income taxes; increased competition; availability of qualified personnel; political unrest and geopolitical conditions; and other factors, many of which are beyond the control of Enerflex. More specifically, Enerflex’s expectations in respect of its FLI are based on a number of assumptions, estimates and projections developed based on past experience and anticipated trends, including but not limited to:

    • the ability of the Company to adjust the business as appropriate in response to ES activity levels, evolving market conditions, and increased near-term risk and uncertainty, including the impact of tariffs and lower oil prices;
    • market dynamics, including increased energy demand, infrastructure development, and production activity, will drive growth in natural gas and produced water volumes across Enerflex’s global footprint;
    • market conditions, customer activity, and industry fundamentals will support stable demand across Enerflex’s product lines and geographic regions throughout 2025;
    • the high level of contractual commitments within the EI product line and the predictable, recurring revenue from AMS will continue;
    • existing customer contracts within the EI product line will remain in effect and with no material cancellations or renegotiations over their remaining terms;
    • the execution of projects within the ES product line will proceed as scheduled and the conversion to revenue will proceed without significant delays or cancellations;
    • no significant unforeseen cost overruns or project delays;
    • market conditions continuing to support the NCIB within the anticipated timeframe; and
    • Enerflex will maintain sufficient cash flow, profitability, and financial flexibility to support the ongoing payment of a sustainable quarterly cash dividend, subject to market conditions, operational performance, and board approval.

    As a result of the foregoing, actual results, performance, or achievements of Enerflex could differ and such differences could be material from those expressed in, or implied by, the FLI. The principal risks, uncertainties and other factors affecting Enerflex and its business are identified under the heading “Risk Factors” in: (i) Enerflex’s Annual Information Form for the year ended December 31, 2024, dated February 27, 2025; and (ii) Enerflex’s Annual Report dated February 26, 2025, copies of which are available under the electronic profile of the Company on SEDAR+ and EDGAR at www.sedarplus.ca and www.sec.gov/edgar, respectively.

    The FLI included in this news release are made as of the date of this news release and are based on the information available to the Company at such time and, other than as required by law, Enerflex disclaims any intention or obligation to update or revise any FLI, whether as a result of new information, future events, or otherwise. This news release and its contents should not be construed, under any circumstances, as investment, tax, or legal advice.

    The outlook provided in this news release is based on assumptions about future events, including economic conditions and proposed courses of action, based on Management’s assessment of the relevant information currently available. The outlook is based on the same assumptions and risk factors set forth above and is based on the Company’s historical results of operations. The outlook set forth in this news release was approved by Management and the Board of Directors. Management believes that the prospective financial information set forth in this news release has been prepared on a reasonable basis, reflecting Management’s best estimates and judgments, and represents the Company’s expected course of action in developing and executing its business strategy relating to its business operations. The prospective financial information set forth in this news release should not be relied on as necessarily indicative of future results. Actual results may vary, and such variance may be material.

    ABOUT ENERFLEX

    Enerflex is a premier integrated global provider of energy infrastructure and energy transition solutions, deploying natural gas, low-carbon, and treated water solutions – from individual, modularized products and services to integrated custom solutions. With over 4,600 engineers, manufacturers, technicians, and innovators, Enerflex is bound together by a shared vision: Transforming Energy for a Sustainable Future. The Company remains committed to the future of natural gas and the critical role it plays, while focused on sustainability offerings to support the energy transition and growing decarbonization efforts.

    Enerflex’s common shares trade on the Toronto Stock Exchange under the symbol “EFX” and on the New York Stock Exchange under the symbol “EFXT”. For more information about Enerflex, visit www.enerflex.com.

    For investor and media enquiries, contact:

    Preet S. Dhindsa
    President and Chief Executive Officer (Interim)
    E-mail: PDhindsa@enerflex.com

    Joe Ladouceur
    Chief Financial Officer (Interim)
    E-mail: JLadouceur@enerflex.com

    Jeff Fetterly
    Vice President, Corporate Development and Capital Markets
    E-mail: JFetterly@enerflex.com

    The MIL Network

  • MIL-OSI: ACM Research Reports First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    FREMONT, Calif., May 08, 2025 (GLOBE NEWSWIRE) — ACM Research, Inc. (“ACM”) (NASDAQ: ACMR), a leading supplier of wafer processing solutions for semiconductor and advanced packaging applications, today reported financial results for its first quarter ended March 31, 2025.

    “Our first quarter results mark a good start to 2025. We delivered 13% year-over-year revenue growth, solid profitability, and positive cash flow from operations,” said Dr. David Wang, President and Chief Executive Officer of ACM. “We achieved several strategic milestones: including the qualification of our high-temperature SPM tool by a leading logic customer in China, customer acceptance for our backside/bevel etch tool from a U.S. customer, and we received the 2025 3D InCites Technology Enablement Award for our proprietary Ultra ECP ap-p tool, which we believe is the world’s first to utilize horizontal plating for panel applications. These achievements highlight ACM’s technology leadership in both front-end processing and advanced packaging applications, which we believe will allow us to play a key role as the global industry demands innovation to advance the ever-evolving semiconductor requirements for AI.”

    “For 2025, we expect incremental revenue contribution from Tahoe, SPM, and furnace tools; and progress in customer evaluations of Track, PECVD, and panel-level packaging platforms. We believe ACM’s focused effort on developing world-class tools across our customer base will also support our efforts for additional major customer wins in global markets. We are also investing in our Oregon facility to serve as a base for customer evaluations, technology development and initial production for our global customers.”

      Three Months Ended March 31,
      GAAP   Non-GAAP(1)
      2025   2024   2025   2024
      (dollars in thousands, except EPS)
    Revenue $ 172,347     $ 152,191     $ 172,347     $ 152,191  
    Gross margin   47.9%       52.0%       48.2%       52.5%  
    Income from operations $ 25,777     $ 25,232     $ 35,594     $ 39,801  
    Net income attributable to ACM Research, Inc. $ 20,380     $ 17,433     $ 31,279     $ 34,597  
    Basic EPS $ 0.32     $ 0.28     $ 0.49     $ 0.56  
    Diluted EPS $ 0.30     $ 0.26     $ 0.46     $ 0.52  

    (1)   Reconciliations to U.S. generally accepted accounting principles (“GAAP”) financial measures from non-GAAP financial measures are presented below under “Reconciliation of GAAP to Non-GAAP Financial Measures.” Non-GAAP financial measures exclude stock-based compensation and, with respect to net income (loss) attributable to ACM Research, Inc. and basic and diluted earnings per share, also exclude unrealized gain (loss) on short-term investments.

    Outlook

    ACM is maintaining its revenue guidance range of $850 million to $950 million for fiscal year 2025. This expectation is based on ACM management’s current assessment of the continuing impact from international trade policy, together with various expected spending scenarios of key customers, supply chain constraints, and the timing of acceptances for first tools under evaluation in the field, among other factors.

    Operating Highlights and Recent Announcements

    • Shipments. Total shipments in the first quarter of 2025 were $157 million, compared to $245 million for the first quarter of 2024. This decrease is due in part to customer pull-ins in the fourth quarter of 2024, which contributed to stronger total shipments for that period. For reference, combined total shipments for the fourth quarter of 2024 and the first quarter of 2025 grew by 8.9% versus the prior year periods. We anticipate a return to year-on-year growth in total shipments for the second quarter of 2025. Total shipments include deliveries for revenue in the quarter and deliveries of first tool systems awaiting customer acceptance for potential revenue in future quarters.
    • Qualification of High-Temp SPM Tool in China. ACM’s single-wafer high-temperature SPM tool was qualified by a key logic device manufacturer in mainland China. Featuring a proprietary nozzle that reduces acid mist and maintenance needs, the tool enhances particle control and system uptime. It supports wet etching and wafer cleaning for technology nodes at 28nm and below. ACM has now delivered SPM tools to 13 customers.
    • Recognized for Innovation in High-Volume Fan-Out Panel-Level Packaging Solutions. ACM won the 2025 3D InCites Technology Enablement Award for its Ultra ECP ap-p tool, the first commercially available high-volume copper deposition system for the large panel market. This innovative system supports advanced panel sizes and delivers high uniformity through ACM’s proprietary horizontal plating approach, which we expect to help address integration challenges in advanced semiconductor packaging.
    • Appointment of New Board Member. ACM appointed Charlie Pappis to its Board of Directors, effective March 15, 2025.

    First Quarter 2025 Financial Summary

    Unless otherwise noted, the following figures refer to the first quarter of 2025 and comparisons are with the first quarter of 2024.

    • Revenue was $172.3 million, up 13.2%, reflecting higher sales of single wafer cleaning, Tahoe and semi-critical cleaning equipment and ECP (front-end and packaging), furnace and other technologies.
    • Gross margin was 47.9% versus 52.0%. Non-GAAP gross margin, which excludes stock-based compensation, was 48.2% versus 52.5%. Gross margin exceeded ACM’s previously disclosed long-term business model target range of 42% to 48%. ACM expects gross margin to vary from period to period due to a variety of factors, such as product mix, currency impacts and sales volume.
    • Operating expenses were $56.8 million, up 5.4%. Operating expenses as a percentage of revenue decreased to 32.9% from 35.4%. Non-GAAP operating expenses, which exclude the effect of stock-based compensation, were $47.5 million, up 18.4%. Non-GAAP operating expenses as a percentage of revenue increased to 27.6% from 26.3%.
    • Operating income was $25.8 million, up 2.2%. Operating margin was 15.0% compared to 16.6%. Non-GAAP operating income, which excludes the effect of stock-based compensation, was $35.6 million, a decrease of 10.6%. Non-GAAP operating margin, which excludes stock-based compensation, was 20.7% compared to 26.2%.
    • Unrealized loss on short-term investments was $1.1 million, compared to $2.6 million. Unrealized loss reflects the change in market value of the investments by ACM’s principal operating subsidiary, ACM Research (Shanghai), Inc. The value is marked-to-market quarterly and is excluded in the non-GAAP financial metrics.
    • Income tax expense was $2.2 million, compared to $4.4 million.
    • Net income attributable to ACM Research, Inc. was $20.4 million, compared to $17.4 million. Non-GAAP net income attributable to ACM Research, Inc., which excludes the effect of stock-based compensation and unrealized loss on short-term investments, was $31.3 million, compared to $34.6 million.
    • Net income per diluted share attributable to ACM Research, Inc. was $0.30, compared to $0.26. Non-GAAP net income per diluted share, which excludes the effect of stock-based compensation and unrealized loss on short-term investments, was $0.46, compared to $0.52.
    • Cash and cash equivalents, plus restricted cash and short-term and long-term time deposits were $498.4 million at March 31, 2025, compared to $441.9 million at December 31, 2024.

    Conference Call Details

    A conference call to discuss results will be held on Thursday, May 8, 2025, at 8:00 a.m. Eastern Time (8:00 p.m. China Time). To join the conference call via telephone, participants must use the following link to complete an online registration process. Upon registering, each participant will receive email instructions to access the conference call, including dial-in information and a PIN number allowing access to the conference call. This pre-registration process is designed by the operator to reduce delays due to operator congestion when accessing the live call.

    Online Registration: https://register-conf.media-server.com/register/BI300a7bc629bd43d98fcb1268d481b156

    Participants who have not pre-registered may join the webcast by accessing the link at ir.acmr.com/news-events/events.

    A live and archived webcast will be available on the Investors section of the ACM website at www.acmr.com.

    Use of Non-GAAP Financial Measures

    ACM presents non-GAAP gross margin, operating expenses, operating income, net income attributable to ACM Research, Inc. and basic and diluted earnings per share as supplemental measures to GAAP financial measures regarding ACM’s operational performance. These supplemental measures exclude the impact of stock-based compensation, which ACM does not believe is indicative of its core operating results. In addition, non-GAAP net income attributable to ACM Research, Inc. and basic and diluted earnings per share exclude the effect of stock-based compensation and unrealized gain (loss) on short-term investments, which ACM also believes are not indicative of its core operating results. A reconciliation of each non-GAAP financial measure to the most directly comparable GAAP financial measure is provided below under “Reconciliation of GAAP to non-GAAP Financial Measures.”

    ACM believes these non-GAAP financial measures are useful to investors in assessing its operating performance. ACM uses these financial measures internally to evaluate its operating performance and for planning and forecasting of future periods. Financial analysts may focus on and publish both historical results and future projections based on the non-GAAP financial measures. ACM also believes it is in the best interests of investors for ACM to provide this non-GAAP information.

    While ACM believes these non-GAAP financial measures provide useful supplemental information to investors, there are limitations associated with the use of these non-GAAP financial measures. These non-GAAP financial measures may not be reported by competitors, and they may not be directly comparable to similarly titled measures of other companies due to differences in calculation methodologies. The non-GAAP financial measures are not an alternative to GAAP information and are not meant to be considered in isolation or as a substitute for comparable GAAP financial measures. They should be used only as a supplement to GAAP information and should be considered only in conjunction with ACM’s consolidated financial statements prepared in accordance with GAAP.

    Forward-Looking Statements

    Certain statements contained in this press release are not historical facts and may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “plans,” “expects,” “believes,” “anticipates,” “designed,” and similar words are intended to identify forward-looking statements. Forward-looking statements are based on ACM management’s current expectations and beliefs, and involve a number of risks and uncertainties that are difficult to predict and that could cause actual results to differ materially from those stated or implied by the forward-looking statements. A description of certain of these risks, uncertainties and other matters can be found in filings ACM makes with the U.S. Securities and Exchange Commission, all of which are available at www.sec.gov. Because forward-looking statements involve risks and uncertainties, actual results and events may differ materially from results and events currently expected by ACM. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. ACM undertakes no obligation to publicly update these forward-looking statements to reflect events or circumstances that occur after the date hereof or to reflect any change in its expectations with regard to these forward-looking statements or the occurrence of unanticipated events.

    About ACM Research, Inc.

    ACM develops, manufactures and sells semiconductor process equipment spanning cleaning, electroplating, stress-free polishing, vertical furnace processes, track, PECVD, and wafer- and panel-level packaging tools, enabling advanced and semi-critical semiconductor device manufacturing. ACM is committed to delivering customized, high-performance, cost-effective process solutions that semiconductor manufacturers can use in numerous manufacturing steps to improve productivity and product yield. For more information, visit www.acmr.com.

    © ACM Research, Inc. ULTRA ECP ap and the ACM Research logo are trademarks of ACM Research, Inc. For convenience, these trademarks appear in this press release without ™ symbols, but that practice does not mean that ACM will not assert, to the fullest extent under applicable law, its rights to the trademarks.

    For investor and media inquiries, please contact:

    In the United States: The Blueshirt Group
      Steven C. Pelayo, CFA
      (360)808-5154
      steven@blueshirtgroup.co
       
    In China: The Blueshirt Group Asia
      Gary Dvorchak, CFA
      +86 (138) 1079-1480
      gary@blueshirtgroup.co
    ACM RESEARCH, INC.
    Condensed Consolidated Balance Sheets
     
      March 31, 2025   December 31, 2024
      (Unaudited)    
      (In thousands)
    Assets      
    Current assets:      
    Cash and cash equivalents $ 457,240     $ 407,445  
    Restricted cash   10,586       3,865  
    Short-term time deposits   17,202       17,277  
    Short-term investment   18,319       19,373  
    Accounts receivable, net   387,849       387,045  
    Other receivables   35,050       41,859  
    Inventories, net   609,567       597,984  
    Advances to related party   1,384       1,024  
    Prepaid expenses and other current assets   10,677       7,507  
    Total current assets   1,547,874       1,483,379  
    Property, plant and equipment, net   277,065       269,272  
    Operating lease right-of-use assets, net   17,747       14,038  
    Intangible assets, net   2,997       3,461  
    Long-term time deposits   13,393       13,275  
    Deferred tax assets   16,457       14,781  
    Long-term investments   54,814       37,063  
    Other long-term assets   3,421       20,452  
    Total assets $ 1,933,768     $ 1,855,721  
    Liabilities and Equity      
    Current liabilities:      
    Short-term borrowings $ 24,951     $ 32,814  
    Current portion of long-term borrowings   67,935       44,472  
    Related party accounts payable   19,285       16,133  
    Accounts payable   116,441       139,294  
    Advances from customers   241,456       243,949  
    Deferred revenue   10,781       8,537  
    Income taxes payable   6,168       12,779  
    FIN-48 payable   19,483       19,466  
    Other payables and accrued expenses   118,814       121,657  
    Current portion of operating lease liability   3,564       2,132  
    Total current liabilities   628,878       641,233  
    Long-term borrowings   134,540       105,525  
    Long-term operating lease liability   6,149       3,840  
    Other long-term liabilities   8,848       9,217  
    Total liabilities   778,415       759,815  
    Commitments and contingencies      
    Equity:      
    Stockholders’ equity:      
    Class A Common stock   6       6  
    Class B Common stock   1       1  
    Additional paid-in capital   700,191       677,476  
    Retained earnings   280,380       260,000  
    Statutory surplus reserve   30,514       30,514  
    Accumulated other comprehensive loss   (61,946 )     (63,372 )
    Total ACM Research, Inc. stockholders’ equity   949,146       904,625  
    Non-controlling interests   206,207       191,281  
    Total equity   1,155,353       1,095,906  
    Total liabilities and equity $ 1,933,768     $ 1,855,721  
    ACM RESEARCH, INC.
    Condensed Consolidated Statements of Operations and Comprehensive Income
     
      Three Months Ended March 31,
      2025   2024
      (Unaudited)
           
      (In thousands, except share and per share data)
    Revenue $ 172,347     $ 152,191  
    Cost of revenue   89,797       73,070  
    Gross profit   82,550       79,121  
    Operating expenses:      
    Sales and marketing   16,343       14,173  
    Research and development   27,503       23,918  
    General and administrative   12,927       15,798  
    Total operating expenses   56,773       53,889  
    Income from operations   25,777       25,232  
    Interest income   3,339       1,774  
    Interest expense   (1,558 )     (783 )
    Realized gain from sale of short-term investments         273  
    Unrealized loss on short-term investments   (1,082 )     (2,595 )
    Other (expense) income, net   (262 )     3,080  
    Income (loss) from equity method investments   952       (520 )
    Income before income taxes   27,166       26,461  
    Income tax expense   (2,153 )     (4,369 )
    Net income   25,013       22,092  
    Less: Net income attributable to non-controlling interests   4,633       4,659  
    Net income attributable to ACM Research, Inc. $ 20,380     $ 17,433  
    Comprehensive income (loss):      
    Net income   25,013       22,092  
    Foreign currency translation adjustment, net of tax of nil   1,750       (6,829 )
    Comprehensive Income   26,763       15,263  
    Less: Comprehensive income attributable to non-controlling interests   4,957       3,406  
    Comprehensive income attributable to ACM Research, Inc. $ 21,806     $ 11,857  
           
    Net income attributable to ACM Research, Inc. per common share:      
    Basic $ 0.32     $ 0.28  
    Diluted $ 0.30     $ 0.26  
           
    Weighted average common shares outstanding used in computing per share amounts:    
    Basic   63,267,834       61,367,184  
    Diluted   66,952,774       66,242,321  
    ACM RESEARCH, INC.
    Total Revenue by Product Category and by Region
     
      Three Months Ended March 31,
      2025 2024
      (Unaudited)
       
      ($ in thousands)
    Single wafer cleaning, Tahoe and semi-critical cleaning equipment $ 129,569 $ 109,470
    ECP (front-end and packaging), furnace and other technologies   27,630   25,800
    Advanced packaging (excluding ECP), services & spares   15,148   16,921
    Total Revenue by Product Category $ 172,347 $ 152,191
         
      Three Months Ended March 31,
       2025  2024
    Mainland China $ 169,053 $ 152,135
    Other Regions   3,294   56
    Total Revenue by Region $ 172,347 $ 152,191
    ACM RESEARCH, INC.
    Reconciliation of GAAP to Non-GAAP Financial Measures

    As described under “Use of Non-GAAP Financial Measures” above, ACM presents non-GAAP gross margin, operating expenses, operating income, net income attributable to ACM Research, Inc., and basic and diluted earnings per share as supplemental measures to GAAP financial measures, each of which excludes stock-based compensation (“SBC”) from the equivalent GAAP financial line items. In addition, non-GAAP net income attributable to ACM Research, Inc., and basic and diluted earnings per share exclude unrealized gain (loss) on short-term investments. The following tables reconcile gross margin, operating expenses, operating income, net income attributable to ACM Research, Inc., and basic and diluted earnings per share to the related non-GAAP financial measures:

      Three Months Ended March 31,
      2025 2024
      Actual SBC Other non-operating adjustments Adjusted Actual SBC Other non-operating adjustments Adjusted
    (GAAP) (Non-GAAP) (GAAP) (Non-GAAP)
       
      (In thousands)
       
    Revenue $ 172,347   $   $   $ 172,347   $ 152,191   $   $   $ 152,191  
    Cost of revenue   (89,797 )   (529 )       (89,268 )   (73,070 )   (781 )       (72,289 )
    Gross profit   82,550     (529 )       83,079     79,121     (781 )       79,902  
    Gross margin   47.9%     0.3%         48.2%     52.0%     0.5%         52.5%  
    Operating expenses:                
    Sales and marketing   (16,343 )   (2,157 )       (14,186 )   (14,173 )   (3,027 )       (11,146 )
    Research and development   (27,503 )   (2,775 )       (24,728 )   (23,918 )   (4,503 )       (19,415 )
    General and administrative   (12,927 )   (4,356 )       (8,571 )   (15,798 )   (6,258 )       (9,540 )
    Total operating expenses   (56,773 )   (9,288 )       (47,485 )   (53,889 )   (13,788 )       (40,101 )
    Income (loss) from operations $ 25,777   $ (9,817 ) $   $ 35,594   $ 25,232   $ (14,569 ) $   $ 39,801  
    Unrealized loss on short-term investments   (1,082 )       (1,082 )       (2,595 )       (2,595 )    
    Net income (loss) attributable to ACM Research, Inc. $ 20,380   $ (9,817 ) $ (1,082 ) $ 31,279   $ 17,433   $ (14,569 ) $ (2,595 ) $ 34,597  
    Basic EPS $ 0.32       $ 0.49   $ 0.28       $ 0.56  
    Diluted EPS $ 0.30       $ 0.46   $ 0.26       $ 0.52  

    The MIL Network

  • MIL-OSI Australia: Commissioner’s address at the ATAX International Conference

    Source: New places to play in Gungahlin

    Rob Heferen, Commissioner of Taxation
    Address at the UNSW 16th ATAX International Conference on Tax Administration
    Sydney, 8 April 2025
    (Check against delivery)

    Introduction

    Thank you for the introduction. 

    I’d like to acknowledge the Traditional Owners of the land on which we meet, the Gadigal people, and pay respects to Elders past and present, and extend that to First Nations people present today. 

    I would also like to say thank you to Michael Walpole and Jennie Granger for inviting me to speak today. 

    It is indeed a privilege to be invited, and I hope I can get a recurring invite.

    The theme of this year’s ATAX conference is ‘Tax Administration: Getting it right’.  

    Before I get underway, some of my own housekeeping is important to note. Given the House of Representatives has been dissolved, we have a caretaker government, and so public servants, even we statutory officers, need to exercise appropriate discretion about what we say, and what we comment on.

    Which I will, of course, do.

    So, while I might be a little bland, I hope that doesn’t rule me out for the future.

    But returning to the topic at hand, what ought we mean by ‘getting tax administration right’. 

    Before I step through my perspective on this issue, which some of you will have heard before (I do apologise for that, but I think they are messages worth repeating) I’d like to reflect a bit on the crucial role tax has in the social contract – Australian style. 

    As the famous American Supreme Court Judge Oliver Wendell Holmes Jr said, ‘tax is the price we pay for a civilised society’.  

    I’d like to expand on that to posit that the tax we pay is a vital element of our social contract; the citizenry pay tax and in return the government provides the services the community, collectively, demands.  

    This notion recognises that as individuals there is little we can deliver on our own, but collectively our ‘contribution rules’ set out our obligations for how we can mutually contribute to fund things the country needs and the community demands.  

    Thomas Hobbes, one of the founders of modern political philosophy, had his memorable take on the social contract. Writing during the English civil war, he noted in the Leviathan that, without any ruler, our ‘state of nature’ would result in…

    such condition, there is no place for industry; because the fruit thereof is uncertain: and consequently no culture of the earth; no navigation, nor the use of commodities that may be imported by sea; no commodious buildings; no instruments of moving, and removing, such things as require much force; no knowledge of the face of the earth; no account of time; no arts; no letters; no society; and which is worst of all; continual fear, and danger of violent death; and the life of man, solitary, poor, nasty, brutish and short. 

    He may well have been over-influenced by England’s challenges at the time, but I think a moderated application can be seen to ring true today. Hence his view that to correct for this, society needs a strong powerful ruler – in Hobbes’ time, perhaps a sovereign, in our time and our place, a government. Perhaps not necessarily ‘strong and powerful’ as Hobbes’ may have imagined it, but definitely one with authority.

    Without a government, there will be little peace, prosperity or freedom.  

    And without tax, at least in the Australian context, very hard to imagine a government.  

    But digging a fraction deeper, does Australia’s tax system reflect Australia’s social contract and does the Australian Taxation Office’s (ATO’s) administration reflect this?  

    I think there’s a strong argument to be made that a country’s tax system, provided there are strong democratic foundations and processes, reflects its aspirations, its underpinnings and how the country has chosen its ‘rules of contribution’.

    The Australian tax system, or at least the policy to be implemented, has at least 2 elements:

    1. First, as a federation, do we have the right balance between taxes levied by the Commonwealth as compared to that by the states? 
    2. Second, do we have the right ‘tax mix’. That is, the right balance between direct taxes (such as income tax) and indirect taxes (such as the GST and excise)? 

    Of course, both of these are core policy questions not appropriate for me to comment on.

    But then the question of whether we get the tax administration right can be assessed by whether, given the first 2 elements, do we have the right administrative machinery and people in place to deliver the desired revenue for the government to deliver the services the community demands – that is, to deliver on the social contract? 

    The ‘right’ administration of taxes 

    The ATO is governed by legislation, passed by those who represent the broader community.  

    Much responsibility is vested in the Commissioner, and the parliament has provided me with significant authority, but has carefully constrained the Commissioner’s discretion to depart from the job at hand.

    To deliver on our purpose, successive governments have ensured we are appropriately resourced, with both technology and people, and from this resourcing expect us to deliver on our role.

    So what’s our role?

    To collect the right amount of tax, in accordance with the law, in the most efficient way for the government and the taxpayer. And in doing this, treat taxpayers with courtesy and respect.

    The law, of course, changes over time, both through explicit parliamentary action, and also through the court’s interpretation of the ‘hard cases’ that come before it.  

    The administrator then needs to ensure that their administration of the law is kept contemporary and is seen as fair and reasonable. 

    Does the ATO meet these benchmarks? 

    As I hope you would expect, we strive to, but of course, given none of us are perfect, in specific instances we may well fall short. 

    So, what are some useful metrics we can look to, to assess whether we are getting our administration right? That demonstrate we are meeting our Public Governance, Performance and Accountability Act 2013 (the ‘bible’ that governs the way we in the APS act) requirements to be effective, efficient, economical and ethical?

    Let’s start with the most important one – are we effective at our job?

    Our purpose, or the reason we exist, is clear: We collect tax so that government can deliver services for the Australian community.

    Being the nation’s principal tax collector is not always an easy job, but it’s an important one. One that’s fundamental to Australia’s strong economy and society.  

    Without the ATO doing its role, the rest of the government suffers (both Commonwealth and state), and accordingly, as does our broader society. 

    The ATO makes up a bit under 10% of the APS, but the more than 190,000 other federal public servants rely on us to do our job, so they can do theirs, that is so that the government has the money it needs to provide the services the community demands.  

    And given Australia’s vertical fiscal imbalance, a significant proportion of revenue the states and territories use to fund their public services is collected by us as well. 

    If our purpose is our guiding light, then our roadmap is our vision as an agency.

    Our vision is an Australia where every taxpayer meets their obligations because:

    • complying is easy
    • help is tailored
    • deliberate non-compliance has consequences.

    We are confident that where these conditions are met, voluntary compliance will be optimised.

    But our purpose drives what we do, day in and day out. It reinforces that our role is fundamental to making government work. At the end of the day, being that part of the government that collects tax revenue, so that other parts of government can deliver services for citizens, is our most fundamental function.

    We definitely collect a lot of tax – in this year’s budget papersExternal Link our Treasury colleagues estimate that we will collect $676.1 billion in the current financial year.

    But how does that compare with what we should collect?

    It’s tricky to get a firm handle on this, but our best estimates stem from our ATO Tax Gap measurement.

    Tax gap

    The tax gap is an estimate of the difference between the estimate of what we expect to collect, and what would have been collected if every taxpayer was fully compliant with the law.

    For the most recent tax gap data available, 2021–22, we estimate that we will collect $545.8 billion of the total $590.3 billion tax due.

    That is, the amount of tax not collected, the net tax gap, is $44.5 billion, or 7.5% of the total amount of the tax.

    The $545.8 billion, the amount we have or will collect, is made up of 2 parts:

    • $531.4 billion that is reported correctly when taxpayers lodge their tax statements, and
    • $14.3 billion which represents any difference between that first return and the final corrected return.

    So, the $14.3 billion collected following a revised tax return is influenced by ATO action – typically our post lodgment compliance action like reviews and audits.

    In the context of the performance of our tax system, the tax gap data indicates that we have 90.1% voluntary performance. This adjusts to 92.5% when we factor in our compliance action.

    Tax gap components

    But not all taxes are created equal, and the overall gap is made up of varying gaps or components across different taxation types. Based on the most recent verified data:

    • The gap for personal income taxes (both salary and business income) account for $25.8 billion of the $44.5 billion tax gap.
    • Given the size of the population for collections, it’s not surprising that this is the biggest. This group has a net tax gap of 8.5%.
    • Company income taxes (large, medium and small companies) account for $8.7 billion of the $44.5 billion tax gap. This group has a net tax gap of 6.3%.
    • GST – $4.4 billion and a net gap of 5.5%.
    • Excise and all other gaps – $5.6 billion or a net tax gap of 8.1%.

    Comparisons to other jurisdictions

    So how does this compare to other countries?

    This is a tricky question to answer mainly because of the countries who attempt to calculate their tax gap, each have their own unique features of measurement. The variation between jurisdictions means we can find ourselves comparing apples to oranges in many cases.

    But if we look at the trends in our respective data, perhaps there is something to glean.

    In Australia, since 2016–17, the net gap has decreased from 7.8% to 7.5%. Over the same period, the UK’s net gap decreased from 5.4% to 5.2% (noting the parameters of their gap calculations vary slightly from Australia’s).

    In both instances, the overall net gap decreased. And it’s important to remember, that this represents an estimate of what we are not collecting and what is not being reported. Being an estimate, they are often revised over time as more information becomes available.

    Suffice to say, in our international engagement, we are confident that our methodology is good practice, and our measured gaps are amongst the smallest.

    So, I think we are quite effective.

    Administrative performance

    Then, do we do this in the most efficient way for the government and the taxpayer?

    Our costs of collection are, in the main, very low. For the 2023–24 year the cost to collect $100 of tax was 56 cents.

    Unfortunately, good, robust information on compliance costs for all taxpayers is not collected and produced.

    Do we treat taxpayers with courtesy and respect?

    Our Charter outlines our commitments to the community in their interactions with us and includes a number of stated commitments around the behaviours expected from ATO officers when they engage with the community.

    We have a range of metrics that provide valuable insights into how this is working in practice:

    • For service commitments: The ATO has 12 publicly stated service commitments that are reported every month on the ATO website. The last published results were for March 2025, and show all 12 were met.
    • Highlights included that
      • 97% of electronic taxpayer requests were finalised in 15 days, against a target of 90%
      • 99% of electronic tax returns and activity statements were finalised in 12 business days, against a target of 94%, and
      • 100% of employee referrals for unpaid super were escalated with employers within 28 days, against a target of 90%.
    • Regarding complaints, they continue to represent a very small portion of our interactions with taxpayers, around 0.1%.
      • Our service commitment is that we will resolve 85% of complaints within 15 days or within a date negotiated with the taxpayer. And, pleasingly, our March 2025 (YTD) result showed we have finalised 99% of complaints within our service commitment.

    To further ensure confidence in our administration, the ATO is fortunate to have fairly comprehensive scrutiny from a broad set of scrutineers.

    Like any Commonwealth government funded agency or department we are subject to the thrice-yearly scrutiny on our appropriation by the relevant senate legislation committee – commonly known as our Senate Estimates process.

    Again, like any other similarly funded agency we are subject to both financial audits and performance audits by the Australian National Audit Office.

    And we have our own dedicated scrutineer – the Tax Ombudsman, Ruth Owen, who is speaking this afternoon.

    Each of these processes provide us food for thought and often specific recommendations to improve our administration to which we attempt to respond to in a timely way.

    A further step this year was the Australian Public Service Commission initiating a capability reviewExternal Link to seek some external assurance that we are well placed for the future. And it showed that we are.

    Importantly, and as far as I am aware – all of our scrutineers are broadly happy that we are collecting the right amount of tax.

    But often the biggest critics of an organisation sit within it.

    And one of our shortcomings brought to my attention by my staff early on was the size of the debt book.

    The broader debt book – that is, stock of the tax debt that is owed to the Commonwealth Government at the current point in time – is currently over $105 billion (compared to the 2024-25 total revenue of around $650 billion). It’s the largest it’s ever been, and it is money that could be benefitting all Australians.  

    We estimate that just under half of that $105.1 billion is made up of collectable debt. That $46.4 billion is almost double the $26.5 billion of collectable debt owed in 2019. 

    I’ll have more to say on this shortly.

    Our vision

    We have recently spent time on sharpening our focus for the future by committing to a very clear vision for tax administration.

    Our vision is an Australia where every taxpayer meets their obligations because:

    • complying is easy
    • help is tailored
    • deliberate non-compliance has consequences. 

    I think there’s value in stepping this through in more detail today.

    Firstly, every taxpayer meets their obligations because complying is easy.

    • As an administrator, part of our role is to take the complexity of the system and do what we can to make it as easy to use as we can. That is, be a ‘complexity broker’.
    • In all aspects of life we need complexity brokers. Some of us know how to fix our cars and are happy to rely on our own expertise. Others are content to know how to put in the petrol and steer the wheel and are happy to rely on those with the expertise.
    • The ATO’s role as a complexity broker is complemented by the role of the tax profession in our system – those who help Australians to meet and understand their tax obligations.
    • Focusing on the tax profession, strengthening that relationship continues to be one of our core priorities.
    • It is vital that we work closely with the tax profession to ensure they are properly equipped to be complexity brokers for their clients.

    Secondly, every taxpayer meets their obligations because help is tailored.

    • While it’s important that all taxpayers have a clear digital pathway to resolve their interactions with the ATO, there will always be members of the community who need direct assistance from an ATO officer. While digital systems can enable a fast and seamless experience in some instances, it cannot be a substitute for human judgment.
    • Only human intervention can determine what constitutes fairness and reasonableness in those taxpayer circumstances where complex communication, compassion or empathy are needed to make decisions with the taxpayer.
    • We are currently developing our Future Interactions Strategy, which will further refine the how and when of our tailored approaches.
    • And within this strategy, our objectives will be laid out
      • to provide unassisted digital options to resolve tax matters where possible
      • to provide efficient human-assisted channels to assist in resolving more complex matters, or where the circumstances of the taxpayer require it
      • to provide secure, integrated digital platforms.
    • Alongside this is our focus on helping those experiencing vulnerability to meet their obligations.
    • To support this, the ATO is implementing a Vulnerability Capability that will strengthen and coordinate the way the ATO supports those who need it most. And in doing this we are grateful to the Tax Ombudsman for her recent reportExternal Link on this issue, particularly regarding financial abuse.
    • This program of work will include the development of a framework, together with specific actions and activities to support people experiencing vulnerability, including financial abuse.

    And finally, every taxpayer meets their obligations because deliberate non-compliance has consequences.

    • In the tax system, we think about non-compliance against a wide set of obligations, including failure to lodge, false registration and deliberate incorrect reporting. And of course, it also considers not paying the appropriate amount of tax.
    • While all tax owed to the government is a priority – from individuals, and from small and large business – we are conscious of our duty to collect priority debt such as unpaid superannuation guarantee, PAYGW – that is, tax that is withheld from employees’ pay but not passed on to the government – and GST that is collected from customers but not passed on to the government, and from the small group of taxpayers who exhibit the most non-compliant behaviour in avoiding their obligations.
    • It is important to note that only 22,000 taxpayers are responsible for $11 billion of the total tax collectable debt value. In context, that’s about 1% of the total debtors responsible for 20% of what’s owed.
    • To be clear, I’m not talking about just the largest taxpayers – this 1% are taxpayers of varying sizes. And it is this group where our focus lies.
    • This approach we are taking to collect the tax owed to the government is deliberate and targeted, with action being taken for those who repeatedly refuse to engage with us and continue to ignore our reminders.
    • For these taxpayers, we are moving more urgently to deploy the full powers available to us and we are beginning to see some positive impacts of this work, through reduction in the amount of debt owed to the government.

    Conclusion

    So, are we getting tax administration right? We, of course, have a few critics.

    But we all need to keep reminding ourselves that the tax system is not an end in itself; it’s only ever an instrument for the government to get the money it needs to deliver the services the community desires.

    Many of us, both internally and externally, can get caught up in the intricacies of various seemingly contradictory tax policies, the finer points of a court outcome, and the time it takes for us to finalise a complex ruling. Missing the reality of our tax system’s overall performance.

    But total taxes largely meet society’s spending demands. Our tax gap is low and our service commitments largely met.

    So, the conditions of tax administration doing its bit to deliver on our social contract are largely, or mainly, met.

    Is our tax administration perfect? Of course not.

    Is it about right? I am obviously biased, but I would say definitely.

    Can we improve? Of course.

    We’ve got work to do to achieve this. But that’s our aim.

    Thank you.

    MIL OSI News

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    Source: GlobeNewswire (MIL-OSI)

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    A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/030bbbc7-ff1d-4d56-b85e-90fe1f2a8b5b

    The MIL Network

  • MIL-OSI: Columbus Interim Report Q1 2025

    Source: GlobeNewswire (MIL-OSI)

    Company announcement no. 5/2025

    Solid operational performance in Q1 2025

    Columbus delivered a solid start to 2025, driven by improved earnings, confirming the robustness of the strategy and business model. Despite a slight decline in revenue of 2%, a 32% improvement in EBITDA was achieved, significantly strengthening profitability and increasing the EBITDA margin to 10.7% compared to 7.9% in Q1 2024, adjusted for the extraordinary gain of DKK 20m from the M3CS legal case. Overall, a satisfactory start to the year.

    “Despite global uncertainty, Q1 2025 reflects steady execution – confirming that our strategy supports both resilience and improved profitability.” CEO & President Søren Krogh Knudsen.

    Q1 2025 highlights

    • Revenue declined by 2%, amounting to DKK 434m.
    • EBITDA amounted to DKK 46m, up 32% compared with the adjusted EBITDA in Q1 2024.
    • EBITDA margin was 10.7%, compared to 7.9% in Q1 2024 when adjusted for the M3CS legal case.
    • Efficiency of 62% in Q1 2025, compared to 62% in Q1 2024.
    • Consistent solid cash flow achieved with DKK 17m from operating activities.

    Service revenue split on Business Lines

           
    DKK ´000 Q1 2025 Q1 2024 ∆%
           
    Dynamics 365 253,059 257,433 -2%
    M3 84,814 93,074 -9%
    Digital Commerce 47,242 53,379 -11%
    Data & AI 23,950 18,707 28%
    Other Local Business 4,958 6,249 -21%
    Total sale of services 414,023 428,842 -3%
           
    Total sale of products 19,932 15,398 29%
           
    Total net revenue 433,955 444,240 -2%

    Service revenue split on Market Units

           
    DKK ´000 Q1 2025 Q1 2024 ∆%
           
    Sweden 130,943 147,946 -11%
    Denmark 102,318 108,318 -6%
    Norway 54,217 66,115 -18%
    UK 88,369 75,534 17%
    US 29,336 19,555 50%
    Other 8,575 10,104 -15%
    GDC 265 1,270 -79%
    Total sale of services 414,023 428,842 -3%
           
    Total sale of products 19,932 15,398 29%
           
    Total net revenue 433,955 444,240 -2%

    Outlook for 2025
    Based on the financial performance in Q1 2025 and the current order book and pipeline forecast, we maintain our full year guidance for 2025, as announced in Company release no. 1/2025 of 17 January 2025:

    • Organic revenue growth of 7-9%
    • EBITDA margin of 10-12%

    Live webcast and conference call
    Columbus is hosting a live webcast and conference call on 8 May 2025 at 13:00 CET. The webcast is hosted by CEO & President Søren Krogh Knudsen and CFO Brian Iversen.

    Webcast: Please log in to the webcast via Columbus’ investor site where you can follow the presentation and submit your written questions during the call: https://ir.columbusglobal.com/calendar-and-events

    Conference call:

    1. Participants are required to register in advance of the conference using the link provided below. Upon registering, each participant will be provided with Participant Dial In Numbers, and a unique Personal PIN.

    2. In the 10 minutes prior to call start time, Participants will need to use the conference access information provided in the e-mail received at the point of registering. Participants may also use the call me feature instead of dialling the nearest dial in number.

    Online Registration to the call: https://register.vevent.com/register/BI4a2761164a604663a705eed93a1f9f7c

    Live presentation on 12 May 2025
    HC Andersen Capital will host a live presentation of Q1 2025 results on 12 May 2025 at 11:00 CET. Presenters from Columbus A/S will be CEO & President Søren Krogh Knudsen and CFO Brian Iversen.

    You can already now submit questions and sign up for the event via this link: https://www.inderes.dk/videos/columbus-q1-2025-report-presentation

    A recording of the presentation will be available via the same link.

    For further information, please contact:

    • Søren Krogh Knudsen, CEO & President, Tel.: +45 7020 5000

    About Columbus 
    Columbus is a consultancy company helping organisations drive business value by defining, executing, and evolving their entire business. We deliver digital value through human intelligence, enabling our customers to innovate and grow. Our more than 1,500 digital explorers guide our customers through their digital transformation, delivering lasting value in Manufacturing, Retail & Distribution, Food & Beverage, and Life Science.

    We advise, implement and manage business critical solutions within Cloud Services, Data & AI, Sales, Marketing, Customer & Field Service, Digital Commerce, Managed Services, Business Process Automation & Apps, Finance & Supply Chain, Enterprise Information Management, Cybersecurity and Transformation Strategy. Headquartered in Denmark, we have offices and partners worldwide – delivering locally on a global scale.

    Attachment

    The MIL Network

  • MIL-OSI Australia: Criminal ‘largest buyers’ of gold bullion stripped of $8.7 million

    Source: New places to play in Gungahlin

    Two Sydney-based leaders of an Australian criminal syndicate have been stripped of more than $8.7 million in assets for their roles in an elaborate gold bullion GST fraud. 

    Orders made by the Supreme Court of New South Wales resulted in those assets being forfeited to the Commonwealth.

    It followed a complex, decade-long AFP-led Criminal Assets Confiscation Taskforce (CACT) investigation, codenamed Operation Nosean. The CACT brings together the resources and expertise of the AFP, Australian Border Force (ABF), Australian Taxation Office (ATO), Australian Criminal Intelligence Commission (ACIC) and AUSTRAC.

    The CACT investigation began in 2012 after intelligence highlighted the apparent purchase of notably high quantities of pure gold bullion – known as PAMP gold – from a broker in Sydney. This intelligence suggested the gold was being used for large-scale GST fraud.

    At the same time, the ATO advised the CACT they had identified an unusual pattern of large GST refunds being paid to several gold refiners in Sydney and Melbourne.

    Both the CACT and ATO continued their investigations in parallel. 

    What subsequently emerged was the picture of an incredibly complex criminal operation that fit the definition of ‘missing trader fraud’. This involves the fictitious transaction of traded goods between companies within a chain to evade tax obligations.

    In this case, the backdrop for the offending was Australia’s then gold bullion arrangements, which provided an exemption on the payment of GST for ‘investment-grade’ gold bullion – as distinct from ‘scrap’ gold, which was subject to GST.

    Here’s a simplified description of how it worked:

    1. The criminal syndicate used the identities of foreign students and associates as mules to buy gold bullion from a broker, GST-free. In reality, the syndicate was making the purchases. 
    2. Each time the gold was purchased, it was melted down or defaced by the syndicate and refashioned into ‘scrap gold’. 
    3. Shell companies controlled by the syndicate then ‘purchased’ the ‘scrap’ gold, masquerading as legitimate buyers that supposedly paid tax on the gold.
    4. Those shell companies then on-sold the gold to a gold dealer, adding 10 per cent GST, with the syndicate claiming GST input credits. 
    5. Once this cycle was complete, it restarted.

    In total, the criminal syndicate was found to have fraudulently claimed tax refunds between 2012-2013, before the CACT investigation led to the restraint of their assets.

    In February 2025, after forensically piecing together the full story of the fraud’s operation and financials as well as the outcome of the ATO’s investigation, the AFP-led CACT obtained court orders which resulted in the assets of the two Sydney-based syndicate members being forfeited to the Commonwealth.

    The items included:

    • Four luxury Sydney homes worth almost $7 million
    • Four bank accounts containing more than $2 million
    • Five ounces of gold worth about $23,000, and 
    • Almost $250,000 in cash. 

    This followed the jailing in December, 2023, of the two Sydney-based syndicate members – a Neutral Bay man, 49, and an Ashfield man, 57. They were both sentenced to eight years’ imprisonment, with a non-parole period of four years and six months, after being found guilty of two counts each of conspiring to dishonestly cause a loss to the Commonwealth, contrary to section 135.4(3) of the Criminal Code (Cth) (Tax Fraud Offending).

    Speaking to the forfeiture of the assets, head of the CACT, National Manager Criminal Assets Confiscation Stefan Jerga said it was a direct result of law enforcement cooperation and the tenacity of investigators.

    “The nature of this crime was extremely intricate and took a significant amount of effort, time and commitment to untangle the web and identify the complex ownership structures set up to hide the true beneficiaries and wealth of these criminals,” National Manager Jerga said.

    “With the persistent work of all involved including the ATO, all partner agencies and the CACT’s forensic accountants, lawyers, financial experts and investigators, we were able to deconstruct and dismantle this illegal operation.

    “Our message to criminals is clear – no matter how complex or elaborate your systems or network, the AFP and its law enforcement partners will work to no end and no set time limit to find you, bring you before the courts and confiscate any proceeds of crime.”

    ATO Deputy Commissioner John Ford welcomed the result from the CACT investigation.

    “This result shows that the consequences do not end at the conviction and should serve as a strong deterrent to those in the community considering similar behaviour,” Mr Ford said.

    “The ATO will continue to work with, and support, our partner agencies by sharing resources and capabilities to ensure those who break the law are held to account.”

    In 2017, an amendment was introduced to the Goods and Services Tax Act 1999 (Cth), which shut down the loophole on the ability to claim GST input tax credits on second-hand precious metals.*

    The AFP-led CACT, which brings together the resources and expertise of the AFP, Australian Border Force, Australian Taxation Office, Australian Criminal Intelligence Commission and AUSTRAC, was permanently established in 2012 as a proactive and innovative approach to trace, restrain and ultimately confiscate criminal assets.

    The highly skilled members of CACT are located Australia-wide and comprise police, financial investigators, forensic accountants, litigation lawyers and partner agency specialists.

    The Commonwealth’s proceeds of crime laws provide tools for the restraint and forfeiture of proceeds and instruments of crime, as well as financial penalty and unexplained wealth orders. While the CACT litigates matters in the courts, restrained assets are managed on behalf of the Commonwealth by the Australian Financial Security Authority (AFSA). 

    At the conclusion of successful legal proceedings, confiscated assets are then liquidated by AFSA, with the proceeds placed in the Commonwealth Confiscated Assets Account (CAA). These funds can then be distributed by the Attorney-General to benefit the community through crime prevention, intervention or diversion programs relating to the illegal use of drugs or other law enforcement initiatives across Australia.

    Since July 2019, CACT has restrained more than $1.2 billion in criminal assets, including houses, cars, yachts, cryptocurrency, fine art and luxury goods. 

    *Background

    When the New Tax System (Goods and Services Tax) Act 1999 was enacted, it provided an exemption on the payment of Goods and Services Tax (GST) applicable to ‘investment-grade’ gold bullion (gold that had been stamped into bars and coins) on the basis it was considered a form of currency.

    Investment-grade gold bullion was made distinct from ‘scrap’ gold or gold that had changed its form by either being damaged, melted down or because it came in the form of jewellery, which was subject to GST.

    This distinction created a loophole which was exploited by criminals who would purchase GST-free bullion and change its form into scrap gold. They would then sell it to precious metals dealers and jewellers, adding 10 per cent GST. Instead of remitting the GST owed to the ATO from the sale of the scrap gold, offenders would claim input tax credit (ITC) exemptions applicable to the sale of second-hand goods and keep the profit.

    In 2017, an amendment to the Goods and Services Tax Act 1999 (Cth) was introduced to ensure entities engaged in transforming the form of a precious metal they acquire, can no longer exploit the special GST treatment on second-hand goods by claiming net input tax credits.

    CDPP case report *External Link

    Images

    Images available via HightailExternal Link 

    MIL OSI News

  • MIL-OSI: Preliminary Results for the twelve months ended 31 January 2025

    Source: GlobeNewswire (MIL-OSI)

      ICG Enterprise Trust plc
    Preliminary Results for the twelve months ended 31 January 2025
    8 May 2025
     
         
         
      Highlights

    • Actively-managed Portfolio focused on global mid-market private companies generating resilient growth
    • NAV per Share reaches 2,073p; NAV per Share Total Return* of 10.5% during the year and five-year annualised return of 14.5%
    • Portfolio Return* on a Sterling basis of 10.6%; portfolio companies reporting ~15% LTM earnings growth1
    • 40 Full Exits executed at a weighted-average Uplift to Carrying Value of 19.0%
    • Shareholder-focused capital allocation policy: £59m (5% of opening NAV) returned to shareholders in FY252 (FY24: £35m), of which £36m through buybacks (FY24: £13m) and £23m through dividends of 36p per share (FY24: £22m, 33p per share)
    • Wide range of potential outcomes to market transaction activity; secondaries market could present compelling opportunities
    • Sector positioning, strong origination network and robust balance sheet position us well in current environment
    • Post period-end, announced an additional £107m proceeds from a secondary sale and the realisation of Minimax (largest portfolio company, 3.1% of Portfolio at 31 January 2025)

    1 EBITDA, based on Enlarged Perimeter covering 67% of the Portfolio
    2 Based on dividends declared or proposed for Q1 FY25 – Q4 FY25 inclusive, and buybacks up to and including 31 January 2025

    *This is an Alternative Performance Measure. Please refer to the Glossary for the definition.

     
         
      Jane Tufnell   Oliver Gardey    
      Chair of ICG Enterprise Trust   Portfolio Manager for ICG Enterprise Trust    
        Today’s results demonstrate that our investment strategy can deliver long-term value. Our portfolio companies grew earnings by 15% in the year1, and ICGT generated NAV per Share Total Return of 10.5%, ending the year with NAV per Share of 2,073p.

    During the year, the Board and Manager have been careful in allocating our shareholders’ capital. New investments continued, deploying £181m and making commitments of £83m. Alongside this, we returned £59m of cash to shareholders (5% of our opening NAV) through buybacks and dividends.

    As we enter another period of uncertainty, I am confident our long-term approach can generate value for our shareholders, and I thank you for your continued support.

        Our portfolio companies are delivering solid operational performance (15% earnings growth LTM1). Our resilient Portfolio and robust balance sheet position us well for the current market environment.

    Our active approach to portfolio management is a differentiator for ICGT. As well as making a number of new commitments and investments during the year, we executed a secondary sale post period-end at a 5.5% discount that generated net cash proceeds of £62m for ICGT.

    The investment trust structure enables shareholders to invest efficiently in privately-owned companies. With our track record and network, ICGT is an attractive proposition for those seeking exposure to mature, profitable, cash-generative businesses.

       

    PERFORMANCE OVERVIEW

            Annualised
    Performance to 31 January 2025 3 months 6 months 1 year 3 years 5 years 10 years
    Portfolio Return on a Local Currency Basis 2.9% 6.2% 10.2% 8.9% 15.8% 15.3%
    NAV per Share Total Return 4.3% 7.4% 10.5% 8.9% 14.5% 13.8%
    Share Price Total Return 9.7% 1.5% 12.5% 6.6% 9.6% 11.8%
    FTSE All-Share Index Total Return 6.9% 4.3% 17.1% 7.9% 6.6% 6.5%
    Financial year ended: Jan 2021 Jan 2022 Jan 2023 Jan 2024 Jan 2025
    Fund performance Portfolio return (local currency) 24.9% 24.4% 10.5% 5.9% 10.2%
    Portfolio return (sterling) 26.4% 27.6% 17.0% 3.2% 10.6%
    NAV £952m £1,158m £1,301m £1,283m £1,332m
    NAV per Share Total Return (%) 22.5% 24.4% 14.5% 2.1% 10.5%
                 
    Investment activity New Investments £139m £304m £287m £137m £181m
    As % opening Portfolio 17% 32% 24% 10% 13%
    Realisation Proceeds £137m £334m £252m £171m £151m
    As % opening Portfolio 17% 35% 21% 12% 11%
                 
    Shareholder experience Closing share price 966p 1,200p 1,150p 1,226p 1,342p
    Total dividends per share 24p 27p 30p 33p 36p
    Share Price Total Return 2.8% 27.1% (2.3)% 9.6% 12.5%
    Total shareholder distributions £17m £21m £22m £35m £59m
    As % Realisation Proceeds 12% 6% 9% 20% 39%
               
    – o/w distributions dividends (%) 94% 86% 91% 63% 38%
    – o/w distributions buybacks (%) 6% 14% 9% 37% 62%
    Portfolio activity overview for FY25 Primary Direct Secondary Total ICG-managed
    Local Currency return 8.2% 16.3% 6.4% 10.2% 8.4%
    Sterling return 8.2% 17.0% 7.3% 10.6% 8.8%
    New Investments £115m £58m £8m £181m £21m
    Total Proceeds £101m £13m £37m £151m £60m
    New Fund Commitments £64m £20m £83m £20m
    Closing Portfolio value £789m £507m £228m £1,523m £433m
    % Total Portfolio 52% 33% 15% 100% 28%

    COMPANY TIMETABLE
    A presentation for investors and analysts will be held at 11:00 BST today. A link to the presentation can be found on the Results & Reports page of the Company website. A recording of the presentation will be made available on the Company website after the event.

        FY25 Final Dividend
    Ex-dividend date   3 July 2025
    Record date   4 July 2025
    Dividend payment date   18 July 2025
    Annual General Meeting
    The Annual General Meeting will be held on Tuesday 24 June 2025. The Board will be communicating the format of the meeting separately in the Notice of Meeting. This will include details of how shareholders may register their interest in attending the Annual General Meeting.
    Shareholder Seminar
    We will be holding a Shareholder Seminar for institutional shareholders and research analysts at 3:30pm BST on Wednesday 18 June 2025, with registration starting at 3:15pm BST.

    Shareholders should contact icg-enterprise@icgam.com should they wish to attend.

    Please note that for regulatory reasons this event is only open to institutional investors and research analysts.

    ENQUIRIES

    Institutional investors and analysts:  
    Martin Li, Shareholder Relations, ICG +44 (0) 20 3545 1816
    Nathan Brown, Deutsche Numis +44 (0) 20 7260 1426
    David Harris, Cadarn Capital +44 (0) 20 7019 9042
       
    Media:  
    Clare Glynn, Corporate Communications, ICG +44 (0) 20 3545 1395

    ABOUT ICG ENTERPRISE TRUST

    ICG Enterprise Trust is a leading listed private equity investor focused on creating long-term growth by delivering consistently strong returns through selectively investing in profitable, cash-generative private companies, primarily in Europe and the US, while offering the added benefit to shareholders of daily liquidity.

    We invest in companies directly as well as through funds managed by ICG plc and other leading private equity managers who focus on creating long-term value and building sustainable growth through active management and strategic change.

    NOTES

    Included in this document are Alternative Performance Measures (“APMs”). APMs have been used if considered by the Board and the Manager to be the most relevant basis for shareholders in assessing the overall performance of the Company, and for comparing the performance of the Company to its peers and its previously reported results. The Glossary includes further details of APMs and reconciliations to International Financial Reporting Standards (“IFRS”) measures, where appropriate.

    In the Manager’s Review and Supplementary Information, all performance figures are stated on a Total Return basis (i.e. including the effect of re-invested dividends). ICG Alternative Investment Limited, a regulated subsidiary of Intermediate Capital Group plc, acts as the Manager of the Company.

    DISCLAIMER

    The information contained herein and on the pages that follow does not constitute an offer to sell, or the solicitation of an offer to acquire or subscribe for, any securities in any jurisdiction where such an offer or solicitation is unlawful or would impose any unfulfilled registration, qualification, publication or approval requirements on ICG Enterprise Trust PLC (the “Company”) or its affiliates or agents. Equity securities in the Company have not been and will not be registered under the applicable securities laws of the United States, Australia, Canada, Japan or South Africa (each an “Excluded Jurisdiction”). The equity securities in the Company referred to herein and on the pages that follow may not be offered or sold within an Excluded Jurisdiction, or to any U.S. person (“U.S. Person”) as defined in Regulation S under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or to any national, resident or citizen of an Excluded Jurisdiction.

    The information on the pages that follow may contain forward looking statements. Any statement other than a statement of historical fact is a forward looking statement. Actual results may differ materially from those expressed or implied by any forward looking statement. The Company does not undertake any obligation to update or revise any forward looking statements. You should not place undue reliance on any forward looking statement, which speaks only as of the date of its issuance.

    CHAIR’S STATEMENT

    Dear fellow shareholders,

    For the 12 months to 31 January 2025 ICG Enterprise Trust delivered a NAV per Share Total Return of 10.5% and a Share Price Total Return of 12.5%. Over the last five years, the annualised returns have been 14.5% and 9.6% respectively.

    The Board has declared dividends for the year of 36p (+9% compared to FY24) and reduced ICGT’s share count by 4.3% during the year by returning £36m to shareholders through share buybacks at a weighted average discount of 36.6%.

    INVESTMENT STRATEGY

    The Company’s Portfolio grew 10.2% on a Local Currency Basis during the year (last five years annualised: 15.8%).

    We invest in resilient private companies and are geographically balanced between North America and Europe. During the year we evolved our target portfolio mix towards having more Direct and Secondary Investments, which will help to optimise Portfolio concentration and liquidity.

    COST BASE

    ICGT’s ongoing charges for FY25 were 1.38% (FY24: 1.37%). As a Board, we are committed to providing value for our shareholders and transparent disclosure around our cost. The change in fees and cost savings instigated by the Board in FY24 continued to enhance the net return of our investment strategy delivering £2.0m savings in FY25. We publish a Statement of Expenses that sets out the impact of ICGT’s expenses on the financial returns to shareholders (available at www.icg-enterprise.co.uk/soe) and which has been updated for our FY25 expenses.

    CAPITAL ALLOCATION

    The Board has continued its proactive approach to capital allocation. We balance the potential long-term compounding returns of investments into new portfolio companies with cash returns to shareholders at par via dividends and the value accretion of buying back shares at a discount to NAV. ICGT was the first in our sector to introduce a long-term share buyback programme in FY23, and in FY25 we supplemented this with an opportunistic buyback that has been renewed for FY26.

    Over the last five years, ICGT’s dividend per share has grown at an annualised rate of 9.4% (including the proposed 10.5p final dividend being declared for FY25). The ICGT ordinary dividend per share has now increased for the twelfth consecutive year.

    Since October 2022 our share buybacks have returned £51m to shareholders and acquired shares at a weighted-average discount of 37.5%, increasing NAV per Share by 54p (2.7%). We believe the share buybacks have also increased the liquidity and reduced the volatility of our shares.

    BALANCE SHEET

    We continue to implement our objective of being fully invested through cycles alongside maintaining a robust balance sheet. This allows us to manage our resources in line with our capital allocation policy.

    Having increased our credit facility during the year from €240m to €300m, at 31 January 2025 ICG Enterprise Trust had total available liquidity of £125m and net gearing of 10%. We have announced two transactions post period-end that in aggregate generated Total Proceeds to ICGT of over £100m.

    SALES AND MARKETING

    In aggregate across the Board and Manager we own in excess of 270,000 shares, and are aligned to the success of an investment in ICG Enterprise Trust shares.

    ICGT’s discount remains at levels that the Board feels do not reflect the fundamental value of the shares. The discount is currently 41%. We continue to be challenged by the share price trading at such a discount to NAV and the Board is active in its pursuit of ways to improve the Company’s rating.

    I had a year of strong shareholder engagement, welcomed several new holders to our register and received valuable feedback that has been shared with the Board and Manager. In conjunction with our Manager, our Corporate Broker and our distribution partner we will continue the programme to help the market understand ICGT’s shareholder proposition and its role within investment portfolios.

    OUTLOOK

    Our focus on investing in private equity-owned companies that have resilient growth characteristics gives shareholders access to investments that they cannot reach through public market strategies. ICGT plays a valuable role in our shareholders’ portfolios.

    I believe there is substantial value in our Portfolio and in the new investments the Manager is making on our shareholders’ behalf. Our Portfolio is performing well, and I thank all shareholders for your continued support.

    Jane Tufnell
    Chair
    7 May 2025

    MANAGER’S REVIEW

    Alternative Performance Measures

    The Board and the Manager monitor the financial performance of the Company on the basis of Alternative Performance Measures (‘APM’), which are non-UK-adopted IAS (‘IAS’) measures. The APM predominantly form the basis of the financial measures discussed in this review, which the Board believes assists shareholders in assessing their investment and the delivery of the investment strategy.

    The Company holds certain investments in subsidiary entities. The substantive difference between APM and IAS is the treatment of the assets and liabilities of these subsidiaries. The APM basis ‘looks through’ these subsidiaries to the underlying assets and liabilities they hold, and it reports the investments as the Portfolio APM, gross of the liability in respect of the Co-investment Incentive Scheme. Under IAS, the Company and its subsidiaries are reported separately. The assets and liabilities of the subsidiaries, which include the liability in respect of the Co-investment Incentive Scheme, are presented on the face of the IAS balance sheet as a single carrying value. The same is true for the IAS and APM basis of the cash flow statement.

    The following table sets out IAS metrics and the APM equivalents:

    IFRS (£m) 31 January 2025 31 January 2024 APM (£m) 31 January 2025 31 January 2024
    Investments 1,470 1,296 Portfolio 1,523 1,349
    NAV 1,332 1,283 Realisation Proceeds 151 171
    Cash flows from the sale of portfolio investments 20 41 Total Proceeds 151 239
    Cash flows related to the purchase of portfolio investments 34 25 Total New Investment 181 137

    The Glossary includes definitions for all APM and, where appropriate, a reconciliation between APM and IAS.

    Why private equity

    Every day the lives of those living and working in the US and Western Europe are touched by companies owned by private equity: retailers, payments processors, home security, pet food, health services – the list is long. What typically unites these businesses is that they are profitable and cash generative. These businesses are actively managed by their shareholders, with management teams heavily incentivised to generate returns. Increasingly companies with these characteristics are choosing to grow under private equity ownership and to stay private for longer. Within that, ICGT focuses on a subset of those companies that we expect will generate resilient growth. As more businesses are owned by private equity, we believe it is a structurally attractive allocation within an investment portfolio, with a track record of attractive returns, and significant opportunity to continue that trajectory.

    A share in ICGT gives you access to a unique portfolio of private companies.

    Our investment strategy

    Within developed markets, we focus on investing in buyouts of profitable, cash-generative businesses that exhibit resilient growth characteristics, which we believe will generate strong long-term compounding returns across economic cycles.

    We take an active approach to Portfolio construction, with a flexible mandate that enables us to deploy capital in Primary, Secondary and Direct Investments. Geographically, we focus on the developed markets of North America and Europe which have deep and mature private equity markets.

      Medium-term target Five-year average 31 January 2025
    1. Target Portfolio composition 1      
    Investment category      
    Primary ~40-50% 57% 52%
    Direct ~30-35% 28% 33%
    Secondary ~25-30% 15% 15%
    Geography2      
    North America ~50% 40% 46%
    Europe (inc. UK) ~50% 52% 48%
    Other 8% 6%
           
    2. Balance sheet      
    Net cash/(Net Debt)3 ~0% (1)% (10)%
    1. Five-year average is the linear average of FY exposures for FY21-FY25.
    2. As a percentage of Portfolio.
    3. (Net cash)/debt as a percentage of NAV. Post period-end, we announced Total Proceeds of over £100m from a secondary sale and the realisation of Minimax, see page 14

    ICG Enterprise Trust benefits from access to ICG-managed funds and Direct Investments, which represented 28% of the Portfolio value at period end and generated a 8.4% return on a Local Currency Basis.

    Performance overview

    At 31 January 2025, our Portfolio was valued at £1,523m, and the Portfolio Return on a Local Currency Basis for the financial year was 10.2% (FY24: 5.9%).

    Due to the geographic diversification of our Portfolio, the reported value is impacted by changes in foreign exchange rates. During the period, FX movements affected the Portfolio positively by £5.4m, driven by US dollar appreciation. In sterling terms, Portfolio growth during the period was 10.6%.

    The net result for shareholders was that ICG Enterprise Trust generated a NAV per Share Total Return of 10.5% during FY25, ending the period with a NAV per Share of 2,073p.

    Movement in the Portfolio
    £m
    Twelve months to 31 January 2025 Twelve months to 31 January 2024
    Opening Portfolio1 1,349 1,406
    Total New Investments 181 137
    Total Proceeds (151) (239)
    Portfolio net cashflow 30 (102)
    Valuation movement2 138 83
    Currency movement 6 (39)
    Closing Portfolio 1,523 1,349
    1. Refer to the Glossary. 

    2. 97% of the Portfolio is valued using 31 December 2024 (or later) valuations (FY24: 94%). 

       
    NAV per Share Total Return Twelve months to 31 January 2025 Twelve months to 31 January 2024
    % Portfolio growth (local currency) 10.2% 5.9%
    % currency movement 0.4% (2.7%)
    % Portfolio growth (Sterling) 10.6% 3.2%
    Impact of gearing 0.7% (0.3)%
    Finance costs and other expenses (0.6)% (0.2)%
    Management fee (1.3)% (1.2)%
    Co-investment Incentive Scheme Accrual (0.7)% (0.1)%
    Impact of share buybacks 1.8% 0.7%
    NAV per Share Total Return 10.5% 2.1%

    For Q4 the Portfolio Return on a Local Currency Basis was 2.9% and the NAV per Share Total Return was 4.3%

    Executing our investment strategy

    Commitments
    in the financial year
    Total New Investments
    in the financial year
    Growth
    in the financial year
    Total Proceeds
    in the financial year
    Making commitments to funds, which expect to be drawn over 3 to 5 years Cash deployments into portfolio companies, either through funds or directly Driving growth and value creation of our portfolio companies Cash realisations of investments in Portfolio companies, plus Fund Disposals
    £83m
    (FY24: £153m)
    £181m
    (FY24: £137m)
    £138m
    (FY24: £83m)
    £151m
    (FY24: £239m)

    Commitments

    Our evergreen structure and flexible investment mandate enable us to commit through the cycle, maintaining vintage diversification for our Portfolio and sowing the seeds for future growth.

    During the year we made 7 new Fund Commitments totalling £83.4m, including £19.8m to funds managed by ICG plc, as detailed below:

    Fund Manager Commitment during the period
        Local currency £m
    ICG Strategic Equity V ICG $25.0 m £19.8 m
    Leeds VIII Leeds Equity $20.0 m £15.7 m
    Investindustrial VIII Investindustrial €15.0 m £12.9 m
    Oak Hill VI Oak Hill $15.0 m £11.9 m
    Thoma Bravo XVI Thoma Bravo $15.0 m £11.7 m
    Valeas I Valeas $10.0 m £7.5 m
    American Securities IX American Securities $5.0 m £4.0 m

    At 31 January 2025, ICG Enterprise Trust had outstanding Undrawn Commitments of £553.2m

    Movement in outstanding Commitments Year to 31 January 2025
    £m
    Undrawn Commitments as at 1 February 2024 552.0
    New Fund Commitments 83.4
    New Commitments relating to Direct Investments 65.3
    Total New Investments (181.4)
    Currency and other movements 33.9
    Undrawn commitments as at 31 January 2025 553.2

    Total Undrawn Commitments at 31 January 2025 comprised £419.1m of Undrawn Commitments to funds within their Investment Period, and a further £134.1m was to funds outside their Investment Period.

      31 January 2025
    £m
    31 January 2024
    £m
    Undrawn Commitments – funds in Investment Period 419.1 434.2
    Undrawn Commitments – funds outside Investment Period 134.1 117.7
    Total Undrawn Commitments 553.2 552.0
    Total available liquidity (including debt facility) (124.6) (195.9)
    Overcommitment net of total available liquidity 428.6 356.1
    Overcommitment % of net asset value 31.1% 27.7%

    Commitments are made in the funds’ underlying currencies. The currency split of the Undrawn Commitments at 31 January 2025 was as follows:

      31 January 2025 31 January 2024
    Undrawn Commitments £m % £m %
    US Dollar 310.3 56.1% 290 52.5%
    Euro 213.1 38.5% 236 42.7%
    Sterling 29.8 5.4% 26 4.8%
    Total 553.2 100.0% 552.0 100.0%

    Investments

    Total new investments of £181.4m during the period, of which 12% (£21.1m) were alongside ICG. New investment by category detailed in the table below:

    Investment Category

    Cost (£m)

    % of New Investments
    Primary 115.5 63.6%
    Direct 58.4 32.2%
    Secondary 7.6 4.2%
    Total 181.4 100.0%

    The five largest new investments in the period were as follows:

    Investment Description Manager Country Cost £m1
    Datasite Provider of software focused on virtual data rooms ICG United States 18.4
    Visma Provider of business management software and outsourcing services Hg Norway 14.5
    Audiotonix Manufacturer of audio mixing consoles PAI United Kingdom 14.0
    Multiversity Provider of online higher education courses. ICG/CVC Italy 9.4
    Avid Bioservices Provider of biologics development and manufacturing services GHO United States 7.3
    Top 5 largest underlying new investments 63.6

    1 Represents ICG Enterprise Trust’s indirect investment (share of fund cost) plus any Direct Investments in the period.

    Occasionally ICGT simultaneously has both a realisation from and an investment into the same company in the same period. This typically occurs when an underlying fund sells a company that is purchased by another fund within ICGT’s portfolio. During FY25 shareholders will note that Datasite and Visma appear both in the top 5 realisations and top 5 new investments, which is a result of this situation.

    GROWTH

    The Portfolio grew by £138.0m (+10.2%) on a Local Currency Basis in the 12 months to 31 January 2025.

    Growth across the Portfolio was split as follows:

    • By investment type: growth was spread across Primary (8.2%), Secondary (6.4%) and Direct (16.3%)
    • By geography: North America and Europe experienced growth of 12.1% and 8.4% respectively

    The growth in the Portfolio is underpinned by the performance of our portfolio companies, which delivered robust financial performance during the period:

      Top 30 Enlarged Perimeter
    Portfolio coverage 41% 67%
    Last Twelve Months (‘LTM’) revenue growth 9.0% 11.2%
    LTM EBITDA growth 15.5% 15.3%
    Net Debt / EBITDA 4.0x 4.4x
    Enterprise Value / EBITDA 15.4x 15.2x
    Note: values are weighted averages for the respective portfolio segment; see Glossary for definition and calculation methodology

    QUOTED COMPANY EXPOSURE

    We do not actively invest in publicly quoted companies but gain listed investment exposure when IPOs are used as a route to exit an investment. In these cases, exit timing typically lies with the manager with whom we have invested.

    At 31 January 2025, ICG Enterprise Trust’s exposure to quoted companies was valued at £73.1m, equivalent to 4.8% of the Portfolio value (31 January 2024: 4.8%). Across the Portfolio, quoted positions resulted in a £4.3m increase in Portfolio NAV during the period. The share price of our largest listed exposure, Chewy, increased by 119% in local currency (USD) during the period. This positively impacted the Portfolio Return on a Local Currency Basis by approximately 0.8%.

    At 31 January 2025 Chewy was the only quoted investment that individually accounted for 0.5% or more of the Portfolio value:

    Company Ticker 31 January 2025
    % of Portfolio value
    Chewy CHWY-US 2.0%
    Other companies   2.8%
    Total   4.8%

    REALISATIONS

    During FY25, the ICG Enterprise Trust Portfolio generated Total Proceeds of £150.8m.

    Realisation activity during the period included 40 Full Exits generating proceeds of £73.7m. These were completed at a weighted average Uplift to Carrying Value of 19% and represent a weighted average Multiple to Cost of 2.9x for those investments.

    Realisation Manager Description Country Proceeds £m
    VettaFi ICG Provider of master limited partnerships (“MLP”) indices United States 10.2
    Visma ICG Provider of business management software and outsourcing services Norway 8.2
    Datasite ICG Provider of software focused on virtual data rooms United States 7.8
    Compass Community Graphite Provider of fostering services and children residential care United Kingdom 7.4
    IRIS ICG Provider of software and services for the accountancy and payroll sectors United Kingdom 7.0
    Total of 5 largest underlying realisations   40.7

    Balance sheet and liquidity

    Net assets at 31 January 2025 were £1,332m, equal to 2,073p
    per share.

    The Company had net debt of £128m and at 31 January 2025, the Portfolio represented 114% of net assets (31 January 2024: 105%).

      £m % of net assets
    Portfolio 1,523.1 114.3%
    Cash 3.9 0.3%
    Drawn debt (131.9) (9.9)%
    Co-investment Incentive Scheme Accrual (53.9) (4.0)%
    Other net current liabilities (8.8) (0.7)%
    Net assets 1,332.4 100.0%

    Our objective is to be fully invested through the cycle, while ensuring that we have sufficient financial resources to be able to take advantage of attractive investment opportunities as they arise.

    During the year, our balance sheet flexibility was enhanced through an increase in the credit facility size from €240m to €300m. This change was effective from 20 December 2024.

    At 31 January 2025, ICG Enterprise Trust had a cash balance
    of £3.9m (31 January 2024: £11.2m) and total available liquidity of £124.6m (31 January 2024: £195.9m).

      £m
    Cash at 31 January 2024 11.2
    Total Proceeds 150.8
    New investments (181.4)
    Debt drawn down 111.9
    Shareholder returns (58.2)
    Management fees (16.0)
    FX and other expenses (13.5)
    Cash at 31 January 2025 3.9
    Available undrawn debt facilities 120.7
    Total available liquidity 124.6

    Dividend and share buyback

    ICG Enterprise Trust has a progressive dividend policy alongside two share buyback programmes to return capital to shareholders.

    DIVIDENDS

    The Board has declared a dividend of 10.5p per share in respect of the fourth quarter, taking total dividends for the year to 36p (FY24: 33p). It is the twelfth consecutive year of ordinary dividend per share increases.

    SHARE BUYBACKS

    The following purchases have been made under the Company’s share buyback programmes:

      Long-term Opportunistic Total
      FY253 Since inception1 FY253 Since inception2 FY253 Since
    inception
    Number of shares purchased 1,420,500 2,752,688 1,492,175 1,492,175 2,912,675 4,244,863
    % of opening shares since buyback started         4.3% 6.2%
    Capital returned to shareholders £17.3m £32.6m £18.3m £18.3m £35.6m £50.8m
    Number of days shares have been acquired 87 183 11 11 98 194
    Weighted average discount to last reported NAV 37.0% 38.3% 36.2% 36.2% 36.6% 37.5%
    NAV per Share accretion (p)         36.5 54.1
    NAV per Share accretion (% of NAV)         1.8% 2.7%

    1.Since October 2022 (which was when the long-term share buyback programme was launched) up to and including 31 January 2025.

    2. Since May 2024 (which was when the opportunistic buyback programme was launched) up to and including 31 January 2025.

    3. Based on company-issued announcements / date of purchase, rather than date of settlement.

    Note: aggregate consideration excludes commission, PTM and SDRT.

    The Board believes the long-term buyback programme demonstrates the Manager’s discipline around capital allocation; underlines the Board’s confidence in the long-term prospects of the Company, its cash flows and NAV; will enhance the NAV per Share; and, over time, may positively influence the volatility of the Company’s discount and its trading liquidity.

    During the period, the Board announced an opportunistic share buyback programme for FY25 of up to £25m. This is intended to enable us to take advantage of current trading levels, when the ability to purchase shares in meaningful size at a significant discount presents itself. It was renewed for FY26 for an additional year up to £25m.

    Foreign exchange rates

    The details of relevant foreign exchange rates applied in this report are provided in the table below:

      Average rate for FY25 Average rate for FY24 31 January 2025 year end 31 January 2024 year end
    GBP:EUR 1.18 1.15 1.20 1.17
    GBP:USD 1.28 1.25 1.24 1.27
    EUR:USD 1.08 1.08 1.04 1.08

    Activity since the period end

    Notable activity between 1 February 2025 and 31 March 2025 has included:

    • Four new Fund Commitments for a combined value of £64m
    • New investments of £39m
    • Realisation Proceeds of £26m

    From 1 February 2025 up to and including 30 April 2025, 718,000 shares (£8.9m) were bought back at a weighted-average discount to NAV of 37.9%.

    In addition, during the month of April 2025, we announced that proceeds of £107m were received as a result of two transactions:

    • Secondary sale (£62m net proceeds), executed at a discount of 5.5% to 30 September 2024 valuation and realising a 1.6x return on invested cost (15% IRR)
    • Realisation of Minimax (€53m (£45m) proceeds), ICGT’s largest portfolio company at 31 January 2025 (3.1% of Portfolio value). ICG Enterprise Trust is reinvesting €10m in the next stage of Minimax’s growth alongside Management and other investors including certain ICG funds.

    ICG Private Equity Funds Investment Team

    7 May 2025

    SUPPLEMENTARY INFORMATION

    This section presents supplementary information regarding the Portfolio (see Manager’s Review and the Glossary for further details and definitions).

    Portfolio composition

    Portfolio by calendar year of investment % of value of underlying investments
    31 January 2025
    % of value of underlying investments
    31 January 2024
    2025 0.5% —%
    2024 10.1% —%
    2023 7.6% 6.9%
    2022 18.5% 18.7%
    2021 25.7% 27.9%
    2020 8.6% 11.4%
    2019 10.3% 12.4%
    2018 7.3% 10.5%
    2017 2.2% 4.2%
    2016 and older 9.2% 8.0%
    Total 100.0% 100.0%
    Portfolio by sector % of value of underlying investments
    31 January 2025
    % of value of underlying investments
    31 January 2024
    TMT 29.9% 25.3%
    Consumer goods and services 18.1% 17.5%
    Healthcare 11.5% 11.3%
    Business services 12.4% 13.1%
    Industrials 7.8% 7.9%
    Education 5.0% 7.4%
    Financials 7.6% 5.7%
    Leisure 4.0% 7.3%
    Other 3.7% 4.5%
    Total 100.0% 100.0%
    Portfolio by fund currency1 31 January 2025
    £m
    31 January 2025
    %
    31 January 2024
    £m
    31 January 2024
    %
    US Dollar 796 52.3% 674 49.9%
    Euro 584 38.4% 555 41.2%
    Sterling 140 9.2% 120 8.9%
    Total 1,523   1,349 100.0%
    1 Currency exposure by reference to the reporting currency of each fund .

    Portfolio Dashboard

    The tables below provide disclosure on the composition and dispersion of financial and operational performance for the Top 30 and the Enlarged Perimeter. At 31 January 2025, the Top 30 Companies represented 40.2% of the Portfolio by value and the Enlarged Perimeter represented 66.9% of total Portfolio value. This information is prepared on a value-weighted basis, based on contribution to Portfolio value at 31 January 2025. Datasets for Top 30 companies and ‘Enlarged perimeter’ are not distinct and will have some overlap.

      % of value at 31 January 2025
    Sector exposure Top 30 Enlarged Perimeter
    TMT 17.3% 30.2%
    Business services 16.9% 13.9%
    Consumer goods and services 14.0% 17.3%
    Industrials 27.3% 8.7%
    Healthcare 8.4% 10.0%
    Education 6.9% 6.5%
    Leisure 6.8% 5.1%
    Financials 2.4% 5.1%
    Other —% 3.2%
    Total 100.0% 100.0%
      % of value at 31 January 2025
    Geographic exposure1 Top 30 Enlarged Perimeter
    North America 43.6% 45.0%
    Europe 50.3% 50.5%
    Other 6.1% 4.5%
    Total 100.0% 100.0%
    1 Geographic exposure is calculated by reference to the location of the headquarters of the underlying Portfolio companies
        % of value at 31 January 2025
    LTM revenue growth Top 30 Enlarged Perimeter
    <-10% 3.2% 4.0%
    `-10-0% 9.0% 10.2%
    0-10% 59.4% 47.0%
    10-20% 15.2% 20.6%
    20-30% 3.6% 5.6%
    >30% 9.6% 10.0%
    n.a.1 —% 2.7%
    Weighted average 9.0% 11.2%
    Note: for consistency, any excluded investments are excluded for all dispersion analysis.
        % of value at 31 January 2025
    LTM EBITDA growth Top 30 Enlarged Perimeter
    <-10% 5.8% 7.2%
    `-10-0% 9.7% 10.3%
    0-10% 31.4% 27.5%
    10-20% 21.9% 23.0%
    20-30% 7.2% 8.9%
    >30% 24.0% 19.9%
    n.a1 —% 3.2%
    Weighted average 15.5% 15.3%
    Note: for consistency, any excluded investments are excluded for all dispersion analysis.
        % of value at 31 January 2025
    EV/EBITDA multiple Top 30 Enlarged Perimeter
    0-10x 8.5% 10.4%
    10-12x 17.2% 16.4%
    12-13x 8.1% 7.8%
    13-15x 18.6% 18.0%
    15-17x 25.9% 21.7%
    17-20x 6.5% 7.7%
    >20x 15.2% 15.4%
    n.a.1 —% 2.6%
    Weighted average 15.4x 15.2x
    Note: for consistency, any excluded investments are excluded for all dispersion analysis.
        % of value at 31 January 2025
    Net Debt / EBITDA Top 30 Enlarged Perimeter
    <2x 27.2% 17.3%
    2-4x 17.3% 19.9%
    4-5x 14.1% 15.7%
    5-6x 6.7% 13.2%
    6-7x 26.0% 17.8%
    >7x 8.7% 11.2%
    n.a.1 —% 5.1%
    Weighted average 4.0x 4.4x
    Note: for consistency, any excluded investments are excluded for all dispersion analysis.

    Top 30 companies
    The table below presents the 30 companies in which ICG Enterprise Trust had the largest investments by value at 31 January 2025. The valuations are gross of underlying managers fees and carried interest.

      Company Manager Year of investment Country Value as a % of Portfolio
    1 Minimax        
      Supplier of fire protection systems and services ICG 2018 Germany 3.1%
    2 Froneri        
      Manufacturer and distributor of ice cream products PAI 2013 / 2019 United Kingdom 2.5%
    3 Chewy        
      Online retailer of premium pet food and products BC Partners 2022 United States 2.0%
    4 Datasite        
      Provider of software focused on virtual data rooms ICG 2024 United States 1.9%
    5 Leaf Home Solutions        
      Provider of home maintenance services Gridiron 2016 United States 1.6%
    6 Visma        
      Provider of business management software and outsourcing services Hg/ICG 2024 Norway 1.6%
    7 Circana        
      Provider of mission-critical data and predictive analytics to consumer goods manufacturers New Mountain 2022 United States 1.6%
    8 European Camping Group        
      Operator of premium campsites and holiday parks PAI 2021 / 2023 France 1.5%
    9 Davies Group        
      Provider of speciality business process outsourcing services BC Partners 2021 United Kingdom 1.5%
    10 Ambassador Theatre Group        
      Operator of theatres and ticketing platforms ICG 2021 United Kingdom 1.4%
    11 Precisely        
      Provider of enterprise software Clearlake/ICG 2021 / 2022 United States 1.3%
    12 Newton        
      Provider of management consulting services ICG 2021 / 2022 United Kingdom 1.3%
    13 David Lloyd Leisure        
      Operator of premium health clubs TDR 2013 / 2020 United Kingdom 1.3%
    14 Curium Pharma        
      Supplier of nuclear medicine diagnostic pharmaceuticals ICG 2020 United Kingdom 1.3%
    15 PSB Academy        
      Provider of private tertiary education ICG 2018 Singapore 1.3%
    16 Crucial Learning        
      Provider of corporate training courses focused on communication skills and leadership development Leeds Equity 2019 United States 1.3%
    17 Class Valuation        
      Provider of residential mortgage appraisal management services Gridiron 2021 United States 1.3%
    18 Domus        
      Operator of retirement homes ICG 2017 / 2021 France 1.2%
    19 Yudo        
      Designer and manufacturer of hot runner systems ICG 2017 / 2018 South Korea 1.2%
    20 ECA Group        
      Provider of autonomous systems for the aerospace and maritime sectors ICG 2022 France 1.1%
    21 Brooks Automation        
      Provider of semiconductor manufacturing solutions THL 2021 / 2022 United States 1.0%
    22 Planet Payment        
      Provider of integrated payments services focused on hospitality and luxury retail Advent/Eurazeo/ICG 2021 Ireland 1.0%
    23 Ivanti        
      Provider of IT management solutions Charlesbank/ICG 2021 United States 1.0%
    24 Vistage        
      Provider of CEO leadership and coaching for small and mid-size businesses in the US Gridiron 2022 United States 1.0%
    25 Audiotonix        
      Manufacturer of audio mixing consoles PAI 2024 United Kingdom 0.9%
    26 DigiCert        
      Provider of enterprise security solutions ICG 2021 United States 0.9%
    27 Ping Identity        
      Provider of intelligent access management solutions Thoma Bravo 2022 / 2023 United States 0.9%
    28 KronosNet        
      Provider of tech-enabled customer engagement and business solutions ICG 2022 Spain 0.8%
    29 Archer Technologies        
      Provider of governance, risk and compliance software Cinven 2023 United States 0.7%
    30 Silvus Technologies        
      Developer of mobile communications datalinks used in law enforcement, unmanned systems and other commercial/industrial applications TJC 2019 United States 0.7%
      Total of the 30 largest underlying investments       40.2%

    The 30 largest fund investments
    The table below presents the 30 largest fund investments by value at 31 January 2025. The valuations are net of underlying managers’ fees and carried interest.

      Fund Year of commitment Value £m Outstanding commitment £m
    1 PAI Strategic Partnerships **      
      Mid-market and large buyouts 2019 34.6 0.2
    2 ICG Strategic Equities Fund IV      
      GP-led secondary transactions 2021 32.9 7.1
    3 ICG Strategic Equities Fund III      
      GP-led secondary transactions 2018 31.0 11.2
    4 ICG Europe VII      
      Mezzanine and equity in mid-market buyouts 2018 30.7 6.1
    5 CVC European Equity Partners VII      
      Large buyouts 2017 25.7 2.9
    6 PAI Europe VII      
      Mid-market and large buyouts 2017 24.6 2.4
    7 ICG Ludgate Hill (Feeder B) SCSp      
      Secondary portfolio 2021 23.8 13.6
    8 ICG Europe VIII      
      Mezzanine and equity in mid-market buy-outs 2021 23.6 14.3
    9 Gridiron Capital Fund III      
      Mid-market buyouts 2016 23.4 1.3
    10 Resolute IV      
      Mid-market buyouts 2018 23.0 0.9
    11 Gridiron Capital Fund IV      
      Mid-market buyouts 2019 21.5 0.5
    12 ICG Augusta Partners Co-Investor **      
      Secondary fund restructurings 2018 20.5 17.8
    13 Oak Hill V      
      Mid-market buyouts 2019 19.9 0.6
    14 Seventh Cinven      
      Large buyouts 2019 19.8 1.8
    15 Graphite Capital Partners VIII *      
      Mid-market buyouts 2013 19.3 4.1
    16 Graphite Capital Partners IX      
      Mid-market buyouts 2018 18.4 2.3
    17 ICG Ludgate Hill III      
      Secondary portfolio 2022 18.0 5.7
    18 Resolute V      
      Mid-market buyouts 2021 17.1 1.4
    19 Advent Global Private Equity IX      
      Large buyouts 2019 16.4 0.5
    20 ICG Ludgate Hill (Feeder) II Boston SCSp      
      Secondary portfolio 2022 16.0 5.4
    21 New Mountain Partners VI      
      Mid-market buy-outs 2020 14.9 0.5
    22 Investindustrial VII      
      Mid-market buyouts 2019 14.0 4.9
    23 ICG Europe Mid-Market Fund      
      Mezzanine and equity in mid-market buyouts 2019 13.5 5.5
    24 CVC Capital Partners VIII      
      Large buyouts 2020 13.4 0.5
    25 Bowmark Capital Partners VI      
      Mid-market buyouts 2018 13.1 3.4
    26 Tailwind Capital Partners III      
      Mid-market buyouts 2018 13.1 2.2
    27 BC European Capital X      
      Large buyouts 2016 13.1 1.4
    28 Thomas H Lee Equity Fund IX      
      Mid-market and large buyouts 2021 12.9 4.0
    29 Permira VII      
      Large buyouts 2019 12.6 1.6
    30 ICG LP Secondaries Fund I LP      
      LP-led secondary transactions 2022 12.2 41.1
      Total of the largest 30 fund investments   593.0 165.3
      Percentage of total investment Portfolio   39.1%  

    *All or part of interest acquired through a secondary sale.

    **Includes the associated Top Up funds.

    HOW WE MANAGE RISK

    Identifying and evaluating the strategic, financial and operational impact of our key risks

    The execution of the Company’s investment strategy is subject to a variety of risks and uncertainties, and the Board and Manager have identified several principal risks to the Company’s business. As part of this process, the Board has put in place an ongoing process to identify, assess and monitor the principal and emerging risks facing the Company, including those that would threaten its business model, future performance, solvency or liquidity.

    RISK MANAGEMENT FRAMEWORK

    The Board is responsible for risk management and determining the Company’s overall risk appetite. The Audit Committee assesses and monitors the risk management framework and specifically reviews the controls and assurance programmes in place.

    PRINCIPAL RISKS

    The Company’s principal risks are individual risks, or a combination of risks, that could threaten the Company’s business model, future performance, solvency or liquidity.

    Details of the Company’s principal risks, potential impact, controls and mitigating factors are set out on pages 23 to 27.

    OTHER RISKS

    Other risks, including reputational risk, are potential outcomes of the principal risks materialising. These risks are actively managed and mitigated as part of the wider risk management framework of the Company and the Manager.

    EMERGING RISKS

    Emerging risks are considered by the Board and are regularly assessed to identify any potential impact on the Company and to determine whether any actions are required. Emerging risks often include those related to regulatory/legislative change and macro-economic and political change.

    The Company depends upon the experience, skill and reputation of the employees of the Manager. The Manager’s ability to retain the service of these individuals, who are not obligated to remain employed by the Manager, and recruit successfully, is a significant factor in the success of the Company.

    PRINCIPAL RISKS AND UNCERTAINTIES

    The Company considers its principal risks (as well as several underlying risks comprising each principal risk) in four categories:

    1. Investment risks: the risk to performance resulting from ineffective or inappropriate investment selection, execution or monitoring.
    2. External risks: the risk of failing to deliver the Company’s investment objective and strategic goals due to external factors beyond the Company’s control.
    3. Operational risks: the risk of loss resulting from inadequate or failed internal processes, people or systems and external events, including regulatory risk.
    4. Financial risks: the risk of adverse impact on the Company due to having insufficient resources to meet its obligations or counterparty failure and the impact any material movement in foreign exchange rates may have on underlying valuations.

    RISK ASSESSMENT PROCESS

    A comprehensive risk assessment process is undertaken regularly to re-evaluate the impact and probability of each risk materialising and the strategic, financial and operational impact of the risk. Where the residual risk is determined to be outside appetite, appropriate action is taken. Further information on risk factors is set out within the financial statements.

    Risk appetite and tolerance

    The Board acknowledges and recognises that in the normal course of business, the Company is exposed to risk and it is willing to accept a certain level of risk in managing the business to achieve its targeted returns. The Board’s risk appetite framework provides a basis for the ongoing monitoring of risks and enables dialogue with respect to the Company’s current and evolving risk profile, allowing strategic and financial decisions to be made on an informed basis.

    The Board considers several factors to determine its acceptance for each principal risk and categorises acceptance for each risk as low, moderate and high. Where a risk is approaching or is outside the tolerance set, the Board will consider the appropriateness of actions being taken to manage the risk. In particular, the Board has a lower tolerance for financing risk with the aim to ensure that even under a stress scenario, the Company is likely to meet its funding requirements and financial obligations. Similarly, the Board has a low risk tolerance concerning operational risks including legal, tax and regulatory compliance and business process and continuity risk.

    How we manage and mitigate our key risks

    RISK IMPACT MITIGATION CHANGE IN THE YEAR
    INVESTMENT RISKS      
    INVESTMENT PERFORMANCE

    The Manager selects the fund investments and Direct Investments for the Company’s Portfolio, executing the investment strategy approved by the Board. The underlying managers of those funds in turn select individual investee companies. The origination, investment selection and management capabilities of both the Manager and the third-party managers are key to the performance of the Company.

    Poor origination, investment selection and monitoring by the Manager and/or third-party managers which may have a negative impact on Portfolio performance. The Manager has a strong track record of investing in private equity through multiple economic cycles. The Manager has a highly selective investment approach and disciplined process, which is overseen by ICG Enterprise Trust’s Investment Committee within the Manager, which comprises a balance of skills and perspectives.

    Further, the Company’s Portfolio is diversified, reducing the likelihood of a single investment decision impacting Portfolio performance.

    Stable

    The Board is responsible for ensuring that the investment policy is met. The day-to-day management of the Company’s assets is delegated to the Manager under investment guidelines determined by the Board. The Board regularly reviews these guidelines to ensure they remain appropriate and monitors compliance with the guidelines through regular reports from the Manager, including performance reporting. The Board also reviews the investment strategy at least annually.

    Following this assessment and other considerations, the Board concluded that investment performance risk has remained stable.

    VALUATION

    In valuing its investments in private equity funds and unquoted companies and publishing its NAV, the Company relies to a significant extent on the accuracy of financial and other information provided by the underlying managers to the Manager. There is the potential for inconsistency in the valuation methods adopted by the managers of these funds and companies and for valuations to be misstated.

    Incorrect valuations being provided would lead to an incorrect overall NAV. The Manager carries out a formal valuation process quarterly including a review of third-party valuations.

    This process includes a comparison of unaudited valuations to latest audited reports, as well as a review of any potential adjustments that are required to ensure the valuations of the underlying investments are in accordance with the fair market value principles required under UK-adopted International Accounting Standards (‘IAS’).

    Stable

    The Board regularly reviews and discusses the valuation process in detail with the Manager, including the sources of valuation information and methodologies used.

    Following this assessment and other considerations, the Board concluded that there was no material change in valuation risk.

    EXTERNAL RISKS      
    POLITICAL AND MACRO-ECONOMIC UNCERTAINTY
    Political and macro-economic uncertainty and other global events, such as pandemics, that are outside the Company’s control could adversely impact the environment in which the Company and its investment portfolio companies operate.
    Changes in the political or macro-economic environment could significantly affect the performance of existing investments (and valuations) and prospects for realisations. In addition, they could impact the number of credible investment opportunities the Company can originate. The Manager uses a range of complementary approaches to inform strategic planning and risk mitigation, including active investment management, profitability and balance sheet scenario planning and stress testing to ensure resilience across a range of outcomes.
    The process is supported by a dedicated in-house economist and professional advisers where appropriate.
    Increasing
    The Board monitors and reviews the potential impact on the Company from political and economic developments on an ongoing basis, including input and discussions with the Manager.
    Incorporating these views and other considerations, the Board concluded that this risk had increased.
    CLIMATE CHANGE
    The underlying managers of the fund investments and Direct Investments in the Company’s Portfolio fail to ensure that their portfolio companies respond to the emerging threats from climate change.
    Climate-related transition risks, driven in particular by abrupt shifts in the political and technological landscape, impact the value of the Company’s Portfolio. The Manager has a well-defined, firm-wide Responsible Investing Policy and sustainable investing framework in place.
    A tailored sustainable investing framework applies across all stages of the Company’s investment process.
    Stable

    The Board monitors and reviews the potential impact to the Company from failures by underlying managers to mitigate the impact of climate change on portfolio company valuation.

    THE LISTED PRIVATE
    EQUITY SECTOR
    The listed private equity sector could fall out of favour with investors leading to a reduction in demand for the Company’s shares.
    A change in sentiment to the sector has the potential to damage the Company’s reputation and impact the performance of the Company’s share price and widen the discount the shares trade at relative to NAV per Share, causing shareholder dissatisfaction. Private equity continues to outperform public markets over the long term and has proved to be an attractive asset class through various cycles. The Manager is active in marketing the Company’s shares to a wide variety of investors to ensure the market is informed about the Company’s performance and investment proposition.
    In setting the capital allocation policy, including the allocations to dividends and share buybacks, the Board monitors the discount to NAV and considers appropriate solutions to address any ongoing or substantial discount to NAV.
    Increasing
    The persistence of the discount to NAV, together with other sector uncertainties, indicates an increase in risk.
    The Board receives regular updates from the Company’s broker and is kept informed of all material discussions with investors and analysts.
    FOREIGN EXCHANGE
    The Company has continued to expand its geographic diversity by making investments in different countries. Accordingly, most investments are denominated in US dollars and euros.
    The Company does not hedge its foreign exchange exposure. Therefore, movements in exchange rates between these currencies may have a material effect on the underlying sterling valuations of the investments and performance of the Company. The Board regularly reviews the Company’s exposure to currency risk and reconsiders possible hedging strategies on at least an annual basis.
    Furthermore, the Company’s multicurrency bank facility permits the borrowings to be drawn in euros and US dollars, if required.
    Stable
    The Board reviewed the Company’s exposure to currency risk and possible hedging strategies and concluded that there was no material change in foreign exchange risk during the year and that it remains appropriate for the Company not to hedge its foreign exchange exposure.
    OPERATIONAL RISKS      
    REGULATORY, LEGAL
    AND TAX COMPLIANCE
    Failure by the Manager to comply with relevant regulation and legislation could have an adverse impact on the Company. Additionally, adherence to changes in the legal, regulatory and tax framework applicable to the Manager could become onerous, lessening competitive or market opportunities.
    The failure of the Manager and the Company to comply with the rules of professional conduct and relevant laws and regulations could expose the Company to regulatory sanction and penalties as well as significant damage to its reputation. The Board is responsible for ensuring the Company’s compliance with all applicable regulatory, legal and tax requirements. Monitoring of this compliance has been delegated to the Manager, of which the in-house Legal, Compliance and Risk functions provide regular updates to the Board covering relevant changes to regulation and legislation.
    The Board and the Manager continually monitor regulatory, legislative and tax developments to ensure early engagement in any areas of potential change.
    Stable
    The Company remains responsive to a wide range of developing regulatory areas; and will continue to enhance its processes and controls in order to remain compliant with current and expected legislation.
    KEY PROFESSIONALS
    Loss of key professionals at the Manager could impair the Company’s ability to deliver its investment strategy and meet its external obligations if replacements are not found in a timely manner.
    If the Manager’s team is not able to deliver its objectives, investment opportunities could be missed or misevaluated, while existing investment performance may suffer. The Manager regularly updates the Board on team developments and succession planning. The Manager places significant focus on:
    Developing key individuals to ensure that there is a pipeline of potential succession candidates internally. External appointments are considered if that best satisfies the business needs.
    A team-based approach to investment decision-making, i.e. no one investment professional has sole responsibility for an investment or fund manager relationship.
    Sharing insights and knowledge widely across the investment team, including discussing all potential new investments and the overall performance of the Portfolio.
    Designing and implementing a compensation policy that helps to minimise turnover of key people.
    Stable
    The Board reviewed the Company’s exposure to people risk and concluded that the Manager continues to operate sustainable succession, competitive remuneration and retention plans.
    The Board believes that the risk in respect of people remains stable.
    THE MANAGER AND THIRD-PARTY PROVIDERS (INCLUDING BUSINESS PROCESSES, BUSINESS CONTINUITY AND CYBER)
    The Company is dependent on third parties for the provision of services and systems, especially those of the Manager, the Administrator and the Depositary.
    Failure by a third-party provider to deliver services in accordance with its contractual obligations could disrupt or compromise the functioning of the Company. A material loss of service could result in, among other things, an inability to perform business critical functions, financial loss, legal liability, regulatory censure and reputational damage.
    The failure of the Manager and Administrator to deliver an appropriate cyber security platform for critical technology systems could result in unauthorised access by malicious third parties, breaching the confidentiality, integrity and availability of Company data, negatively impacting the Company’s reputation.
    The performance of the Manager, the Administrator, the Depositary and other third-party providers is subject to regular review and reported to the Board.
    The Manager, the Administrator and the Depositary produce internal control reports to provide assurance regarding the effective operation of internal controls. These reports are provided to the Audit Committee for review. The Committee would seek further representations from service providers if not satisfied with the effectiveness of their control environment.
    The Audit Committee formally assesses the internal controls of the Manager, the Administrator and Depositary on an annual basis to ensure adequate controls are in place.
    The assessment in respect of the current year is discussed in the Report of the Audit Committee.
    The Management Agreement and agreements with other third-party service providers are subject to notice periods that are designed to provide the Board with adequate time to put in place alternative arrangements.
    Stable
    The Board carries out a formal annual assessment (supported by the Manager’s internal audit function) of the Manager’s internal controls and risk management systems.
    The Board also received regular reporting from the Manager and other third parties.
    Following this review and other considerations, the Board concluded that there was no material change in the Manager and other third-party suppliers risk.
    FINANCIAL RISKS      
    FINANCING
    The Company has outstanding commitments to private equity funds in excess of total liquidity that may be drawn down at any time. The ability to fund this difference is dependent on receiving cash proceeds from investments (the timing of which are unpredictable) and the availability of financing facilities.
    If the Company encountered difficulties in meeting its outstanding commitments, there would be significant reputational damage as well as risk of damages being claimed from managers and other counterparties. The Manager monitors the Company’s liquidity, overcommitment ratio and covenants on a frequent basis, and undertakes cash flow monitoring, and provides regular updates on these activities to the Board. Stable
    The Board reviewed the Company’s exposure to financing risk, noting the Net Debt position, the increase in available facility and the short-term realisation forecast and concluded that this risk was stable.

    Audited Financial Statements for the year ended 31 January 2025

    INCOME STATEMENT

    Year to 31 January 2025 Year to 31 January 2024
      Notes Revenue
    return
    £’000
    Capital return
    £’000
    Total
    £’000
    Revenue
    return
    £’000
    Capital return
    £’000
    Total
    £’000
    Investment returns              
    Income, gains and losses on investments 2,10 1,060 134,156 135,216 2,365 39,369 41,734
    Deposit interest 2 48 48 405 405
    Other income 2 5 5 104 104
    Foreign exchange gains and losses   (729) (729) 1,193 1,193
        1,113 133,427 134,540 2,874 40,562 43,436
    Expenses              
    Investment management charges 3 (1,618) (14,558) (16,175) (1,615) (14,533) (16,148)
    Other expenses including finance costs 4 (2,439) (8,417) (10,855) (2,520) (7,402) (9,922)
        (4,057) (22,974) (27,031) (4,135) (21,935) (26,070)
                   
    Profit/(loss) before tax   (2,943) 110,453 107,510 (1,261) 18,627 17,366
    Taxation 6    
    Profit/(loss) for the period   (2,943) 110,453 107,510 (1,261) 18,627 17,366
    Attributable to:              
    Equity shareholders   (2,943) 110,453 107,510 (1,261) 18,627 17,366
    Basic and diluted earnings per share 7     163.95p     25.63p
                   

    The columns headed ‘Total’ represent the income statement for the relevant financial years and the columns headed ‘Revenue return’ and ‘Capital return’ are supplementary information in line with guidance published by the AIC. There is no Other Comprehensive Income.

    All profits are from continuing operations.

    The notes on pages 34 to 59 form an integral part of the financial statements.

    BALANCE SHEET

     

    Notes

    31 January
    2025
    £’000

    31 January
    2024
    £’000

    Non-current assets      
    Investments held at fair value 9,10,17 1,469,549 1,296,382
           
    Current assets      
    Cash and cash equivalents 11 3,927 9,722
    Prepayments and receivables 12 2,018 2,258
        5,945 11,980
    Current liabilities      
    Borrowings   (131,931) (20,000)
    Payables 13 (11,171) (5,139)
           
    Net current assets / (liabilities)   (137,157) (13,159)
    Total assets less current liabilities   1,332,392 1,283,223
           
    Capital and reserves      
    Share capital 14 7,292 7,292
    Capital redemption reserve   2,112 2,112
    Share premium   12,936 12,936
    Capital reserve   1,315,727 1,279,751
    Revenue reserve   (5,675) (2,733)
    Total equity   1,332,392 1,283,223
           
    Net Asset Value per Share (basic and diluted) 15 2072.9p 1909.4p

    The notes on pages 34 to 59 form an integral part of the financial statements.

    The financial statements on pages 30 to 59 were approved by the Board of Directors on 7 May 2025 and signed on its behalf by:

    Jane Tufnell        Alastair Bruce
    Director                Director

    CASH FLOW STATEMENT

      Notes Year to 31 January 2025
    £’000
    Year to 31st January 2024
    £’000
    Operating activities      
    Sale of portfolio investments   19,966 40,611
    Purchase of portfolio investments   (34,144) (25,162)
    Cash flow to subsidiaries’ investments   (152,174) (116,084)
    Cash flow from subsidiaries’ investments   125,769 195,300
    Interest income received from portfolio investments   494 1,695
    Dividend income received from portfolio investments   547 779
    Other income received   53 509
    Investment management charges paid   (16,021) (15,647)
    Other expenses paid   (1,881) (2,596)
    Net cash inflow/(outflow) from operating activities   (57,391) 79,405
           
    Financing activities      
    Bank facility fee paid   (2,011) (3,970)
    Interest paid   (545) (5,571)
    Credit Facility utilised   139,762 128,109
    Credit Facility repaid   (27,831) (174,954)
    Purchase of shares into treasury   (35,851) (13,068)
    Equity dividends paid 8 (22,308) (21,694)
    Net cash (outflow)/inflow from financing activities   51,215 (91,148)
    Net decrease in cash and cash equivalents   (6,176) (11,743)
           
    Cash and cash equivalents at beginning of year 11 9,722 20,694
    Net decrease in cash and cash equivalents   (6,176) (11,743)
    Effect of changes in foreign exchange rates   381 771
    Cash and cash equivalents at end of period 11 3,927 9,722
    1. Includes settlement of unbilled management fees relating to the prior year (see note 13).

    The notes on pages 34 to 59 form an integral part of the financial statements.

    STATEMENT OF CHANGES IN EQUITY

     

    Share capital
    £’000

    Capital
    redemption
    reserve
    £’000

    Share premium
    £’000

    Realised
    capital
    reserve1
    £’000
    Unrealised
    capital
    reserve
    £’000
    Revenue
    reserve1
    £’000
    Total
    shareholders’
    equity
    £’000
           
    Opening balance at 1 February 2024 7,292 2,112 12,936 473,015 790,602 (2,733) 1,283,223
    Profit for the period and total comprehensive income (6,033) 116,485 (2,942) 107,510
    Capital distribution by subsidiary2
    Dividends paid (22,308) (22,308)
    Purchase of shares into treasury (36,033) (36,033)
    Closing balance at 31 January 2025 7,292 2,112 12,936 408,641 907,087 (5,675) 1,332,392
                   
     

    Share capital
    £’000

    Capital redemption
    reserve
    £’000

    Share premium
    £’000

    Realised
    capital
    reserve1
    £’000
    Unrealised
    capital
    reserve
    £’000
    Revenue
    reserve1
    £’000
    Total
    shareholders’
    equity
    £’000
           
    Opening balance at 1 February 2023 7,292 2,112 12,936 468,054 811,698 (1,473) 1,300,619
    Profit for the period and total comprehensive income 31,032 (12,405) (1,261) 17,366
    Capital distribution by subsidiary2 8,691 (8,691)
    Dividends paid (21,694) (21,694)
    Purchase of shares into treasury (13,068) (13,068)
    Closing balance at 31 January 24 7,292 2,112 12,936 473,015 790,602 (2,734) 1,283,223
    1. Distributable reserves.
    2. During the prior reporting period ICG Enterprise Trust Limited Partnership made a distribution of realised profits totalling £8.6m to the Company.

    The notes on pages 34 to 59 form an integral part of the financial statements.

    NOTES TO THE FINANCIAL STATEMENTS

    1 ACCOUNTING POLICIES

    General information

    These financial statements relate to ICG Enterprise Trust Plc (‘the Company’). ICG Enterprise Trust Plc is registered in England and Wales and is incorporated in the United Kingdom. The Company is domiciled in the United Kingdom and its registered office is Procession House, 55 Ludgate Hill, London EC4M 7JW. The Company’s objective is to provide long-term growth by investing in private companies managed by leading private equity managers.

    (a) Basis of preparation

    The financial information for the year ended 31 January 2025 has been prepared in accordance with UK-adopted International Accounting Standards (‘UK-IAS’) and the Statement of Recommended Practice (‘SORP’) for investment trusts issued by the Association of Investment Companies in July 2022.

    UK-IAS comprises standards and interpretations approved by the International Accounting Standards Board (‘IASB’) and the IFRS Interpretations Committee.

    These financial statements have been prepared on a going concern basis and on the historical cost basis of accounting, modified for the revaluation of certain assets at fair value. The directors have concluded that the preparation of the financial statements on a going concern basis continues to be appropriate.

    Going concern

    In assessing the appropriateness of continuing to adopt the going concern basis of accounting, the Board has assessed the financial position and prospects of the Company. The Company’s business activities, together with factors likely to affect its future development, performance, position and cash flows, are set out in the Chair’s statement on page 5, and the Manager’s review on page 7.

    As part of this review, the Board assessed the potential impact of principal risks on the Company’s business activities, the Company’s cash position, the availability of the Company’s credit facility and compliance with its covenants, and the Company’s cash flow projections.

    Based on this assessment, the Board expects that the Company will be able to continue in operation and meet its liabilities as they fall due until, at least, 31 May 2026, a period of more than 12 months from the signing of the financial statements. Therefore it is appropriate to continue to adopt the going concern basis of preparation of the Company’s financial statements.

    Climate change

    In preparing the financial statements, the directors have considered the impact of climate change, particularly in the context of the climate change risks identified in the Principal risks and uncertainties section of this Report, and the impact of climate change risk on the valuation of investments.

    These considerations did not have a material impact on the financial reporting judgements and estimates in the current year, nor were they expected to have a significant impact on the Company’s going concern or viability.

    Accounting policies

    The principal accounting policies adopted are set out below. These policies have been applied consistently throughout the current and prior year. In order to reflect the activities of an investment trust company, supplementary information which analyses the income statement between items of revenue and capital nature has been presented alongside the income statement. In analysing total income between capital and revenue returns, the directors have followed the guidance contained in the SORP as follows:

    Capital gains and losses on investments sold and on investments held arising on the revaluation or disposal of investments classified as held at fair value through profit or loss should be shown in the capital column of the income statement.

    Returns on any share or debt security for a fixed amount (whether in respect of dividends, interest or otherwise) should be shown in the revenue column of the income statement.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    The Board should determine whether the indirect costs of generating capital gains should also be shown in the capital column of the income statement. If the Board decides that this should be so, the management fee should be allocated between revenue and capital in accordance with the Board’s expected long-term split of returns, and other expenses should be charged to capital only to the extent that a clear connection with the maintenance or enhancement of the value of investments can be demonstrated.

    The accounting policy regarding the allocation of expenses is set out in note 1(i).

    In accordance with IFRS 10 (amended), the Company is deemed to be an investment entity on the basis that:

    (a) it obtains funds from one or more investors for the purpose of providing investors with investment management services;

    (b) it commits to its investors that its business purpose is to invest funds for both returns from capital appreciation and investment income; and

    (c) it measures and evaluates the performance of substantially all of its investments on a fair value basis.

    As a result, the Company’s controlled structured entities (‘subsidiaries’) are deemed to be investments and are classified as held at fair value through profit and loss.

    (b) Financial assets

    The Company classifies its financial assets in the following categories: at fair value through profit or loss; and at amortised cost. The classification depends on the purpose for which the financial assets were acquired. The classification of financial assets is determined at initial recognition.

    Financial assets at fair value through profit or loss

    The Company classifies its quoted and unquoted investments as financial assets at fair value through profit or loss. These assets are measured at subsequent reporting dates at fair value and further details of the accounting policy are disclosed in note 1(c).

    Financial assets at amortised cost

    Financial assets at amortised cost are non-derivative financial assets which pass the contractual cash flow test and are held to receive contractual cash flows. These are classified as current assets and measured at amortised cost using the effective interest rate method. The Company’s financial assets at amortised cost comprise cash and cash equivalents and trade and other receivables in the balance sheet.

    (c) Investments

    Investments comprise fund investments and portfolio company investments held by the Company directly, together with the fair value of the Company’s interest in controlled structured entities (see note 9) which themselves invest in fund investments and portfolio company investments.

    All investments are classified upon initial recognition as held at fair value through profit or loss (described in these financial statements as investments held at fair value) and are measured at subsequent reporting dates at fair value. All investments are fair valued in line with IFRS 13 ‘Fair Value Measurement’, using industry standard valuation guidelines such as the International Private Equity and Venture Capital (‘IPEV’) valuation guidelines. Changes in the value of all investments held at fair value, which include returns on those investments such as dividends and interest, are recognised in the income statement and are allocated to the revenue column or the capital column in accordance with the SORP (see note 1(a)). More detail on certain categories of investment is set out below. Given that the subsidiaries and associates are held at fair value and are exposed to materially similar risks as the Company, we do not expect the risks to materially differ from those disclosed in note 17.

    Unquoted Investments

    Fund investments and Co-investments (collectively ‘unquoted investments’) are fair valued using the net asset value of those unquoted investments as determined by the third-party investment manager of those funds. The third-party investment manager performs periodic valuations of the underlying investments in their funds, typically using earnings multiple or discounted cash flow methodologies to determine enterprise value in line with IPEV Guidelines. In the absence of contrary information, these net asset valuations received from the third-party investment managers are deemed to be

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    appropriate by the Manager, for the purposes of the Manager’s determination of the fair values of the unquoted investments. A robust assessment is performed by the Manager’s experienced Investment Committee to determine the capability and track record of the investment manager. All investment managers are scrutinised by the Investment Committee and an approval process is recorded before any new investment manager is approved and an investment made. This level of scrutiny provides reasonable comfort that the investment manager’s valuation will be consistent with the requirement to use fair value.

    Adjustments may be made to the net asset values provided or an alternative valuation method may be adopted if deemed to be more appropriate. The most common reason for adjustments to the value provided by an underlying manager is to take account of events occurring between the date of the manager’s valuation and the reporting date, for example, subsequent cash flows or notification of an agreed sale.

    Subsidiary undertakings

    The investments in the controlled structured entities (‘subsidiaries’) are recognised at fair value through profit and loss.

    The valuation of the subsidiaries takes into account an accrual for the estimated value of interests in the Co-investment Incentive Scheme. Under these arrangements, ICG (the ‘Manager’) and certain of its executives and, in respect of certain historic investments, the executives and connected parties of Graphite Capital Management LLP (the ‘Former Manager’) (together ‘the Co-investors’), are required to co-invest alongside the Company, for which they are entitled to a share of investment profits if certain performance hurdles are met. At 31 January 2024, the accrual was estimated as the theoretical value of the interests if the Portfolio had been sold at the carrying value at that date.

    Associates

    The Company holds an interest (including indirectly through its subsidiaries) of more than 20% in a small number of investments that may normally be classified as subsidiaries or associates. These investments are not considered subsidiaries or associates as the Company does not exert control or significant influence over the activities of these companies/structured entities as they are managed by other third parties.

    (d) Prepayments and receivables

    Receivables include unamortised fees which were incurred directly in relation to the agreement of a financing facility. These fees will be amortised over the life of the facility on a straight-line basis.

    (e) Payables

    Other payables are non-interest bearing and are stated at their amortised cost, which is not materially different from fair value.

    (f) Cash and cash equivalents

    Cash and cash equivalents comprise cash and short-term bank deposits with an original maturity of three months or less.

    (g) Dividend distributions

    Dividend distributions to shareholders are recognised in the period in which they are paid.

    (h) Income

    When it is probable that economic benefits will flow to the Company and the amount can be measured reliably, interest is recognised on a time apportionment basis.

    Dividends receivable on quoted equity shares are brought into account on the ex-dividend date. Dividends receivable on equity shares where no ex-dividend date is applicable are brought into account when the Company’s right to receive payment is established.

    UK dividend income is recorded at the amount receivable. Overseas dividend income is shown net of withholding tax. Income distributions from funds are recognised when the right to distributions is established.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    (i) Expenses

    All expenses are accounted for on an accruals basis. Expenses are allocated to the revenue column in the income statement, consistent with the SORP, with the following exceptions:

    • Expenses which are incidental to the acquisition or disposal of investments (transaction costs) are allocated to the capital column
    • The Board expects the majority of long-term returns from the Portfolio to be generated from capital gains. Expenses are allocated 90% to the capital column and 10% to the revenue column, reflecting the Company’s current and future return profile. Other expenses are allocated to the capital column where a clear connection with the maintenance or enhancement of the value of investments can be demonstrated.
    • All expenses allocated to the capital column are treated as realised capital losses (see note 1(l)).

    (j) Taxation

    Investment trusts which have approval as such under Section 1158 of the Corporation Tax Act 2010 are not liable for taxation on capital gains.
    Tax recognised in the income statement represents the sum of current tax and deferred tax charged or credited in the year. The tax effect of different items of expenditure is allocated between capital and revenue on the same basis as the particular item to which it relates.

    Deferred tax is the tax expected to be payable or recoverable on the difference between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method.

    Deferred tax liabilities are recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Deferred tax assets are not recognised in respect of tax losses carried forward to future periods.

    Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the assets are realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.

    (k) Foreign currency translation

    The functional and presentation currency of the Company is sterling, reflecting the primary economic environment in which the Company operates.

    Transactions in currencies other than sterling are recorded at the rates of exchange prevailing on the dates of the transactions. At each balance sheet date, financial assets and liabilities denominated in foreign currencies are translated at the rates prevailing on the balance sheet date.

    Gains and losses arising on the translation of investments held at fair value are included within gains and losses on investments held at fair value in the income statement. Gains and losses arising on the translation of other financial assets and liabilities are included within foreign exchange gains and losses in the income statement.

    (l) Revenue and capital reserves

    The revenue return component of total income is taken to the revenue reserve within the statement of changes in equity. The capital return component of total income is taken to the capital reserve within the statement of changes in equity.

    Gains and losses on the realisation of investments including realised exchange gains and losses and expenses of a capital nature are taken to the realised capital reserve (see note 1(i)). Changes in the valuations of investments which are held at the year end and unrealised exchange differences are accounted for in the unrealised capital reserve.

    Net gains on the realisation of investments in the controlled structured entities (see note 9) are transferred to the Company by way of profit distributions.

    The revenue reserve is distributable by way of dividends to shareholders. The realised capital reserve is distributable by way of dividends and share buybacks. The capital redemption reserve is not distributable and represents the nominal value of shares bought back for cancellation.

    (m) Treasury shares

    Shares that have been repurchased into treasury remain included in the share capital balance, unless they are cancelled.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    (n) Critical estimates and assumptions

    Estimates and judgements used in preparing the financial information are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable. The resulting estimates will, by definition, seldom equal the related actual results.

    In preparing the financial statements, the directors have considered the impact of climate change on the key estimates within the financial statements.

    The only estimates and assumptions that have a significant risk of causing a material adjustment to the carrying values of assets and liabilities in the next financial year relate to the valuation of unquoted investments. Unquoted investments are primarily the Company’s investments in unlisted funds, managed by third-party investment fund managers and ICG. As such there is significant estimation in the valuation of the unlisted fund at a point in time. Note 1(c) sets out the accounting policy for unquoted investments. The carrying amount of unquoted investments at the year end is disclosed within note 10.

    (o) Segmental reporting

    Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker who is responsible for allocating resources and assessing performance of the segments has been identified as the Board. It is considered that the Company’s operations comprise a single operating segment.

    2 INVESTMENT RETURNS

      Year ended Year ended  
      31 January 2025 31 January 2024  
      £’000 £’000  
    Income from investments      
    Overseas interest and dividends 1,060 2,365  
      1,060 2,365  
    Deposit interest on cash 48 405  
    Other 5 104  
      53 509  
    Total income 1,113 2,874  
    Analysis of income from investments      
    Unquoted 1,060 2,365  
      1,060 2,365  

    3 INVESTMENT MANAGEMENT CHARGES

    Management fees paid to ICG for managing ICG Enterprise Trust amounted to 1.25% (2024: 1.25%) of the average net assets in the year. The reduction in the fee is due to the application of the cap.

    From 1 February 2023 the management fee is subject to a cap of 1.25% of net asset value.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    3 INVESTMENT MANAGEMENT CHARGES CONTINUED

    The amounts charged during the year are set out below:

      Year ended 31 January 2025 Year ended 31 January 2024
      Revenue Capital Total Revenue Capital Total
      £’000 £’000 £’000 £’000 £’000 £’000
    Investment management charge 1,617 14,558 16,175 1,615 14,533 16,148

    The Company and its subsidiaries also incur management fees in respect of its investment in funds managed by members of ICG on an arms-length basis.

      Year ended Year ended
      31 January 2025 31 January 2024
      £’000 £’000
    ICG Europe VIII 434 467
    ICG Strategic Equity V 353 131
    ICG Strategic Equity IV 340 593
    ICG LP Secondaries Fund I LP 325 55
    ICG Europe VII 238 257
    ICG Strategic Equity III 238 183
    ICG Europe Mid-Market II 95 87
    ICG Augusta Partners Co-Investor II 89 91
    ICG Europe Mid-Market 87 120
    ICG North American Private Debt II 68 74
    ICG Strategic Secondaries II 36 74
    ICG Europe VI 23 41
    ICG Asia Pacific III 15 30
    ICG Recovery Fund 2008B 3 31
    ICG Europe V 2 1
      2,346 2,235

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    4 OTHER EXPENSES

    The Company did not employ any staff in the year to 31 January 2025 (2024: none).

      Year ended Year ended
      31 January 2025 31 January 2024
      £’000 £’000 £’000 £’000
    Directors’ fees (see note 5)   340   316
    Fees payable to the Company’s auditor for the audit of the Company’s annual accounts 170   239  
    Fees payable to the Company’s auditor and its associates for other services:        
    – Audit of the accounts of the subsidiaries 108   139  
    – Audit-related assurance services 71   53  
    Total auditors’ remuneration   349   431
    Administrative expenses   811   1,021
        1,500   1,768
    Bank facility costs allocated to revenue   277   258
    Interest costs allocated to revenue   661   493
    Expenses allocated to revenue   2,438   2,519
    Bank facility costs allocated to capital   8,417   7,403
    Total other expenses   10,855   9,922
             

    1. The auditors of the Company have additionally provided £16k (2024: £14k) of non-audit related services permitted under the Financial Reporting Council’s (‘FRC’) Revised Ethical Standards. The service related to agreed upon procedures over the Company’s carried interest scheme. These expenses have been charged to the Manager of the Company.

    Included within Total other expenses above are £9.4m (2024: £8.2m) of costs related to financing and £(0.2)m (credit) (2024: £0.1m) of other expenses which are non-recurring and are excluded from the Ongoing Charges as detailed in the glossary on page 58.

    Professional fees of £0.2m (2024: £0.2m) incidental to the acquisition or disposal of investments are included within gains/(losses) on investments held at fair value.

    5 DIRECTORS’ REMUNERATION AND INTERESTS

    No income was received or receivable by the directors from any other subsidiary of the Company.

    6 TAXATION

    In both the current and prior years the tax charge was lower than the standard rate of corporation tax of 19%, principally due to the Company’s status as an investment trust, which means that capital gains are not subject to corporation tax. The effect of this and other items affecting the tax charge are shown in note 6(b) below.

    The UK’s main rate of corporation tax increased from 19% to 25% with effect from 1 April 2023. A blended rate of 24% was applied for the year ended 31 January 2024, calculated by the number of days within the accounting period spanning the rate change. A corporation tax rate of 25% was applied for the year ended 31 January 2025.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

      Year ended Year ended  
      31 January 2025 31 January 2024  
      £’000 £’000  
    a) Analysis of charge in the year      
    Tax credit on items allocated to revenue  
    Tax charge on items relating to prior years  
    Corporation tax  
    b) Factors affecting tax charge for the year      
    Profit on ordinary activities before tax 107,510 17,367  
    Profit before tax multiplied by rate of corporation tax in the UK of 25% (2024: 24%) 26,790 4,168  
    Effect of:      
    – net investment returns not subject to corporation tax (33,357) (9,735)  
    – dividends not subject to corporation tax (52) (187)  
    – expenses not deductible for tax purposes 1,353  
    – current year management expenses not utilised/(utilised) 489 5,754  
    – other deductions 4,777  
    Total tax charge  

    The Company has £70.0m excess management expenses carried forward (2024: £53.5m). No deferred tax assets or liabilities (2024: nil) have been recognised in respect of the carried forward management expenses due to the uncertainty that future taxable profit will be generated that these losses can be offset against. For all investments the tax base is equal to the carrying amount. There was no deferred tax expense relating to the origination and reversal of timing differences in the year (2024: nil).

    7 EARNINGS PER SHARE

      Year ended Year ended  
      31 January 2025 31 January 2024  
    Revenue return per ordinary share (4.49p) (1.86p)  
    Capital return per ordinary share 168.38p 27.49p  
    Earnings per ordinary share (basic and diluted) 163.95p 25.63p  

    Revenue return per ordinary share is calculated by dividing the revenue return attributable to equity shareholders of £(2.9)m (2024: £(1.3)m) by the weighted average number of ordinary shares outstanding during the year.

    Capital return per ordinary share is calculated by dividing the capital return attributable to equity shareholders of £102.4m (2024: £18.6m) by the weighted average number of ordinary shares outstanding during the year.

    Basic and diluted earnings per ordinary share are calculated by dividing the earnings attributable to equity shareholders of £99.5m (2024: £17.4m) by the weighted average number of ordinary shares outstanding during the year.

    The weighted average number of ordinary shares outstanding (excluding those held in treasury) during the year was 65,569,285 (2024: 67,761,359). There were no potentially dilutive shares, such as options or warrants, in either year.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    8 DIVIDENDS

      Year ended Year ended
      31 January 2025 31 January 2024
      £’000 £’000
    Third quarterly dividend in respect of year ended 31 January 2024: 8p per share (2023: 6.0p) 5,345 4,781
    Final dividend in respect of year ended 31 January 2024: 9p per share (2023: 9.0p) 5,894 6,105
    First quarterly dividend in respect of year ended 31 January 2025: 8.5p per share (2024: 8.0p) 5,557 5,415
    Second quarterly dividend in respect of year ended 31 January 2025: 8.5p per share (2024: 8.0p) 5,512 5,393
    Total 22,308 21,694

    The Company paid a third quarterly dividend of 8.5p per share in February 2025. The Board has proposed a final dividend of 10.5p per share (estimated cost £6.7m) in respect of the year ended 31 January 2025 which, if approved by shareholders, will be paid on 18 July 2025 to shareholders on the Register of Members at the close of business on 04 July 2025.

    9 SUBSIDIARY UNDERTAKINGS AND UNCONSOLIDATED STRUCTURED ENTITIES
    Subsidiary undertakings (controlled structured entities)

    Subsidiaries of the Company as at 31 January 2025 comprise the following controlled structured entities, which are registered in England and Wales. Subsidiaries of the Company’s direct subsidiaries are reported as indirect subsidiaries.

    Direct subsidiaries   Ownership interest 2025 Ownership interest 2024
    ICG Enterprise Trust Limited Partnership   97.5% 97.5%
    ICG Enterprise Trust (2) Limited Partnership   97.5% 97.5%
    ICG Enterprise Trust Co-investment Limited Partnership   99.0% 99.0%
    Indirect subsidiaries   Ownership interest 2025 Ownership interest 2024
    ICG Enterprise Holdings LP   99.5% 99.5%
    ICG Morse Partnership LP   99.5% 99.5%
    ICG Lewis Partnership LP   99.5% 99.5%

    In accordance with IFRS 10 (amended), the subsidiaries are not consolidated and are instead included in unquoted investments at fair value.

    The value of the subsidiaries is shown net of an accrual for the interests of the Co-investors (ICG and certain of its executives and in respect of certain historical investments, the executives and connected parties of Graphite Capital, the Former Manager) in the Co-investment Incentive Scheme. As at 31 January 2025 a total of £53.9m (2024: £54.4m) was accrued in respect of these interests. During the year the Co-investors invested £1.0m (2024: £0.7m) into ICG Enterprise Trust Co-investment Limited Partnership. Payments received by the Co-investors amounted to £10.8m or 7.1% of £150.8m of Total Proceeds received in the year (2024: £5.4m or 2.3% of £238.6m proceeds received).

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    Unconsolidated structured entities

    The Company’s principal activity is investing in private equity funds and directly into private companies. Such investments may be made and held via a subsidiary. The majority of these investments are unconsolidated structured entities as defined in IFRS 12.
    The Company holds interests in closed-ended limited partnerships which invest in underlying companies for the purposes of capital appreciation. The Company and the other limited partners make commitments to finance the investment programme of the relevant manager, who will typically draw down the amount committed by the limited partners over a period of four to six years (see note 16).

    The table below disaggregates the Company’s interests in unconsolidated structured entities. The table presents for each category the related balances and the maximum exposure to loss.

      Unquoted investments
    £’000
    Co-investment Incentive Scheme accrual
    £’000
    Maximum loss exposure
    £’000
    As at 31 January 2025 1,523,459 (53,910) 1,469,549
    As at 31 January 2024 1,350,821 (54,439) 1,296,382

    Further details of the Company’s investment Portfolio are included in the Portfolio dashboard on page 16.

    10 INVESTMENTS

    The tables below analyse the movement in the carrying value of the Company’s investment assets in the year. In accordance with accounting standards, subsidiary undertakings of the Company are reported at fair value rather than on a ‘look-through’ basis.

    An investee fund is considered to generate realised gains or losses if it is more than 85% drawn and has returned at least the amount invested by the Company. All gains and losses arising from the underlying investments of such funds are presented as realised. All gains and losses in respect of fund investments that have not satisfied the above criteria are presented as unrealised.

    Direct Investments are considered to generate realised gains or losses when they are sold.

    Investments are held by both the Company and through its subsidiaries.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

      Quoted Unquoted Subsidiary undertakings Total
      £’000 £’000 £’000 £’000
    Cost at 1 February 2024 179,528 300,114 479,642
    Unrealised appreciation at 1 February 2024 80,768 735,972 816,740
    Valuation at 1 February 2024 260,296 1,036,086 1,296,382
    Movements in the year:        
    Purchases 34,144 151,292 185,436
    Sales        
    – capital proceeds   (20,214) (125,769) (145,983)
    – realised gains/(losses) based on carrying value at previous balance sheet date   1,530   1,530
    Movement in unrealised appreciation   29,473 102,711 132,184
    Valuation at 31 January 2025 305,229 1,164,320 1,469,549
    Cost at 31 January 2025 193,458 325,637 519,095
    Unrealised appreciation/ (depreciation) at 31 January 2025 111,771 838,683 950,454
    Valuation at 31 January 2025 305,229 1,164,320 1,469,549
     
      Quoted Unquoted Subsidiary undertakings Total
      £’000 £’000 £’000 £’000
    Cost at 1 February 2023 195,104 378,426 573,530
    Unrealised appreciation at 1 February 2023 74,074 701,471 775,545
    Valuation at 1 February 2023 269,178 1,079,897 1,349,075
    Movements in the year:        
    Purchases 25,181 116,988 142,169
    Sales        
    – capital proceeds   (40,757) (195,300) (236,057)
    – realised gains/(losses) based on carrying value at previous balance sheet date   (1,044)   (1,044)
    Movement in unrealised appreciation   7,739 34,500 42,239
    Valuation at 31 January 2023 260,296 1,036,086 1,296,382
    Cost at 31 January 2024 179,528 300,114 479,642
    Unrealised appreciation/ (depreciation) at 31 January 2024 80,768 735,972 816,740
    Valuation at 31 January 2024 260,296 1,036,086 1,296,382

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

      31 January 2025 31 January 2024
      £’000 £’000
    Realised gains/loss based on cost 1,530 (1,044)
    Amounts recognised as unrealised in previous years
    Realised gains based on carrying values at previous balance sheet date 1,530 (1,044)
    Increase in unrealised appreciation 132,184 42,239
    Gains on investments 133,714 41,195

    ‘Realised gains based on cost’ represents the total increase in value, compared to cost, of those funds which meet the criteria set out in page 42. These gains are adjusted for amounts previously reported as unrealised (and included within the fair value at the previous balance sheet date) to determine the ‘Realised gains based on carrying values at previous balance sheet date’.

    Gains on investments includes the ‘Realised gains based on carrying values at previous balance sheet date’ together with the net fair value movement on the balance of the investee funds.

    Related undertakings

    At 31 January 2025, the Company held direct and indirect interests in six limited partnership subsidiaries. These interests, net of the incentive accrual as described in note 9, were:

    Investment 31 January 2025
    %
    31 January 2024
    %
    ICG Enterprise Trust Limited Partnership 99.9% 99.9%
    ICG Enterprise Trust (2) Limited Partnership 66.5% 66.5%
    ICG Enterprise Trust Co-investment Limited Partnership 66.0% 66.0%
    ICG Enterprise Holdings LP 99.5% 99.5%
    ICG Morse Partnership LP 99.5% 99.5%
    ICG Lewis Partnership LP 99.5% 99.5%

    The registered address and principal place of business of the subsidiary partnerships is Procession House, 55 Ludgate Hill, London EC4M 7JW.

    In addition the Company held an interest (including indirectly through its subsidiaries) of more than 20% in the following entities. These investments are not considered subsidiaries or associates as the Company does not exert control or have significant influence over the activities of these companies/partnerships.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    As at 31 January 2025        
    Investment Instrument % interest1    
    Graphite Capital Partners VII Top Up Plus Limited partnership interests 20.0%    
    Graphite Capital Partners VIII Top Up Limited partnership interests 41.1%    
    ICG Velocity3 Limited partnership interests 32.5%    
             
    As at 31 January 2024        
    Investment Instrument % interest1    
    Graphite Capital Partners VII Top Up Plus2 Limited partnership interests 20.0%    
    Graphite Capital Partners VIII Top Up2 Limited partnership interests 41.1%    
    ICG Velocity3 Limited partnership interests 32.5%    
    1. The percentage shown for limited partnership interests represents the proportion of total commitments to the relevant fund. The percentage shown for shares represents the proportion of total shares in issue.
    2. Address of principal place of business is 7 Air Street, Soho, London W1B 5AD.
    3. Address of principal place of business is Procession House, 55 Ludgate Hill, London, EC4M 7JW.

    11 CASH AND CASH EQUIVALENTS

      31 January 2025 31 January 2024
      £’000 £’000
    Cash at bank and in hand 3,927 9,722

    12 PREPAYMENTS AND RECEIVABLES

      31 January 2025 31 January 2024
      £’000 £’000
    Prepayments and accrued income 2,018 2,258

    As at 31 January 2025, prepayments and accrued income included £2.0m (2024: £2.3m) of unamortised costs in relation to the bank facility. Of this amount £0.8m (2024: £0.5m) is expected to be amortised in less than one year.

    13 PAYABLES – CURRENT

      31 January 2025 31 January 2024
      £’000 £’000
    Accruals, including facility interest 11,171 5,139
    Bank facility drawn 131,931 20,000
    Payables 143,102 25,139

    Bank facility details are shown in the liquidity section of note 17 on page 52.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    14 SHARE CAPITAL

      Authorised Issued and fully paid
        Nominal   Nominal
    Equity share capital Number £’000 Number £’000
    Balance at 31 January 2025 120,000,000 12,000 72,913,000 7,292
    Balance at 31 January 2024 120,000,000 12,000 72,913,000 7,292

    All ordinary shares have a nominal value of 10.0p. At 31 January 2025 and 31 January 2024, 72,913,000 shares had been allocated, called up and fully paid. During the year 2,932,675 shares were bought back in the market and held in treasury (2024: 1,130,708 shares). At 31 January 2025, the Company held 8,640,808 shares in treasury (2024: 5,708,133) and had 64,272,192 (2024: 67,204,867) shares outstanding, all of which have equal voting rights.

      31 January 2025 31 January 2024
    Shares held in treasury 8,640,808 5,708,133
    Shares not held in treasury 64,272,192 67,204,867
    Total 72,913,000 72,913,000

    15 NET ASSET VALUE PER SHARE

    The net asset value per share is calculated on equity attributable to equity holders of £1,332.4m (2024: £1,283.2m) and on 67,272,192 (2024: 67,204,867) ordinary shares in issue at the year end. There were no potentially dilutive shares, such as options or warrants, at either year end. Calculated on both the basic and diluted basis the net asset value per share was 2,072.9p (2024: 1,909.4p).

    16 CAPITAL COMMITMENTS AND CONTINGENCIES

    The Company and its subsidiaries had uncalled commitments in relation to the following Portfolio investments:

      31 January
    2025
    £’000
    31 January
    2024
    £’000
    ICG LP Secondaries Fund I LP 41,146 34,811
    ICG Strategic Equity V2 36,868 19,704
    ICG Europe Mid-Market Fund II1 19,245 21,316
    ICG Augusta Partners Co-Investor2 17,775 17,365
    ICG Strategic Secondaries Fund II2 16,938 16,547
    ICG Europe VIII1 14,339 25,901
    ICG Ludgate Hill (Feeder B) SCSp1 13,591 13,860
    ICG Strategic Equity Fund III2 11,201 10,942
    ICG MXV Co-Investment 8,361
    ICG Strategic Equity IV2 7,055 10,385
    ICG Europe VII1 6,082 6,541
    ICG Ludgate Hill (Feeder) IIIA Porsche SCSp2 5,691 4,652
    ICG Europe Mid-Market Fund1 5,524 5,476
    ICG Ludgate Hill (Feeder) II Boston SCSp2 5,392 5,267
    ICG Asia Pacific Fund III2 2,523 2,634
    ICG Europe VI1 4,013 4,311
    ICG North American Private Debt Fund II2 2,097 1,682
    ICG Colombe Co-investment1 1,811 2,378
    ICG Dallas Co-Investment2 1,240 1,280
    Commitments of less than £1,000,000 at 31 January 2025 5,746 5,991
    Total ICG 226,638 211,043
    Graphite Capital Partners IX 2,281 4,525
    Graphite Capital Partners VIII1 4,124 2,194
    Graphite Capital Partners VII1,2 456 456
    Total Graphite funds 6,861 7,175

    1.Includes interest acquired through a secondary fund purchase.

    2.Includes the associated Top Up funds.

      31 January
    2025
    £’000
    31 January
    2024
    £’000
    Leeds VIII-A 16,135
    Bowmark VII 15,000 15,000
    New Mountain VII 14,299 15,763
    PAI Europe VIII 12,356 20,900
    Thoma Bravo XVI-A 12,101
    Investindustrial VIII 12,009
    Cinven VIII 11,748 12,789
    CVC IX A 10,546 12,789
    Bain VI 9,939 11,319
    CDR XII 8,908 11,822
    The Resolute Fund VI 8,577 11,822
    Hellman Friedman XI (Parallel) 8,067 7,881
    Advent International X-A 8,039 10,849
    Bregal Unternehmerkapital IV-A 7,762 8,526
    Green Equity Investors Side IX 7,618 15,611
    Permira VIII 7,618 9,356
    Genstar Capital Partners XI (EU) 7,455 7,850
    Apax XI EUR 6,860 8,383
    Gridiron V 6,578 9,008
    Oak Hill VI (Offshore) 5,034
    Investindustrial VII 4,895 4,219
    Audax Private Equity VII-B 4,546 5,830
    Integrum I 4,052 5,715
    American Securities IX 4,034
    Thomas H Lee Equity Fund IX 3,998 6,762
    PAI Mid-Market Fund 3,764 4,963
    BC XI 3,710 4,900
    Bowmark VI 3,357 1,357
    Hg Genesis X 3,326 3,469
    Ivanti 2,979 2,910
    Valeas Capital Partners I A 2,973
    CVC VII 2,944
    PAI VII 2,430 2,872
    GHO Capital III 2,257 2,617
    Bain XIII 2,247 2,739
    Audiotonix 2,243
    Bain Tech Opportunities II 2,239 2,276
    Tailwind III 2,203 1,517
    Ambassador Theatre Group 2,056 2,049
    Thomas H Lee Equity Fund VIII 1,940 2,011
    Thoma Bravo XV 1,901 2,648
    Hg Saturn III 1,840 2,714
    Seventh Cinven Fund 1,812 2,929
    GI Partners VI-A 1,789 2,168
    Charlesbank X 1,685 3,543
    Apax X 1,677 1,442
    Hellman Friedman X 1,631 2,194
    Bregal Unternehmerkapital III 1,575 2,113
    Carlyle Europe Partners V 1,553 2,243
    Resolute V 1,363 855
    FSN VI 1,303 2,946
    Gridiron III 1,289 4,080
    AEA VII 1,243 464
    Resolute 02 Continuation (SEC 1) 1,145 9,893
    CVC European Equity Partners VIII 512 3,402
    New Mountain VI 498 2,276
    European Camping Group 2 399 1,474
    Leeds VII 317 3,581
    Commitments of less than £2,000,000 at 31 January 2025 62,785 36,908
    Total third party 319,687 333,747
    Total commitments 553,186 551,965

    The Company and its subsidiaries had no other unfunded commitments to investment funds. Commitments made by the Company and its subsidiaries are irrevocable.

    As at 31 January 2025, the Company (excluding its subsidiaries) had uncalled commitments in relation to the above Portfolio of £114.3m (2024: £98.1m). The Company did not have any contingent liabilities at 31 January 2025 (2024: None).

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    The Company’s subsidiaries, which are not consolidated, had the balance of uncalled commitments in relation to the above Portfolio of £438.9m (2024: £453.9m). The Company is responsible for financing its pro-rata share of those uncalled commitments (see note 9).

    17 FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

    The Company is an investment company as defined by Section 833 of the Companies Act 2006 and conducts its affairs so as to qualify as an investment trust under the provisions of Section 1158 of the Corporation Tax Act 2010 (‘Section 1158’). The Company’s objective is to provide long-term growth by investing in private companies managed by leading private equity managers.

    Investments in funds have anticipated lives of approximately 10 years. Direct Investments are made with an anticipated holding period of between three and five years.

    Financial risk management

    The Company’s activities expose it to a variety of financial risks: market risk (comprising currency risk, interest rate risk and price risk), investment risk, credit risk and liquidity risk. The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Company’s financial performance. The Board has overall responsibility for managing the risks and the framework for monitoring and coordinating these risks. The Audit Committee regularly reviews, identifies and evaluates the risks taken by the Company to allow them to be appropriately managed. All of the Company’s management functions are delegated to the Manager which has its own internal control and risk monitoring arrangements. The Committee makes a regular assessment of these arrangements, with reference to the Company’s risk matrix. The Company’s financial risk management objectives and processes used to manage these risks have not changed from the previous period and the policies are set out below:

    Market risk
    (i) Currency risk

    The Company’s investments are principally in continental Europe, the US and the UK, and are primarily denominated in euro, US dollars and sterling. There are also smaller amounts in other European currencies. The Company’s investments in controlled structured entities are reported in Sterling. The Company is exposed to currency risk in that movements in the value of sterling against these foreign currencies will affect the net asset value and the cash required to fund undrawn commitments. The Board regularly reviews the level of foreign currency denominated assets and outstanding commitments in the context of current market conditions and may decide to buy or sell currency or put in place currency hedging arrangements. No hedging arrangements were in place during the financial year.

    The composition of the net assets of the Company by reporting currency at the year end is set out below:

      Sterling Euro USD Other Total
    31 January 2025 £’000 £’000 £’000 £’000 £’000
    Investments 1,201,166 81,755 186,623 5 1,469,549
    Cash and cash equivalents and other net current assets (139,168) 1,385 618 8 (137,157)
      1,061,998 83,140 187,241 13 1,332,392
               
      Sterling Euro USD Other Total
    31 January 2024 £’000 £’000 £’000 £’000 £’000
    Investments 1,068,115 81,164 146,881 222 1,296,382
    Cash and cash equivalents and other net current assets (21,553) 4,504 3,878 12 (13,159)
      1,046,562 85,668 150,759 234 1,283,223

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    On a look-through basis to the currency of the portfolio company, the effect of a 25% increase or decrease in the sterling value of the euro would be a fall of £71.3m and a rise of £65.1m in the value of shareholders’equity and on profit after tax at 31 January 2025 respectively (2024: a fall of £74m and a rise of £56.1m based on 25% increase or decrease).The effect of a 25% increase or decrease in the sterling value of the US dollar would be a fall of £158m and a rise of £152.1m in the value of shareholders’ equity and on profit after tax at 31 January 2025 respectively (2024: a fall of £141.9m and a rise of £124.4m based on 25% movement). The percentages applied are based on market volatility in exchange rates observed in prior periods.

    (ii) Interest rate risk

    The Company’s assets primarily comprise non-interest bearing investments in funds and non-interest bearing investments in portfolio companies. The fair values of these investments are not significantly directly affected by changes in interest rates. The Company’s net debt balance is exposed to interest rate risk; the financial impact of this risk is currently immaterial.

    The Company is indirectly exposed to interest rate risk through the impact of interest rates on the performance of investments in funds and portfolio companies as a result of interest rate changes impacting the underlying manager valuation. This performance impact as a result of interest rate risk is recognised through the valuation of those investments, which will be affected by the impact of any change in interest rates on the financial performance of the underlying portfolio companies and also on any valuation of those investments for sale. The Company is not able to quantify how a change in interest rates would impact valuations.

    (iii) Price risk

    The risk that the value of a financial instrument will change as a result of changes to market prices is one that is fundamental to the Company’s objective, which is to provide long-term capital growth through investment in unquoted companies. The investment Portfolio is continually monitored to ensure an appropriate balance of risk and reward in order to achieve the Company’s objective.

    The Company is exposed to the risk of change in value of its private equity investments. For all investments the market variable is deemed to be the price itself. The table below shows the impact of a 30% increase or decrease in the valuation of the investment Portfolio. The percentages applied are reasonable based on the Manager’s view of the potential for volatility in the Portfolio valuations under stressed conditions.

      31 January 2025 31 January 2024
      Increase in variable Decrease in variable Increase in variable Decrease in variable
      £’000 £’000 £’000 £’000
    30% (2024: 30%) movement in the price of investments        
    Impact on profit after tax 423,339 (370,568) 374,044 (320,217)

    A reasonably possible percentage change in relation to the earnings estimates or Enterprise Value/EBITDA multiples used by the underlying managers to value the private equity fund investments and co-investments may result in a significant change in the fair value of unquoted investments.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    Investment and credit risk

    (i) Investment risk

    Investment risk is the risk that the financial performance of the companies in which the Company invests either improves or deteriorates, thereby affecting the value of that investment. Investments in unquoted companies whether indirectly or directly are, by their nature, subject to potential investment losses. The investment Portfolio is highly diversified in order to mitigate this risk.

    (ii) Credit risk

    The Company’s exposure to credit risk arises principally from its investment in cash deposits. The Company aims to invest the majority of its liquid portfolio in assets which have low credit risk. The Company’s policy is to limit exposure to any one investment to 15% of gross assets. This is regularly monitored by the Manager as a part of its cash management process.

    Cash is held on deposit with Royal Bank of Scotland (‘RBS’) and totalled £3.9m (2024: £9.7m). RBS currently has a credit rating of A1 from Moody’s. This represented the maximum exposure to credit risk at the balance sheet date. No collateral is held by the Company in respect of these amounts. None of the Company’s cash deposits or money market fund balances were past due or impaired at 31 January 2025 (2024: nil) and as a result of this, no ECL provision has been recorded.

    Liquidity risk

    The Company makes commitments to private equity funds in advance of that capital being invested, typically in illiquid, unquoted companies. These commitments are in excess of the Company’s total liquidity, therefore resulting in an overcommitment. When determining the appropriate level of overcommitment, the Board considers the rate at which commitments might be drawn down, typically over four to six years, versus the rate at which existing investments are sold and cash realised. The Company has an established liquidity management policy, which involves active monitoring and assessment of the Company’s liquidity position and its overcommitment risk. This is regularly reviewed by the Board and incorporated into the Board’s assessment of the viability of the Company. This process incorporates balance sheet and cash flow projections, including scenarios with varying levels of Portfolio gains and losses, fund drawdowns and realisations, availability of the credit facility, exchange rates, and possible remedial action that the Company could undertake if required in the event of significant Portfolio declines.

    At the year end, the Company had cash and cash equivalents totalling £3.9m and had access to committed bank facilities of €300m maturing in May 2028, which is a multi-currency revolving credit facility provided by SMBC and Lloyds. The key terms of the facility are:

    • Upfront cost: 120bps.
    • Non-utilisation fees: 115bps per annum.
    • Margin on drawn amounts: 300bps per annum.

    As at 31 January 2025 the Company’s total financial liabilities amounted to £143.1m (2024: £25.1m) of payables which were due in less than one year, which includes accrued balances payable in respect of the credit facility above.

    Movement in financial liabilities arising from financing activities

    The following tables sets out the movements in total liabilities held at amortised cost arising from financing activities undertaken during the year.

      2025 2024
      £’000 £’000
    At 1 February 2024 22,062 67,700
    Proceeds from borrowings 139,762 128,109
    Repayment of long term borrowings (27,831) (174,954)
    Change in capitalisation of bank facility fees 782 1,206
    At 31 January 2025 134,775 22,061
         

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    Capital risk management

    The Company’s capital is represented by its net assets, which are managed to achieve the Company’s investment objective. As at the year end, the Company had net debt of £135.9m (2024: £10.3m).

    The Board can manage the capital structure directly since it has taken the powers, which it is seeking to renew, to issue and buy back shares and it also determines dividend payments. The Company is subject to externally imposed capital requirements with respect to the obligation and ability to pay dividends by Section 1159 of the Corporation Tax Act 2010 and by the Companies Act 2006, respectively. Total equity at 31 January 2025, the composition of which is shown on the balance sheet, was £1,332.4m (2024: £1,283.2m).

    Fair values estimation
    IFRS 13 requires disclosure of fair value measurements of financial instruments categorised according to the following fair value measurement hierarchy:

    • Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1).
    • Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (Level 2).
    • Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (Level 3).

    The valuation techniques applied to level 3 assets are described in note 1(c) of the financial statements. No investments were categorised as level 1 or level 2.

    The Company’s policy is to recognise transfers into and transfers out of fair value hierarchy levels at the end of the reporting year when they are deemed to occur.

    The sensitivity of the Company’s investments to a change in value is discussed on page 51.

    The following table presents the assets that are measured at fair value at 31 January 2025 and 31 January 2024:

    31 January 2025        
    Level 1 Level 2 Level 3 Total
    £’000 £’000 £’000 £’000
    Investments held at fair value        
    Unquoted investments – indirect 150,987 150,987
    Unquoted investments – direct 154,242 154,242
    Quoted investments – direct
    Subsidiary undertakings 1,164,320 1,164,320
    Total investments held at fair value 1,469,549 1,469,549
    31 January 2024        
    Level 1 Level 2 Level 3 Total
    £’000 £’000 £’000 £’000
    Investments held at fair value        
    Unquoted investments – indirect 136,473 136,473
    Unquoted investments – direct 123,823 123,823
    Quoted investments – direct
    Subsidiary undertakings 1,036,085 1,036,085
    Total investments held at fair value 1,296,381 1,296,381

    All unquoted and quoted investments are valued at fair value in accordance with IFRS 13. The Company has no quoted investments as at 31 January 2025; quoted investments held by subsidiary undertakings are reported within Level 3.

    Investments in Level 3 securities are in respect of private equity fund investments and co-investments. These are held at fair value and are calculated using valuations provided by the underlying manager of the investment, with adjustments made to the statements to take account of cash flow events occurring after the date of the manager’s valuation, such as realisations or liquidity adjustments.

    The following tables present the changes in Level 3 instruments for the year to 31 January 2025 and 31 January 2024.

    31 January 2025 Unquoted investments (indirect) at fair value through profit or loss
    £’000
    Unquoted investments (direct) at fair value through profit or loss
    £’000
    Subsidiary undertakings
    £’000
    Total
    £’000
    Opening balances 136,473 123,823 1,036,086 1,296,382
    Additions 18,124 16,020 151,292 185,436
    Disposals (16,076) (4,138) (125,769) (145,983)
    Gains and losses recognised in profit or loss 14,524 16,479 102,711 133,714
    Closing balance 153,045 152,184 1,164,320 1,469,549
    31 January 2024 Unquoted investments (indirect) at fair value through profit or loss
    £’000
    Unquoted investments (direct) at fair value through profit or loss
    £’000
    Subsidiary undertakings
    £’000
    Total
    £’000
    Opening balances 158,896 110,282 1,079,897 1,349,075
    Additions 14,933 10,248 116,988 142,169
    Disposals (37,167) (3,590) (195,300) (236,057)
    Gains and losses recognised in profit or loss (188) 6,883 34,500 41,194
    Closing balance 136,474 123,823 1,036,085 1,296,381

    18 RELATED PARTY TRANSACTIONS

    Significant transactions between the Company and its subsidiaries are shown below:

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

    Subsidiary Nature of transaction Year ended
    31 January
    2025
    £’000
    Year ended
    31 January
    2024
    £’000
    ICG Enterprise Trust Limited Partnership Increase in amounts owed to subsidiaries
      (Decrease) in amounts owed by subsidiaries (8,689) (102)
      Income allocated
    ICG Enterprise Trust (2) Limited Partnership Increase in amounts owed to subsidiaries (2,956) 11,420
      (Decrease) in amounts owed by subsidiaries
      Income allocated (169) 151
    ICG Enterprise Trust Co-investment LP Increase in amounts owed by subsidiaries 33,229 (10,416)
      Income allocated 2,127 6,681
    ICG Enterprise Holdings LP Increase in amounts owed to subsidiaries (45,725)
      Income allocated 4,224 6,819
    ICG Morse Partnership LP Increase in amounts owed by subsidiaries (14,513)
      Decrease in amounts owed to subsidiaries
      Income allocated
    ICG Lewis Partnership LP (Decrease) in amounts owed by subsidiaries 687 1,820
      Increase in amounts owed by subsidiaries
      Income allocated

    ICG Enterprise Trust Limited Partnership transferred its remaining assets to ICG Enterprise Trust PLC during the year ended 31 January 2025. It will be dissolved during the year ended 31 January 2026 and will cease to be a subsidiary at that time.

    For the purpose of IAS 24 Related Party Disclosures, key management personnel comprised the Board of Directors.

    Remuneration in the year (audited) Fees Expenses Total
    Name 2025
    £’000
    2024
    £’000
    2025
    £’000
    2024
    £’000
    2025
    £’000
    2024
    £’000
    Jane Tufnell 74 71   74 71
    Alastair Bruce 60 58 60 58
    David Warnock 59 46   59 46
    Gerhard Fusenig 48 46 3 2 51 49
    Adiba Ighodaro 48 46 48 46
    Janine Nicholls 48 46 48 46
    Total 337 313 3 2 340 316

    Amounts owed by/to subsidiaries represent the Company’s loan account balances with those entities, to which the Company’s share of drawdowns and distributions in respect of those entities are credited and debited respectively.

    NOTES TO THE FINANCIAL STATEMENTS CONTINUED

      Amounts owed by subsidiaries Amounts owed to subsidiaries
    Subsidiary 31 January 2025 £’000 31 January 2024 £’000 31 January 2025 £’000 31 January 2024 £’000
    ICG Enterprise Trust Limited Partnership (492) 8,197
    ICG Enterprise Trust (2) Limited Partnership 31,372 34,328
    ICG Enterprise Trust Co-Investment LP 273,555 240,326
    ICG Enterprise Holdings LP
    ICG Morse Partnership LP
    ICG Lewis Partnership LP 8,569 7,881

    The Company and its subsidiaries’ total shares in funds and co-investments managed by the Company’s Manager are:

      Year ended 31 January 2025 Year ended 31 January 2024
    Fund/Co-investment Remaining
    commitment
    £’000
    Fair value investment
    £’000
    Remaining
    commitment
    £’000
    Fair value investment
    £’000
    ICG MXV Co-Investment 8,361 32,728 217 31,658
    ICG Strategic Equity Fund III 10,727 31,043 10,942 39,374
    ICG Europe VII 6,082 30,721 6,541 35,021
    ICG Ludgate Hill (Feeder B) SCSp 13,591 23,814 13,860 24,366
    ICG Europe VIII 14,339 23,640 25,901 10,746
    ICG Augusta Partners Co-Investor 17,775 20,469 17,365 15,533
    ICG Ludgate Hill (Feeder) III A Porsche SCSp 5,691 17,995 4,652 21,104
    ICG Newton Co-Investment 393 17,808 393 17,909
    ICG Progress Co-Investment 421 17,265 577 15,156
    ICG Vanadium Co-Investment 246 16,180 251 14,209
    ICG Ludgate Hill (Feeder) II Boston SCSp 5,392 16,030 5,267 14,721
    ICG Match Co-Investment 132 15,253 129 15,403
    ICG Colombe Co-investment 1,810 13,795 1,678 12,221
    ICG Europe Mid-Market Fund 5,524 13,494 5,476 13,819
    ICG LP Secondaries Fund I LP 41,146 12,175 34,811 21,980
    ICG Cheetah Co-Investment 635 11,123 669 11,570
    CX VIII Co-Investment 167 9,076 171 8,996
    ICG Asia Pacific Fund III 2,523 8,706 2,634 8,436
    ICG Dallas Co-Investment 1,240 8,172 1,280 8,245
    ICG Strategic Equity V 36,868 7,101 19,704 895
    ICG Strategic Equity IV 7,055 32,851 10,385 28,029
    ICG Sunrise Co-Investment 75 5,840 76 5,402
    ICG Crown Co-Investment 96 5,492 122 4,817
    ICG Recovery Fund 2008 B1 846 4,954 862 4,545
    ICG Strategic Secondaries Fund II 16,938 4,853 16,547 10,052
    ICG Holiday Co-Investor I 286 3,748 285 2,655
    ICG North American Private Debt Fund II 2,097 3,061 1,682 5,467
    ICG Europe VI 4,013 2,814 4,311 5,719
    ICG Holiday Co-Investor II 199 2,775 197 1,966
    ICG Europe Mid-Market II 19,245 1,534 21,316 (263)
    ICG Europe V 545 757 555 808
    ICG Cross Border 182 273 178 5,555
    ICG Diocle Co-Investment 145 81 148 98
    ICG Velocity Partners Co-Investor 650 18 635
    ICG European Fund 2006 B1 480 15 489 28
    ICG Topvita Co-Investment 687 700
    ICG Trio Co-Investment 36 37 7,988
    Ambassador Theatre Group 14,177
    Total 226,638 415,652 211,043 438,410

    At the balance sheet date the Company has fully funded its share of capital calls due to ICG-managed funds in which it is invested.

    19 Post balance sheet events

    On 2 April 2025, the Company announced the completion of a secondary sale of primary fund interests generating £62m net proceeds and releasing undrawn commitments of £10m. On 30 April 2025 the Company cancelled its Treasury shares (see note 14). 9,358,808 shares were cancelled.

    GLOSSARY

    Term Short form Definition
    Alternative Performance Measures APMs Alternative Performance Measures are a term defined by the European Securities and Markets Authority as “financial measures of historical or future performance, financial position, or cash flows, other than a financial measure defined or specified in the applicable financial reporting framework”.

    APMs are used in this report if considered by the Board and the Manager to be the most relevant basis for shareholders in assessing the overall performance of the Company and for comparing the performance of the Company to its peers, taking into account industry practice.

    Definitions and reconciliations to IFRS measures are provided in the main body of the report or in this Glossary, where appropriate.

    Buyback impact on NAV per Share   Buyback impact on NAV per Share is calculated by comparing the NAV per Share with an adjusted NAV per Share as follows:
      Year ended
    31 January 2025
    Since inception (Oct. 22)  
    Opening number of shares 67,190,867 68,523,055 A
    Number of shares bought back in period 2,912,675 4,244,863  
    Closing number of shares 64,278,192 64,278,192 B
    31 January 2025 NAV £1,332m £1,332m C
    Add back cash invested in buybacks £36m £51m  
    31 January 2025 NAV + cash invested in buybacks £1,368m £1,383m D
    31 January 2025 NAV per Share 2,072.9p 2,072.9p E (C/B)
    Pro forma NAV per share excluding buybacks 2,036.4p 2,018.8p F (D/A)
    Impact of buybacks 36.5p 54.1p G (E-F)
    NAV per Share accretion
    from buybacks
    1.8% 2.7% G/F
    Note: scenario excluding buyback does not include any cash impact of dividends that would have been paid to holders of those shares had the buyback not been undertaken
    Carried Interest   Carried interest is equivalent to a performance fee. This represents a share of the profits that will accrue to the underlying private equity managers, after achievement of an agreed Preferred Return.
    Cash drag   Cash drag is the negative impact on performance arising as a result of the allocation of a portion of the entity’s assets to cash.
    Co-investment   Co-investment is a Direct Investment in a company alongside a private equity fund.
    Co-investment Incentive Scheme Accrual   Co-investment Incentive Scheme Accrual represents the estimated value of interests in the Co-investment Incentive Scheme operated by the subsidiary partnerships of the Company.
    Commitment   Commitment represents the amount of capital that each investor agrees to contribute to a fund or a specific investment.
    Compound Annual Growth Rate CAGR The rate of return that would be required for an investment to grow from its beginning balance to its ending balance, assuming the profits were reinvested at the end of each period of the investment’s life span.
    Deployment   Please see ‘Total new investment’.
    Direct Investment   An investment in a portfolio company held directly, not through a private equity fund. Direct Investments are typically co-investments with a private equity fund.
    Discount   Discount arises when the Company’s shares trade at a price below the Company’s NAV per Share. In this circumstance, the price that an investor pays or receives for a share would be less than the value attributable to it by reference to the underlying assets. The Discount is the difference between the share price and the NAV, expressed as a percentage of the NAV. For example, if the NAV was 100p and the share price was 90p, the Discount would be 10%.
    Drawdowns   Drawdowns are amounts invested by the Company when called by underlying managers in respect of an existing Commitment.
    EBITDA   Stands for earnings before interest, tax, depreciation and amortisation, which is a widely used profitability measure in the private equity industry.
    Enlarged Perimeter   The aggregate Portfolio value of the Top 30 Companies and as many of the managers from within the Top 30 funds as practicable.
    Enterprise Value EV Enterprise Value is the aggregate value of a company’s entire issued share capital and Net Debt.
    Exclusion List   The Exclusion List defines the business activities which are excluded from investment.
    FTSE All-Share Index Total Return   The change in the level of the FTSE All-Share Index, assuming that dividends are re-invested on the day that they are paid.
    Full Exits   Full Exits are exit events (e.g., trade sale, sale by public offering, or sale to a financial buyer) following which the residual exposure to an underlying company is zero or immaterial; this does not include Fund Disposals. See ‘Fund Disposals’.
    Fund Disposals   Fund Disposals are where the Company receives sales proceeds from the full or partial sale of a fund position within the secondary market.
    General Partner GP The General Partner is the entity managing a private equity fund. This is commonly referred to as the manager.
    Hedging   Hedging is an investment technique designed to offset a potential loss on one investment by purchasing a second investment that is expected to perform in the opposite way.
    Initial Public Offering IPO An Initial Public Offering is an offering by a company of its share capital to the public with a view to seeking an admission of its shares to a recognised stock exchange.
    Internal Rate of Return IRR Internal Rate of Return is a measure of the rate of return received by an investor in a fund. It is calculated from cash drawn from and returned to the investor, together with the residual value of the investment.
    Investment Period   Investment Period is the period in which funds are able to make new investments under the terms of their fund agreements, typically up to five years after the initial Commitment.
    Last Twelve Months LTM Last Twelve Months refers to the timeframe of the immediately preceding 12 months in reference to financial metrics used to evaluate the Company’s performance.
    Limited Partner LP The Limited Partner is an institution or individual who commits capital to a private equity fund established as a Limited Partnership. These funds are generally protected from legal actions and any losses beyond the original investment.
    Limited Partnership   A Limited Partnership includes one or more General Partners, who have responsibility for managing the business of the partnership and have unlimited liability, and one or more Limited Partners, who do not participate in the operation of the partnership and whose liability is ordinarily capped at their capital and loan contribution to the partnership. In typical fund structures, the General Partner receives a priority share ahead of distributions to Limited Partners.
    Net Asset Value per Share NAV per Share Net Asset Value per Share is the value of the Company’s net assets attributable to one Ordinary share. It is calculated by dividing ‘shareholders’ funds’ by the total number of ordinary shares in issue. Shareholders’ funds are calculated by deducting current and long-term liabilities, and any provision for liabilities and charges, from the Company’s total assets.
    Net Debt   Net Debt is calculated as the total short-term and long-term debt in a business, less cash and cash equivalents.
    Ongoing charges   Ongoing Charges are calculated in line with guidance issued by the Association of Investment Companies (‘AIC’) and capture management fees and expenses, excluding finance costs, incurred at the Company level only. The calculation does not include the expenses and management fees incurred by any underlying funds.
        31 January 2025 Total per income statement
    £’000
    Amount excluded from AIC Ongoing Charges
    £’000
    Included Ongoing Charges
    £000
        Management fees 16,175 16,175
        General expenses 1,500 165 1,665
        Finance costs 9,354 (9,354)
        Total 27,029 (9,189) 17,840
        Total Ongoing Charges 17,840
        Average NAV 1,294,186
        Ongoing Charges as % of NAV 1.38%
               
        31 January 2024 Total per income statement
    £’000
    Amount excluded from AIC Ongoing Charges
    £’000
    Included Ongoing Charges
    £000
        Management fees 16,148 16,148
        General expenses 1,773 (209) 1,564
        Finance costs 8,152 (8,152)
        Total 26,073 (8,362) 17,712
        Total Ongoing Charges 17,712
        Average NAV 1,291,759
        Ongoing Charges as % of NAV 1.37%
        Included within General expenses above are £(0.2)m (credit) (2024: £0.2m) of other expenses which are non-recurring and are excluded from the Ongoing Charges.
    Other Net Liabilities   Other Net Liabilities at the aggregated Company level represent net other liabilities per the Company’s balance sheet. Net other liabilities per the balance sheet of the subsidiaries include amounts payable under the Co-investment Incentive Scheme Accrual.
    Overcommitment   Overcommitment refers to where private equity fund investors make Commitments exceeding the amount of liquidity immediately available for investment. When determining the appropriate level of Overcommitment, careful consideration needs to be given to the rate at which Commitments might be drawn down, and the rate at which realisations will generate cash from the existing Portfolio to fund new investment.
    Portfolio   Portfolio represents the aggregate of the investment Portfolios of the Company and of its subsidiary Limited Partnerships. This APM is consistent with the commentary in previous annual and interim reports. The Board and the Manager consider that disclosing our Portfolio assists shareholders in understanding the value and performance of the underlying investments selected by the Manager. It is shown before the Co-investment Incentive Scheme Accrual to avoid being distorted by certain funds and Direct Investments on which ICG Enterprise Trust Plc does not incur these costs (for example, on funds managed by ICG plc). Portfolio is related to the NAV, which is the value attributed to our shareholders, and which also incorporates the Co-investment Incentive Scheme Accrual as well as the value of cash and debt retained on our balance sheet.

    The value of the Portfolio at 31 January 2025 is £1,523.1m (31 January 2024: £1,349.0m).

        31 January 2025 £m IFRS Balance sheet fair value Net assets of subsidiary limited partnerships Co-investment Incentive Scheme Accrual Total Company and subsidiary Limited Partnership
        Investments1 1,469.5 (0.3) 53.9 1,523.1
        Cash 3.9 3.9
        Other Net Liabilities (141.0) 0.3 (53.9) (194.6)
        Net assets 1,332.4 1,332.4
                 
        31 January 2024 £m IFRS Balance sheet fair value Balances receivable from subsidiary Limited Partnerships Co-investment Incentive Scheme Accrual Total Company and subsidiary Limited Partnership
        Investments1 1,296.4 (1.9) 54.4 1,349.0
        Cash 9.7 9.7
        Other Net Liabilities (22.9) 1.9 (54.4) (75.5)
        Net assets 1,283.2 1,283.2
        1Investments as reported on the IFRS balance sheet at fair value comprise the total of assets held by the Company and the net asset value of the Company’s investments in the subsidiary Limited Partnerships.
    Portfolio Return on a Local Currency Basis   Portfolio Return on a Local Currency Basis represents the change in the valuation of the Company’s Portfolio before the impact of currency movements and Co-investment Incentive Scheme Accrual. The Portfolio return of 10.2% is calculated as follows:
          £m 31 January 2025 31 January 2024
        Income, gains and losses on Investments   142.0 125.3
        Foreign exchange gains and losses included in gains and losses on investments   5.4 (38.6)
        Incentive accrual valuation movement   (9.3) (3.7)
        Total gains on Portfolio investments excluding impact of foreign exchange   138.1 83.1
        Opening Portfolio valuation   1,349.0 1,406.4
        Portfolio Return on a Local Currency Basis   10.2% 5.9%
                 
    Term Short form Definition
    Portfolio Company   Portfolio Company refers to an individual company in an investment portfolio.
    Primary   A Primary Investment is a Commitment to a private equity fund.
    Quoted Company   A Quoted Company is any company whose shares are listed or traded on a recognised stock exchange.
    Realisation Proceeds   Realisation Proceeds are amounts received in respect of underlying realisation activity from the Portfolio and exclude any inflows from the sale of fund positions via the secondary market.
    Realisations – Multiple to Cost   Realisations – Multiple to Cost is the average return from Full Exits from the Portfolio in the period on a primary investment basis, weighted by cost.
        £m   31 January 2025 31 January 2024
        Realisation Proceeds from Full Exits in the year-to-date   73.7 100.8
        Cost   35.9 28.8
        Average return Multiple to Cost   2.9x 3.5x
    Realisations – Uplift To Carrying Value   Realisations – Uplift To Carrying Value is the aggregate uplift on Full exits from the Portfolio in the period excluding publicly listed companies that were exited via sell downs of their shares.
        £m   31 January 2025 31 January 2024
        Realisation Proceeds from Full Exits in the year-to-date   73.7 100.8
        Prior Carrying Value (at previous quarterly valuation prior to exit)   62.0 89.2
        Realisations – Uplift To Carrying Value   19.0% 29.5%
    Secondary Investments   Secondary Investments occur when existing private equity fund interests and Commitments are purchased from an investor seeking liquidity.
    Share Price Total Return   Share Price Total Return is the change in the Company’s share price, assuming that dividends are re-invested on the day that they are paid.
    Total New Investment   Total New Investment is the total of direct Co-investment and fund investment Drawdowns in respect of the Portfolio. In accordance with IFRS 10, the Company’s subsidiaries are deemed to be investment entities and are included in subsidiary investments within the financial statements.

    Movements in the cash flow statement within the financial statements reconcile to the movement in the Portfolio as follows:

          £m 31 January 2025 31 January 2024
        Purchase of Portfolio investments per cash flow statement   34.1 25.2
        Purchase of Portfolio investments within subsidiary investments   152.2 111.6
        Return of cost/expenses   (4.9) 0.0
        Total New Investment   181.4 136.7
    Term Short form Definition        
    Total Proceeds   Total Proceeds are amounts received by the Company in respect of the Portfolio, which may be in the form of capital proceeds or income such as interest or dividends. In accordance with IFRS 10, the Company’s subsidiaries are deemed to be investment entities and are included in subsidiary investments within the financial statements.
        £m     31 January 2025 31 January 2024
        Sale of Portfolio investments per cash flow statement     20.0 40.6
        Sale of Portfolio investments, interest received, and dividends received within subsidiary investments     125.8 195.3
        Interest income per cash flow statement     0.5 1.7
        Dividend income per cash flow statement     0.5 0.8
        Other income per cash flow statement     0.1
        Return of invested cost     4.0 0.0
        Total Proceeds     150.8 238.6
        Fund Disposals     (67.6)
        Realisation Proceeds     150.8 171.0
    Total Return   The change in the Company’s Net Asset Value per Share, assuming that dividends are re-invested at the end of the quarter in which the dividend was paid.
    Undrawn Commitments   Undrawn Commitments are Commitments that have not yet been drawn down (please see ‘Drawdowns’).
    Unquoted Company   An Unquoted Company is any company whose shares are not listed or traded on a recognised stock exchange.
    Valuation Date   The date of the valuation report issued by the underlying manager.

    The MIL Network

  • MIL-OSI: Interim Reports Q1 2025 – Nykredit Realkredit Group

    Source: GlobeNewswire (MIL-OSI)

     
    To        Nasdaq Copenhagen A/S
    and the press
    8 May 2025

    Nykredit today announces its Q1 Interim Reports 2025 of:

    Nykredit A/S, CVR no 12 71 92 48
    Nykredit Realkredit A/S, CVR no 12 71 92 80

    Michael Rasmussen, Group Chief Executive, comments on the Q1 Interim Report 2025:

    • Today, we are pleased to present a highly satisfactory interim profit after tax of DKK 3,000 million. At the same time, we are raising our full-year guidance to a profit after tax of DKK 9.25-10.0 billion as a result of growth in all core business areas in the first three months of the year, including rising net interest and fee income. We continue to welcome new customers and have seen an increase in mortgage and bank lending to both personal and business customers. This has resulted in expanded market positions across the board.
    • The upgraded full-year profit guidance is also driven by a positive trend in investment portfolio income despite market turbulence. The strong performance also reflects the financial robustness of our customers, and impairment charges consequently remain low.
    • Totalkredit has concluded an agreement with the 41 Totalkredit partner banks to adjust the partnership agreement. We have future-proofed Totalkredit and our joint competitiveness, ensuring that we, with the KundeKroner discount programme, can continue offering Danish homeowners the best and cheapest home loans in most loan scenarios. Early in the year, we raised the KundeKroner discount to 0.25% from 0.20% for new as well as existing customers, making it cheaper once again for more than 900,000 homeowners to have a Totalkredit loan. We will do our utmost to continue investing in Totalkredit and our other important partnerships, collectively presenting the strongest possible front to customers and competing effectively in financial markets.
    • At the beginning of 2025, we launched a public tender offer to buy Spar Nord Bank. By combining our two banks, we aim to build a strong, customer-owned alternative to the largest listed banks in Denmark. Together, we will be firmly positioned for joint growth, prioritising decentralised decision-making and trusting relationships with our customers. We look forward to demonstrating to even more customers all the advantages of banking with a financial provider owned by its customers. Pending the Danish Competition and Consumer Authority’s approval of the combination, Nykredit and Spar Nord Bank will continue as two competing companies. We expect the acquisition to be completed in the first six months of 2025, after which we can proceed with the integration.
    • While we generally anticipate growth in our core business in 2025, we do not expect financial results to match our performance in 2024 that was our strongest ever. Results for the year are expected to be affected by increased geopolitical and trade policy tensions coupled with higher volatility in the financial markets. This creates uncertainty about the economic development and the potential impact on Nykredit’s operating conditions. We also anticipate falling interest rates, which will lower return on equity.

    Highlights from the Q1 Interim Report 2025:

    • Net interest and fee income increased by DKK 54 million in Q1 2025 compared to Q1 2024.
    • Totalkredit’s mortgage lending increased to DKK 921.8 billion at the end of March 2025 from DKK 879.7 billion at the end of March 2024.
    • Nykredit Bank’s lending after impairments went up to DKK 108.8 billion at the end of March 2025 from DKK 94.5 billion at the end of March 2024.
    • Income from Wealth Management grew to DKK 713 million in Q1 2025 from DKK 668 million in Q1 2024.
    • Nykredit maintained a very strong capital position with a Common Equity Tier 1 (CET1) capital ratio of 20.7%.
    • Nykredit’s cost/income ratio remained relatively low at 30.8% in Q1 2025.
    Nykredit Group Q1 Q1 Change
    DKK million 2025 2024  
    Net interest income 3,039 3,011 28
    Net fee income 754 728 26
    Wealth management income 713 668 45
    Net interest from capitalisation 345 597 -252
    Net income relating to customer benefits programmes (161) (135) -26
    Trading, investment portfolio and other income 744 1,143 -399
    Income 5,434 6,012 -578
    Costs 1,671 1,647 24
    Profit before impairment charges and legacy derivatives 3,763 4,365 -602
    Impairment charges for loans and advances 34 (53) 87
    Legacy derivatives 46 52 -6
    Profit before tax for the period 3,775 4,470 -695
    Tax 775 926 -151
    Profit for the period 3,000 3,544 -544

    Contact: For further comments, please contact Orhan Gökcen, Head of Press Relations, tel +45 31 21 06 39.

    Attachment

    The MIL Network

  • MIL-OSI USA: Crapo, Tuberville Introduce Legislation to Level Playing Field for Sporting Equipment Businesses

    US Senate News:

    Source: United States Senator for Idaho Mike Crapo

    Washington, D.C.–U.S. Senators Mike Crapo (R-Idaho) and Tommy Tuberville (R-Alabama) introduced the Sporting Goods Excise Tax Modernization Act to close a tax loophole that has resulted in lost revenue for state-led wildlife conservation efforts.  Foreign sellers should be held to the same tax regulations as domestic manufacturers, and this bill will ensure that happens.

    “Federal excise taxes on certain recreational outdoor sporting equipment provide funding for conservation programs,” said Crapo.  “This bill closes loopholes on imported fishing and archery equipment that deprive fish and wildlife conservation programs of additional critical funds.  This move will help level the playing field for Idaho and American companies and strengthen existing conservation programs.”

    “Alabama is proud to be home to hundreds of small businesses who make sporting equipment that outdoorsmen and conservationists rely on.  The last thing these business owners need is to be punished for producing goods right here in the U.S.A.” said Tuberville.  “Under President Trump, we are laser-focused on doing everything we can to encourage domestic production.  I’m proud to introduce this legislation with Senator Crapo which closes a loophole allowing foreign sellers to exploit our domestic retailers and rob money from our state conservation programs.”

    Numerous conservation and sporting groups, including the Archery Trade Association, Association of Fish and Wildlife Agencies, American Sportfishing Association and The Conservation Fund have endorsed the legislation. 

    “We thank Senators Tuberville and Crapo for their leadership in helping to make the Sport Fish Restoration and Wildlife Restoration funds whole,” said Jim Fredericks, Director of the Idaho Department of Fish and Game.  “State fisheries programs count on these funds to maintain the good quality fishing opportunities that keep our anglers coming back for more.”

    “The archery industry applauds Senators Crapo and Tuberville for their exceptionally strong leadership and introduction of this high priority legislation,” said Dan Forster, Vice President & Chief Conservation Officer, Archery Trade Association.  “Holding foreign companies accountable for paying the federal excise tax is not only about protecting American businesses but it will help ensure that our conservation funding and outdoor heritage are protected for future generations.”

    “The Sporting Goods Excise Tax Modernization Act will ensure the future viability of the Sport Fish Restoration Fund by closing a loophole and securing millions of dollars in lost excise tax revenue to improve recreational fishing,” said Glenn Hughes, President and CEO of American Sportfishing Association.  “Since 1950, excise taxes on fishing equipment have provided $12 billion for conservation efforts and improved access for anglers across the country–a unique user-pay, public-benefit system that has become a cornerstone of the American conservation model.  We applaud Senators Tuberville and Crapo for introducing this legislation and for their commitment to the sportfishing industry, which contributes $230 billion to the U.S. economy each year.”

    Complete text of the bill can be found here.  U.S. Representatives Blake Moore (R-UT-01) and Jimmy Panetta (D-CA-19) introduced companion legislation in the U.S. House of Representatives earlier this year.

    BACKGROUND:

    For decades, the Pittman-Robertson Wildlife Restoration Act and the Dingell-Johnson Sport Fish Restoration Act have provided states and territories with essential funding for wildlife restoration, conservation, hunter education programs and boating access programs.  These programs, funded through excise taxes on sportfishing and archery equipment, have contributed more than $1.3 billion in FY2025 to support conservation efforts across the country.

    However, a loophole in current tax policy allows some online purchases of imported sporting goods to bypass these excise taxes when purchased directly from foreign sellers, leading to a shortfall of tens of millions of dollars from going to conservation funds.  Many consumers are unaware that they may be responsible for these taxes, and even those who are aware often struggle to navigate IRS guidelines on calculating and paying them.  A recent Government Accountability Office (GAO) report recommended that Congress address this issue by ensuring that U.S. online marketplaces, rather than consumers, are responsible for collecting and remitting these excise taxes.

    The Sporting Goods Excise Tax Modernization Act would:

    • Require U.S. online marketplaces to collect and remit federal excise taxes on imported archery and fishing equipment, treating them as the importer of record.
    • Ensure that funding for state-led wildlife conservation efforts is not lost due to tax loopholes.
    • Maintain fairness for domestic retailers who already pay these taxes on sporting goods they sell.
    • Simplify the tax process for consumers, eliminate confusion and ensure that conservation programs receive the full funding they deserve.

    MIL OSI USA News

  • MIL-OSI Australia: Scaling up our new GST return for large businesses

    Source: New places to play in Gungahlin

    Last year we announced the introduction of the Supplementary annual GST return for large businesses that have had a GST assurance review. The return will allow us to better tailor our engagement with taxpayers and will enable more targeted justified trust reviews requiring less resource investment for many taxpayers. Taxpayers who have high levels of assurance are expected to benefit the most as they’ve already adopted good practice governance and systems practices.

    To support the implementation of the return, we conducted a pilot program with a small number of Top 100 and Top 1,000 taxpayers. The focus of the pilot was on the clarity and functionality of the questions. Feedback from taxpayers helped us refine the return to enhance its overall effectiveness, while ensuring that it’s straightforward and user friendly.

    If you need to lodge a Supplementary annual GST return, we’ll have notified you via email late last year. You’ll also receive a notice to lodge by email and post approximately 4 months before the lodgment due date. For early December balancers, this means you’ll receive your notice to lodge in May, with the return being due on 21 August. All due dates are available on our website at Supplementary annual GST return.

    If your contact details have changed recently, make sure you update your details so you don’t miss our correspondence.

    A copy of the Supplementary annual GST return 2025 and instructions for completing the return are available on our website.

    Keep up to date

    We have tailored communication channels for medium, large and multinational businesses, to keep you up to date with updates and changes you need to know.

    Read more articles in our online Business bulletins newsroom.

    Subscribe to our free:

    • fortnightly Business bulletins email newsletterExternal Link
    • email notifications about new and updated information on our website – you can choose to receive updates relevant to your situation. Choose the ‘Business and organisations’ category to ensure your subscription includes notifications for more Business bulletins newsroom articles like this one.

    MIL OSI News

  • MIL-OSI USA: Senator Marshall Joins Newsmax to Discuss No Taxes on Overtime and President Trump’s Ongoing Trade Negotiations

    US Senate News:

    Source: United States Senator for Kansas Roger Marshall
    Washington – U.S. Senator Roger Marshall, M.D. (R-Kansas) joined Bob Brooks with Newsmax last night to discuss his new legislation to codify one of President Donald Trump’s key campaign promises – the Overtime Wages Tax Relief Act – as well as ongoing tariffs and trade negotiations with foreign powers. 
    You may click HERE to watch Senator Marshall’s full Newsmax interview.
    On the introduction of the Overtime Wages Tax Relief Act:
    “You know, this One Big Beautiful Bill will be President Trump’s legacy. And he wants to make sure that this bill prioritizes those hard-working Americans, those hourly wage employees you’re talking about. And that’s exactly what we do with this. We’re going to let that first $10,000 of overtime wages that you make – we’re going to make sure the government doesn’t take home any of, that’s $20,000 for a couple. That means you could keep up to $4,000 more of your hard-earned money. And you’re just absolutely right – if you weren’t a Republican before you saw that first overtime check and all the government took out of it, you were after.”
    On experiencing overtime wage taxes at a young age:
    “My first job off the farm, I wasn’t quite 16 yet. The minimum wage was… $2.30 an hour, believe it or not. And to your point, I was working at a sale barn, sorting heifers and steers, shoveling manure, those types of things. My brother and I often would work 18, 20, 24 hours at a time. And after eight hours, it was overtime, so you sat there thinking, my goodness, this is going to be a huge check. I’m saving up money to buy a car someday. And you open up that check and there you say, oh my gosh, I thought I worked all these extra hours, time and a half, and you saw the government take so much of it and across America, again, hardworking Americans, that’s exactly what they’re experiencing today.
    “So, President Trump, promises made, promises kept. He’s going to let you keep more of your hard-earned money and fulfill one more of his campaign promises.”
    On future trade deals with foreign nations:
    “Even just moments ago, President Trump announced, the White House announced that they’re going to sit down with the Chinese and work on a trade deal with them. I think they’re very close on a deal with Mexico and Canada, probably Japan as well.
    “But remember what President Trump’s goals are. His goals are to bring more manufacturing jobs, more jobs back to America, and to negotiate free and reciprocal trade agreements, trade agreements that will last and take care of our children and our children’s children, not just fix the moment.
    “I am reminded of President Eisenhower, who did so many things that it took decades to come to fruition, for people to recognize his success. So yes, we’re enduring a little bit of pain right now, but already across the state of Kansas, small manufacturing companies are having spikes in sales. Because why? Because people want to invest in American-made products and not have to deal with the potential tariffs of something coming from abroad. So, it’s already working. Things are, things are just, just starting to shine here right now, better days are ahead of us. For America, I’m not tired of winning yet.”

    MIL OSI USA News

  • MIL-OSI USA: Tuberville, Colleagues Introduce Legislation to Strengthen American Innovation

    US Senate News:

    Source: United States Senator Tommy Tuberville (Alabama)
    WASHINGTON – U.S. Senator Tommy Tuberville (R-AL) joined U.S. Senator Todd Young (R-IN) to introduce the American Innovation and Jobs Act, legislation that will expand and strengthen research and development by small businesses and startups located in the United States. The bill will help America outcompete and out-innovate global rivals, like China, who are significantly investing in research and development.
    “China is on the move and would love nothing more than to make American innovation a thing of the past,” said Senator Tuberville. “Thankfully, President Trump is 100% committed to doing whatever it takes to put American businesses first on the world stage. This bill gives us the upper hand over China by investing in research and development projects based in the United States.”
    “The United States is locked in a competition to ensure we maintain our position as the global leader in scientific and technological innovation. Our legislation would incentivize job-creating R&D activity in the United States — particularly among start-ups — to drive our innovation future, strengthen international competitiveness, and protect our national security. Congress must pass this legislation,” said Senator Young.
    Sens. Tuberville and Young are joined by Sens. Tammy Baldwin (D-WI), John Barrasso (R-WY), Katie Britt (R-AL), Ted Budd (R-NC), Shelley Moore Capito (R-WV), Chris Coons (D-DE), Steve Daines (R-MT), Deb Fischer (R-NE), Bill Hagerty (R-TN), Maggie Hassan (D-NH), Martin Heinrich (D-NM), Jon Husted (R-OH), Tim Kaine (D-VA), Mark Kelly (D-AZ), John Kennedy (R-LA), Angus King (I-ME), Amy Klobuchar (D-MN), James Lankford (R-OK), Ben Ray Lujan (D-NM), Roger Marshall (R-KS), Catherine Cortez Masto (D-NV), Jerry Moran (R-KS), Markwayne Mullin (R-OK), Patty Murray (D-WA), Jon Ossoff (D-GA), Alex Padilla (D-CA), Gary Peters (D-MI), Pete Ricketts (R-NE), Jacky Rosen (D-NV), Jeanne Shaheen (D-NH), Elissa Slotkin (D-MI), Mark Warner (D-VA), and Roger Wicker (R-MS) in cosponsoring the legislation.
    Read full text of the legislation here. 
    BACKGROUND:
    Specifically, the American Innovation and Jobs Act would:
    Restore incentives for long-term R&D investment by ensuring that companies can continue to fully deduct R&D expenses each year by repealing the change made by the Tax Cuts and Jobs Act to section 174 of the tax code.
    Expand support for innovative startups by:
    Immediately doubling the cap on the refundable R&D tax credit from $250,000 to $500,000, and ultimately raising it to $750,000 over ten years.
    Expanding access to the R&D tax credit for startups by lowering certain threshold needed to qualify.

    Expand the number of startups eligible to use the refundable R&D credit by:
    Increasing the eligibility threshold from $5 million to $15 million in gross receipts.
    Increasing the period during which startups can claim the credit from 5 years to 8 years after beginning to generate at least $25,000 in revenue.

    Senator Tommy Tuberville represents Alabama in the United States Senate and is a member of the Senate Armed Services, Agriculture, Veterans’ Affairs, HELP and Aging Committees.

    MIL OSI USA News

  • MIL-OSI USA: Tuberville, Crapo Introduce Legislation to Level Playing Field for Alabama Sporting Equipment Businesses

    US Senate News:

    Source: United States Senator Tommy Tuberville (Alabama)
    WASHINGTON – Today, U.S. Senator Tommy Tuberville (R-AL) and U.S. Senator Mike Crapo (R-ID) introduced the Sporting Goods Excise Tax Modernization Act  to close a tax loophole that has resulted in lost revenue for state-led wildlife conservation efforts.  Foreign sellers should be held to the same tax regulations as domestic manufacturers, and this bill will ensure that happens. 
    “Alabama is proud to be home to hundreds of small businesses who make sporting equipment that outdoorsmen and conservationists rely on. The last thing these business owners need is to be punished for producing goods right here in the U.S.A.” said Senator Tuberville.“Under President Trump, we are laser-focused on doing everything we can to encourage domestic production. I’m proud to introduce this legislation with Senator Crapo which closes a loophole allowing foreign sellers to exploit our domestic retailers and rob money from our state conservation programs.”
    “Federal excise taxes on certain recreational outdoor sporting equipment provide funding for conservation programs,” said Senator Crapo. “This bill closes loopholes on imported fishing and archery equipment that deprive fish and wildlife conservation programs of additional critical funds. This move will help level the playing field for Idaho and American companies and strengthen existing conservation programs.”
    Numerous conservation and sporting groups, including the Alabama Department of Conservation, Archery Trade Association, Association of Fish and Wildlife Agencies, American Sportfishing Association, and The Conservation Fund haveendorsed Senator Tuberville’s legislation. 
    “We applaud Senator Tuberville’s support of the Sporting Goods Excise Tax Modernization Act,” said Chris Blankenship, Commissioner of the Alabama Department of Conservation and Natural Resources.“These funds are critical to supporting outdoor activities in the U.S. and we rely on them heavily in Alabama. This legislation will help secure state conservation funding and ensure all Americans have access to quality outdoor recreation throughout the country.”
    “The archery industry applauds Senators Crapo and Tuberville for their exceptionally strong leadership and introduction of this high priority legislation,” said Dan Forster, Vice President & Chief Conservation Officer, Archery Trade Association. “Holding foreign companies accountable for paying the federal excise tax is not only about protecting American businesses but it will help ensure that our conservation funding and outdoor heritage are protected for future generations.”
    “We thank Senators Tuberville and Crapo for their leadership in helping to make the Sport Fish Restoration and Wildlife Restoration funds whole,” said Jim Fredericks, Chair of the Association of Fish and Wildlife Agencies’ Fisheries and Water Resources Policy Committee and Director of the Idaho Department of Fish and Game.“State fisheries programs count on these funds to maintain the good quality fishing opportunities that keep our anglers coming back for more.”
    “The Sporting Goods Excise Tax Modernization Act will ensure the future viability of the Sport Fish Restoration Fund by closing a loophole and securing millions of dollars in lost excise tax revenue to improve recreational fishing,” said Glenn Hughes, President and CEO of American Sportfishing Association. “Since 1950, excise taxes on fishing equipment have provided $12 billion for conservation efforts and improved access for anglers across the country – a unique user-pay, public-benefit system that has become a cornerstone of the American conservation model. We applaud Senators Tuberville and Crapo for introducing this legislation and for their commitment to the sportfishing industry, which contributes $230 billion to the U.S. economy each year.”
    Complete text of the bill can be found here. U.S. Representatives Blake Moore (R-UT-01) and Jimmy Panetta (D-CA-19) introduced companion legislation in the House of Representatives earlier this year.
    BACKGROUND:
    For decades, the Pittman-Robertson Wildlife Restoration Act and the Dingell-Johnson Sport Fish Restoration Act have provided states and territories with essential funding for wildlife restoration, conservation, hunter education programs, and boating access programs.  These programs, funded through excise taxes on sportfishing and archery equipment, have contributed more than $1.3 billion in FY2025 to support conservation efforts across the country.
    However, a loophole in current tax policy allows some online purchases of imported sporting goods to bypass these excise taxes when purchased directly from foreign sellers, leading to a shortfall of tens of millions of dollars from going to conservation funds. Many consumers are unaware that they may be responsible for these taxes, and even those who are aware often struggle to navigate IRS guidelines on calculating and paying them. A recent Government Accountability Office (GAO) report recommended that Congress address this issue by ensuring that U.S. online marketplaces, rather than consumers, are responsible for collecting and remitting these excise taxes.
    The Sporting Goods Excise Tax Modernization Act would:
    Require U.S. online marketplaces to collect and remit federal excise taxes on imported archery and fishing equipment, treating them as the importer of record.
    Ensure that funding for state-led wildlife conservation efforts is not lost due to tax loopholes.
    Maintain fairness for domestic retailers who already pay these taxes on sporting goods they sell.
    Simplify the tax process for consumers, eliminate confusion, and ensure that conservation programs receive the full funding they deserve.
    Senator Tommy Tuberville represents Alabama in the United States Senate and is a member of the Senate Armed Services, Agriculture, Veterans’ Affairs, HELP and Aging Committees.

    MIL OSI USA News

  • MIL-OSI Australia: Supplementary annual GST return

    Source: New places to play in Gungahlin

    About the Supplementary annual GST return

    We’re working to better tailor our engagement with taxpayers under our Top 100 and Top 1,000 justified trust programs for GST. To facilitate this, we’re introducing the Supplementary annual GST return for large businesses that have received a GST assurance rating through a GST assurance review.

    The information provided in your annual return will enable more tailored and less resource investment for justified trust reviews for many taxpayers. The return is straightforward to complete and targeted at understanding key governance and GST changes during the year. Taxpayers who have achieved high levels of assurance are expected to benefit most as they’ve already adopted better practice governance and systems practices.

    We’re introducing the supplementary return for the 2024–25 financial year, for taxpayers who received a GST assurance report on or before 30 June 2024 with a GST assurance rating.

    We’ll notify you directly if you’re required to lodge the return.

    The supplementary return covers:

    • how you’ve actioned recommendations, areas of low assurance or red flags outlined by us in your most recent GST assurance review (including subsequent interactions with us)
    • whether you’ve maintained or increased your level of GST governance and if you’ve had any material business or systems changes that impact your GST control framework since your last GST assurance review
    • the reconciliation between your audited financial statements and your annualised business activity statements
    • whether you’ve taken any material uncertain GST positions in the period
    • whether you’ve identified any material GST errors in the period and how these have been rectified, and whether you claimed any material amounts of credits in the period that were referable to earlier periods.

    You should keep objective evidence to support your responses in the return.

    Who is required to lodge a supplementary return

    Public and multinational businesses that have received a GST assurance rating through a Top 100 or Top 1,000 assurance review are required to lodge a Supplementary annual GST return.

    You’ll be required to lodge a supplementary return for the 2024–25 financial year if you received one of the following on or before 30 June 2024:

    • Top 100 GST assurance report
    • Top 1,000 combined assurance review report with a GST assurance rating
    • Top 1,000 GST streamlined assurance review.

    If you haven’t yet received a GST assurance rating, you’re not required to lodge a supplementary return.

    You’ll need to complete a supplementary return starting from the financial year following the financial year you received your GST assurance report.

    For example, if you received your first GST assurance rating in a Top 1,000 combined assurance review report issued after 30 June 2024, but before 30 June 2025, you’ll need to complete a Supplementary annual GST return for the 2025–26 financial year onwards.

    Examples of lodging a supplementary return

    Example 1: GST assurance rating received in September 2024

    Titmus Forestry received an initial Top 100 GST assurance report in September 2024, with its first GST assurance rating. Titmus Forestry is an early December balancer.

    As Titmus Forestry received the report prior to 30 June 2025, it needs to complete a Supplementary annual GST return for the 2025–26 financial year onwards (that is, for the period 1 January to 31 December 2025).

    End of example

    If an entity that has been previously assured is no longer a GST reporting entity (that is, no longer lodges business activity statements) but instead is part of a new GST reporting group, then the new GST reporting group must lodge a supplementary annual GST return. This is if the previously assured GST reporting entity (or entities) contributes 50% or more of the GST throughput reported by the new GST reporting group.

    Example 2: changes in GST reporting entity

    Attia Media Co. received a GST assurance rating in its combined assurance review report in August 2022. In April 2024, Attia Media Co. ceased being a GST reporting entity as it was acquired by another entity and is now a member of a new GST group. Attia Media Co. contributes 75% of the GST throughput reported by the new GST group, Saniel Communications.

    Despite Saniel Communications not having had an initial GST assurance review itself, the ATO advises Saniel Communications that it will need to lodge a Supplementary annual GST return for the 2024–25 financial year onwards. This is because Attia Media Co. contributes over 50% of the GST throughput reported by Saniel Communications.

    End of example

    When the supplementary return is due

    Taxpayers who received a GST assurance review report on or before 30 June 2024 will need to lodge a return annually from the 2024–25 financial year, according to the due dates shown in Table 1.

    Table 1: Due dates for the 2024–25 financial years

    Financial year end

    Due date

    December 2024

    21 August 2025

    January, February, March 2025

    21 November 2025

    April, May, June 2025

    21 February 2026

    July, August, September 2025

    21 May 2026

    October, November 2025

    21 August 2026

    The Supplementary annual GST return is a further return that we require certain taxpayers to lodge under Division 31 of the GST Act. If you need to lodge the supplementary return, you’ll receive a notice under section 31-20 of the GST Act to lodge the return by the specified due date.

    Division 31 enables us to require taxpayers to lodge a fuller or further GST return for a tax period or a specified period. It enables us to require information to be provided relating to the tax period to which the return relates, or one or more preceding tax periods, or to both.

    The Supplementary annual GST return has a due date that aligns with an existing return due at least 7 months after the end of the financial year.

    For instance, for June balancers, the 2024–25 Supplementary annual GST return will be an additional return for the January 2026 period, due by 21 February 2026. You will need to provide information about the period 1 July 2024 to 30 June 2025.

    The supplementary return does not replace any other GST return required. This return has no effect on the due dates for any other returns. It does not affect the 4-year entitlement period to input tax credits under Division 93 of the GST Act, in any way.

    Penalties can apply if you fail to lodge the supplementary return on time.

    How we use the information you provide

    The information provided in the supplementary return will help us:

    • assess the extent to which we have confidence that GST has been correctly reported
    • determine the level of ongoing investment in GST governance.

    Generally, our future engagement with you will depend on a number of factors, including:

    • the level of assurance obtained in our most recent GST assurance review
    • our monitoring and analytics during the periods between assurance reviews
    • the information provided in your return.

    The return collects information relevant to your continued investment in GST governance and correct reporting. It includes the work you’ve undertaken to address previous ATO recommendations or areas of low assurance or red flags, and whether you have completed the GST analytical tool or similar reconciliation for the period.

    We’ll also use the information provided to identify and monitor GST risks. We’ll differentiate our approach where we identify specific issues that require further engagement with you.

    Taxpayers in the Top 100 program

    We complete an initial Top 100 GST assurance review for each Top 100 taxpayer and continue annual reviews until overall high or medium assurance is attained.

    Once a taxpayer has attained an overall medium or high level of assurance in a Top 100 GST assurance review, they can expect tailored engagement. We review on a periodic basis at least once every 4 years, taking a monitoring stance during the intervening 3-year period. We may conduct targeted assurance activities during this time.

    We use the information you provide in the Supplementary annual GST return for Top 100 taxpayers to:

    • monitor your GST disclosures and outcomes in the intervening 3 years
    • inform the scope and intensity of our GST assurance reviews, including refresh reviews.

    The return also provides information for the refresh review period that is relevant to each of the 4 focus areas under justified trust. We’ll use this information, in conjunction with our earlier assurance review and what has since been disclosed in real time, to target our focus on the key areas where we need to refresh our assurance base.

    Our Top 100 Pre-lodgment disclosure framework sets out our existing expectations for real-time disclosures by Top 100 taxpayers. If you disclose something in real time that needs to be included in your Supplementary annual GST return, you can provide a brief explanation in the return and refer to the date of the prior disclosure for further context.

    Example 3: taxpayer in the Top 100 program

    Layoun Minerals is a Top 100 taxpayer that has had a GST assurance review and receives an overall high assurance rating and a Stage 2 governance rating. There were no areas of low assurance or red flags in the assurance report.

    Our assurance report recommends that Layoun Minerals:

    • create a procedure document in relation to issuing recipient created tax invoices
    • implement a documented procedure to undertake the GST analytical tool (GAT) or similar reconciliation on an annual basis to understand variances between their financial statements and GST reporting
    • evidence independent testing of their GST control framework.

    Layoun Minerals actively implements our recommendations. It also makes real-time disclosures when applicable in accordance with the Top 100 Pre-lodgment disclosure framework.

    When completing the Supplementary annual GST return for the 2024–25 financial year, Layoun Minerals provides the following responses:

    • Section B – there were no outstanding actions in relation to recommendations or areas of low assurance or red flags from its most recent GST assurance review (including subsequent ATO interactions) as it has
      • implemented a procedure document for recipient created tax invoices
      • a documented process to undertake the GAT annually
      • conducted the first phase of internal controls testing in line with its testing plan, with an independent tester conducting the testing of some specific controls and providing a report outlining the findings.
    • Section C – during the period the return covers, it considers it meets the criteria to maintain the GST governance rating given in the most recent GST assurance review, based on the criteria set out in our GST governance, data testing and transaction testing guide. There have not been any material business changes or material systems changes that impact its GST control framework since the earlier assurance review.
    • Section D – it had completed the GAT for the period the return covers with the following rates provided
      • effective GST rate on sales of 10.03%
      • effective GST rate on expenses of 9.72%
      • net effective GST rate of 9.84%.

    It considers that the remaining variance could only be resolved through a transactional-level analysis.

    • Section E – it did not take any material uncertain GST positions in the period the return covers.
    • Section F – during the period the return covers, it has not identified any material GST reporting errors or claimed material input tax credit amounts referable to earlier periods.

    Layoun Minerals retains objective evidence to support its responses.

    Layoun Minerals has a refresh GST assurance review of the 2024–25 financial year.

    We take a tailored approach in determining the scope and intensity of the refresh review. We leverage existing information, evidence and knowledge from our earlier assurance review, in combination with the information provided in Layoun Minerals’ Supplementary annual GST return for the refresh period and any real-time disclosures.

    The information indicates that Layoun Minerals has maintained a high level of GST compliance and governance. This enables us to reduce the scope and intensity of the refresh review.

    Layoun Minerals has already completed the GAT and can readily provide the objective evidence used to support its calculations.

    When considering all the relevant information, including the Supplementary annual GST return, we determine that there will be no requirement to conduct comprehensive data testing in the refresh review.

    End of example

    Taxpayers in the Top 1,000 program

    Under our differentiated approach to combined assurance reviews, we’ll assess the responses to the returns to determine the level of intensity for your next GST assurance review. This may result in a less intensive GST assurance review, or we may decide a GST assurance review is not required, where:

    • you have obtained an overall medium or high assurance rating for GST and a Stage 2 or Stage 3 GST governance rating in your most recent assurance review, with no unresolved ATO or client next actions
    • the information you provide in the return enables us to maintain confidence that your investment in GST governance is maintained and that GST is correctly reported.

    Taxpayers who obtained an overall low GST assurance rating or a Stage 1 GST governance rating will continue to be assured as part of their combined assurance review, however our review will be tailored based on the assurance already attained and the responses provided in the return.

    For taxpayers with significant systems changes (for example, implementing a new IT system) since their most recent GST assurance review, generally we would need to consider the impacts of these on GST governance through our assurance programs. There may also be taxpayers where specific engagement is required due to GST risks in their business.

    We may take a tailored approach to reviewing objective evidence to support responses in the return as part of a combined assurance review. This approach will vary based on the assurance previously attained and the responses in the return. For example, this may include reviewing evidence where a taxpayer indicates it has:

    • increased a rating to Stage 3 for governance
    • addressed recommendations in relation to a specific risk identified in the earlier assurance review
    • GAT workpapers.

    Example 4: taxpayer in the Top 1,000 program

    Timlin Manufacturing is a Top 1,000 taxpayer that has had a combined assurance review and received an overall high GST assurance rating and a stage 2 GST governance rating. There were no areas of low assurance or red flags in the assurance report.

    Our assurance report recommended that the taxpayer:

    • evidence independent testing of their GST control framework
    • document a process to periodically review whether it exceeds the financial acquisitions threshold
    • implement a documented procedure to undertake the GST analytical tool or similar reconciliation on an annual basis to understand variances between their financial statements and GST reporting.

    Timlin Manufacturing has actively implemented our recommendations from its assurance review.

    When completing the Supplementary annual GST return for the 2024–25 financial year, Timlin Manufacturing’s responses were:

    • Section B – there are no outstanding actions in relation to recommendations or areas of low assurance or red flags relating to its most recent GST assurance review (including subsequent ATO interactions).
      • Timlin Manufacturing has implemented documented procedures to undertake the GST Analytical Tool (GAT) on an annual basis and has introduced documented processes to regularly review whether the financial acquisitions threshold has been exceeded.
      • Timlin Manufacturing has commenced some controls testing in line with its testing plan, however it will not complete the testing until 2025–26 because the testing occurs over a 3 to 5-year rolling audit period.
    • Section C – it considers it meets the criteria to maintain the GST governance rating obtained in the most recent GST assurance review. That is, it considers it has maintained a Stage 2 rating, based on the criteria set out in our GST governance, data testing and transaction testing guide.
    • Section D – it has completed the GAT and considers that all variances can be explained. The following rates were provided:
      • effective GST rate on sales of 9.96%
      • effective GST rate on expenses of 9.94%
      • net effective GST rate of 9.82%.

    It considers that the remaining variance can reasonably be explained by timing differences.

    • Section E – it has not taken any material uncertain GST positions in the period the return covers.
    • Section F – it has not identified any material GST reporting errors or claimed material input tax credit amounts referable to earlier periods.

    Timlin Manufacturing retains objective evidence to support the responses.

    Based on the information provided in the return, we were able to assess Timlin Manufacturing’s GST compliance position and determine that it has actioned our recommendations and the responses provided us with confidence that the level of investment in GST compliance has been maintained.

    If Timlin Manufacturing is selected for a combined assurance review in the 2024–25 financial year, we would expect to either:

    • not undertake a GST assurance review as part of the combined assurance review
    • take a tailored approach to reviewing objective evidence to support responses in the return.

    End of example

    Completing and lodging the supplementary return

    To get a copy of the return, go to Supplementary annual GST return 2025. You can also read Instructions to complete the Supplementary annual GST return 2025.

    Email the completed Supplementary annual GST return to SAGR@ato.gov.au.

    If additional lodgment methods are available, we’ll let you know when we issue your notice to lodge.

    You should have objective evidence to support your responses in the return. However, you do not need to provide any documentation when lodging your return. We may ask you for supporting evidence later.

    More information

    If you have any questions about the Supplementary annual GST return, you can email us at SAGR@ato.gov.au.

    MIL OSI News

  • MIL-OSI Australia: Tax Ombudsman

    Source: New places to play in Gungahlin

    The Tax OmbudsmanExternal Link is an independent statutory office that strives to improve the administration of the tax laws for the benefit of the community.

    It provides independent advice and assurance to individual taxpayers and the community, government, parliamentary committees and ministers (as appropriate), through investigations, reviews and reports. This helps to ensure that Australian taxation administration laws are operating effectively and consistently and align with community expectations.

    Potential review topics for investigation are identified from:

    • engagement with stakeholders
    • themes raised in complaint cases
    • representations made to the Tax Ombudsman’s office.

    The Tax Ombudsman publishes information about current investigationsExternal Link and reports of completed investigationsExternal Link.

    Guidelines and protocols

    The Protocol between the ATO and Tax Ombudsman (PDF, 2.4MB)This link will download a file outlines the nature of the co-operative working relationship between the agencies.

    The Tax Ombudsman and the ATO are currently in the process of updating the operational guidelines for both the review and complaint handling processes.

    Individual clients are able to lodge complaints with the Tax Ombudsman if they have been unable to resolve a complaint directly with the ATO.

    MIL OSI News

  • MIL-OSI Australia: Instructions to complete the Supplementary annual GST return 2025

    Source: New places to play in Gungahlin

    Our commitment to you

    We are committed to providing you with accurate, consistent and clear information to help you understand your rights and entitlements and meet your obligations.

    If you follow our information and it turns out to be incorrect, or it is misleading and you make a mistake as a result, we will take that into account when determining what action, if any, we should take.

    Some of the information on this website applies to a specific financial year. This is clearly marked. Make sure you have the information for the right year before making decisions based on that information.

    If you feel that our information does not fully cover your circumstances, or you are unsure how it applies to you, contact us or seek professional advice.

    Copyright notice

    © Australian Taxation Office for the Commonwealth of Australia

    You are free to copy, adapt, modify, transmit and distribute this material as you wish (but not in any way that suggests the ATO or the Commonwealth endorses you or any of your services or products).

    MIL OSI News

  • MIL-Evening Report: New taxes on super didn’t get much attention in the election campaign. But they could be tricky to implement

    Source: The Conversation (Au and NZ) – By Mark Melatos, Associate Professor of Economics, University of Sydney

    Poetra.RH/Shutterstock

    The re-election of the Albanese government has led to renewed concern about planned changes to the taxation of investment returns in superannuation funds.

    Labor’s emphatic victory on Saturday night, including what looks like an increased presence in the Senate, suggests the legislation is likely to become law in the near future.

    Retirement income in Australia

    Australia’s retirement income system comprises two pillars: a government-funded age pension as well as private superannuation.

    Super includes compulsory employer-funded contributions as well as additional personal contributions.

    These two pillars are complementary; a person can receive a pension even if they have private super. But the more super they have, the less pension they are eligible for.

    About 70% of superannuation assets are held in Australian Prudential Regulation Authority (APRA)-regulated funds and 25% are held in self-managed super funds (SMSFs).

    There are two types of tax – and tax concessions – on super. First, employer contributions and capped personal contributions are taxed at a concessional rate of 15%. Second, income earned by a super fund is taxed at 15% for balances in the accumulation phase (when contributions are being made). Income earned in the pension phase is tax-free.

    So what does the proposed reform entail?

    Starting July 1, the government proposes to increase the concessional tax rate on super account earnings in the accumulation phase from 15% to 30% for balances above A$3 million.

    Those affected – about 80,000 super account holders, or 0.5% of the total – will continue to benefit from the existing 15% concessional tax rate on earnings on the first $3 million of their super balance.

    They will also be able to carry forward any loss as an offset against their tax liability in future years.

    The proposed increase in taxes would affect about 80,000 account holders.
    Fizkes/Shutterstock

    Concerns with the proposed reform

    Concerns have been raised this reform implies the taxation of unrealised capital gains on assets held in super accounts, such as shares or property, even if they have not been sold.

    This is, indeed, a significant departure from the status quo. Both APRA-regulated funds and SMSFs are currently only required to pay capital gains tax once the asset is sold and the gain is crystallised.

    The move to tax unrealised capital gains is likely to prove particularly onerous for SMSFs. The typical industry super fund has a diversified portfolio of assets of varying liquidity, including significant cash holdings. But SMSF portfolios are often dominated by a large and illiquid asset (ones that cannot be easily sold and converted into cash) such as a farm or business property.

    As a result, an SMSF facing a large unrealised capital gain, say from an increase in property values, may not have sufficient cash flow to pay the associated tax bill. The SMSF trustee might be forced to prematurely sell assets to meet the fund’s tax liability.

    In the United States, President Joe Biden’s 2025 budget included a similar proposal to tax unrealised capital gains for households with more than US$100 million in wealth.

    Purpose of the proposed reform

    In announcing this initiative, Treasurer Jim Chalmers suggested the motivation was two-fold.

    First, the federal government is facing pressure on the budget bottom line and generous tax concessions for super are becoming expensive.

    Second, current super tax concessions are highly regressive. This means most benefits of the concessions flow to the wealthiest households which, in any case, will not be eligible for the pension.

    The cost of current super concessions to the federal budget is about $50 billion in foregone revenue, according to Treasury. That is almost the cost of the age pension.

    The Grattan Institute argues superannuation has become a “taxpayer-funded inheritance scheme”. A Treasury review found most Australians die with large outstanding super balances.

    The Association of Superannuation Funds of Australia Retirement Standard calculates that, for a comfortable retirement, a couple needs a super balance of about $700,000 if they retire at age 67. The $3 million threshold is out of the ballpark. However, if the threshold is not indexed more people will be affected over time.

    So, is this reform useful?

    According to the government’s Retirement Income Review, the objective of Australia’s super system should be to “deliver adequate standards of living in retirement in an equitable, sustainable and cohesive way”.

    While the proposed tax change aims to improve the equity and sustainability of Australia’s super system, it is not clear how it will work in practice.

    In response to SMSF concerns about the difficulty in paying tax bills, the government’s proposal gives taxpayers 84 days to pay the tax liability instead of the usual 21 days. This hardly mitigates the risk that SMSF trustees may have to liquidate the main asset in their fund.

    The Biden proposal had presented an alternative model, allowing for the tax liability to be paid over several years, not all at once. Alternatively, taxpayers could pay an interest-like charge while deferring their unrealised capital gains tax liability.

    Such alternatives do not appear to have been seriously considered in the Australian government’s proposal.

    Ultimately, though, the question must be asked: is taxing volatile unrealised capital gains really the most effective way to improve equity in, and the sustainability of, the superannuation system?

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

    ref. New taxes on super didn’t get much attention in the election campaign. But they could be tricky to implement – https://theconversation.com/new-taxes-on-super-didnt-get-much-attention-in-the-election-campaign-but-they-could-be-tricky-to-implement-255871

    MIL OSI AnalysisEveningReport.nz

  • MIL-OSI: First National Bank Alaska announces unaudited results for first quarter 2025

    Source: GlobeNewswire (MIL-OSI)

    ANCHORAGE, Alaska, May 07, 2025 (GLOBE NEWSWIRE) — First National Bank Alaska’s (OTCQX:FBAK) net income for the first quarter of 2025 was $17.7 million, or $5.60 per share. This compares to a net income of $13.5 million, or $4.26 per share, for the same period in 2024.

    “The momentum we gained in 2024 propelled the bank to a very strong first quarter performance,” said First National Board Chair and CEO/President Betsy Lawer. “Our unrivaled 600-plus employees are delivering dynamic improvements to services across the bank. By focusing on improving our customer experiences whether in person or online, we are creating efficiencies in our operations, enhancing cybersecurity awareness and reducing the impact of fraud on the bank and our customers. Our balance sheet remains well positioned to support opportunities for Alaskans.”

    Loans totaled $2.6 billion as of March 31, 2025, an increase of $137.1 million during first quarter 2025, and an increase of $237.8 million compared to the same period in 2024. First quarter loan quality was strong with nonperforming loans of $4.2 million, 0.16% of outstanding loans compared to $4.3 million and 0.17% as of Dec. 31, 2024. The provision for credit losses totaled $1.5 million as of March 31, 2025, compared to $0.9 million as of March 31, 2024. The allowance for credit losses as of March 31, 2025 totaled $19.5 million, or 0.75% of total loans.

    First quarter total interest and loan fee income was $56.0 million, a 5.9% decrease from $59.5 million for the first quarter ended March 31, 2024. The bank repaid all borrowings in 2024 reducing earning assets. Interest income to average earning assets increased to 4.61% compared to 4.28% as of March 31, 2024.

    Assets totaled $4.9 billion as of March 31, 2025, decreasing $322.9 million primarily due to the repayments under the Federal Reserve Bank Term Funding Program during 2024. Return on assets as of March 31, 2025, increased to 1.42%, forty-seven basis points higher than first quarter 2024, on strong first quarter net income performance.

    Deposits and repurchase agreements totaled $4.3 billion as of March 31, 2025, compared to $4.2 billion as of March 31, 2024, and $4.4 billion as of Dec. 31, 2024. First quarter activity represented normal seasonal outflow.

    Total interest expense for the quarter decreased $9.2 million compared to the quarter ended March 31, 2024 without interest incurred on borrowed funds. Interest expense to average earning assets decreased to 98 basis points compared to 1.52% as of March 31, 2024. Net interest margin through March 31, 2025, was 3.63% compared to 2.76% for the year ended March 31, 2024.

    Noninterest income for first quarter 2025 was $6.8 million, an increase of 3.5% compared to first quarter 2024. Quarterly improvement occurred in fiduciary, mortgage loan servicing, and bankcard activities. Noninterest expenses for the first quarter of 2025 increased 1.0% compared to the same period in 2024. The efficiency ratio for March 31, 2025, was 49.70% and remains better than First National’s peer groups, both in Alaska and across the nation.

    Shareholders’ equity was $535.1 million as of March 31, 2025, compared to $516.6 million as of Dec. 31, 2024. This $18.5 million increase resulted from a decrease in the net unrealized loss position of the securities portfolio and net income retained in excess of dividends paid. Return on equity as of March 31, 2025, was 13.49% compared to 13.60% as of Dec. 31, 2024. Book value per share increased to $168.98, compared to $163.11 as of Dec. 31, 2024. The bank’s March 31, 2025, Tier 1 leverage capital ratio of 11.72% remains above well-capitalized standards.

    ABOUT FIRST NATIONAL BANK ALASKA

    Alaska’s community bank since 1922, First National Bank Alaska proudly meets the financial needs of Alaskans with ATMs and 28 locations in 19 communities throughout the state, and by providing banking services to meet their needs across the nation and around the world.

    In 2025, Forbes selected First National as the sixth best bank on their America’s Best Banks list, and Newsweek recognized the bank as one of the nation’s Best Regional Banks and Credit Unions. In 2024, Alaska Business readers voted First National “Best of Alaska Business” in the Best Place to Work category for the ninth year in a row, Best Bank/Credit Union for the fourth time, and Best Customer Service. The bank was also voted “Best of Alaska” in 2024 in the Anchorage Daily News awards, ranking as one of the top three in the Bank/Financial category for the sixth year in a row. American Banker again recognized First National as a “Best Bank to Work For” in 2024, for the seventh consecutive year.

    For more than a century, the bank has been committed to supporting the communities it serves. In 2024, for the eighth consecutive reporting period, over a span of twenty-four years, First National received an Outstanding Community Reinvestment Act performance rating from the Office of the Comptroller of the Currency.

    First National Bank Alaska is a Member FDIC, Equal Housing Lender, and recognized as a Minority Depository Institution by the Office of the Comptroller of the Currency, as it is majority-owned by women.

    CONTACT: Marketing, 907-777-3451

       
      Quarter Ended ($ in thousands)
    Financial Overview (Unaudited)
      3/31/2025 12/31/2024 9/30/2024 6/30/2024 3/31/2024
    Balance Sheet          
    Total Assets $ 4,890,081   $ 4,997,767   $ 5,557,306   $ 5,116,066   $ 5,212,976  
    Total Securities $ 1,882,332   $ 1,928,625   $ 2,602,519   $ 2,197,788   $ 2,404,078  
    Total Loans $ 2,607,081   $ 2,469,935   $ 2,445,596   $ 2,391,593   $ 2,369,282  
    Total Deposits $ 3,580,147   $ 3,679,155   $ 3,728,181   $ 3,698,631   $ 3,665,066  
    Repurchase Agreements $ 716,908   $ 743,193   $ 647,043   $ 615,096   $ 571,463  
    Total Deposits and Repurchase Agreements $ 4,297,055   $ 4,422,348   $ 4,375,224   $ 4,313,727   $ 4,236,529  
    Total Borrowing under the Federal Reserve Bank Term Funding Program $   $   $ 249,868   $ 249,868   $ 430,000  
    Unrealized loss on marketable securities, net of tax $ (49,465 ) $ (62,985 ) $ (52,020 ) $ (86,857 ) $ (95,809 )
    Total Shareholders’ Equity $ 535,148   $ 516,562   $ 527,864   $ 485,167   $ 470,702  
               
    Income Statement          
    Total Interest And Loan Fee Income $ 56,005   $ 63,439   $ 64,615   $ 56,773   $ 59,493  
    Total Interest Expense $ 11,956   $ 18,591   $ 21,319   $ 16,521   $ 21,168  
    Provision for Credit Losses $ 1,535   $ (118 ) $ (432 ) $ 318   $ 953  
    Total Noninterest Income $ 6,768   $ 7,011   $ 7,293   $ 7,389   $ 6,540  
    Total Noninterest Expense $ 25,334   $ 27,696   $ 25,928   $ 25,637   $ 25,085  
    Provision for Income Taxes $ 6,214   $ 4,350   $ 7,099   $ 6,039   $ 5,351  
    Net Income $ 17,734   $ 19,931   $ 17,994   $ 15,647   $ 13,476  
    Earnings per common share $ 5.60   $ 6.29   $ 5.68   $ 4.94   $ 4.26  
    Dividend per common share $ 4.00   $ 6.40   $ 3.20   $ 3.20   $ 3.20  
               
    Financial Measures          
    Return on Assets   1.42 %   1.22 %   1.15 %   1.08 %   0.95 %
    Return on Equity   13.49 %   13.60 %   12.90 %   12.30 %   11.52 %
    Net Interest Margin   3.63 %   3.12 %   3.04 %   2.98 %   2.76 %
    Interest Income to Average Earning Assets   4.61 %   4.57 %   4.51 %   4.40 %   4.28 %
    Interest Expense to Average Earning Assets   0.98 %   1.45 %   1.47 %   1.42 %   1.52 %
    Efficiency Ratio   49.70 %   53.51 %   53.59 %   54.94 %   56.00 %
               
    Capital          
    Shareholders’ Equity/Total Assets   10.94 %   10.34 %   9.50 %   9.48 %   9.03 %
    Tier 1 Leverage Ratio   0.98 %   1.45 %   1.47 %   1.42 %   1.52 %
    Regulatory Well Capitalized Minimum Ratio – Tier 1 Leverage Ratio   5.00 %   5.00 %   5.00 %   5.00 %   5.00 %
    Tier 1 (Core) Capital $ 584,613   $ 579,547   $ 579,884   $ 572,024   $ 566,511  
               
    Credit Quality          
    Nonperforming Loans and OREO $ 4,243   $ 4,313   $ 4,186   $ 4,731   $ 28,634  
    Nonperforming Loans and OREO/Total Loans   0.16 %   0.17 %   0.17 %   0.20 %   1.21 %
    Nonperforming Loans and OREO/Tier 1 Capital   0.73 %   0.74 %   0.72 %   0.83 %   5.05 %
    Allowance for Loan Losses $ 19,500   $ 18,025   $ 18,550   $ 19,000   $ 18,800  
    Allowance for Loan Losses/Total Loans   0.75 %   0.73 %   0.76 %   0.79 %   0.79 %
               
    Net interest margin, yields, and efficiency ratios are tax effected.      
    Financial measures are year-to-date.          
    Per common share amounts are not in thousands.        
               

    The MIL Network

  • MIL-OSI Asia-Pac: Department of Economic Affairs, Ministry of Finance, invites suggestions from experts/public on Draft Framework of ‘India’s Climate Finance Taxonomy by 25th June 2025

    Source: Government of India

    Department of Economic Affairs, Ministry of Finance, invites suggestions from experts/public on Draft Framework of ‘India’s Climate Finance Taxonomy by 25th June 2025

    India’s climate finance taxonomy will facilitate greater resource flow to climate-friendly technologies and activities, enabling India to achieve the vision of being Net Zero by 2070 while ensuring long-term access to reliable and affordable energy

    Posted On: 07 MAY 2025 5:53PM by PIB Delhi

    In pursuance of the Union Budget 2024-25 announcement (Paragraph 104 of the budget speech) to develop India’s Climate Finance Taxonomy, the Department of Economic Affairs, Ministry of Finance, invites expert/public comments (format below) on the Draft framework. (CLICK HERE TO ACCESS — DRAFT FRAMEWORK OF INDIA’S CLIMATE FINANCE TAXONOMY)

    The Union Minister for Finance and Corporate Affairs announced in the Union Budget 2025-26:

    “We will develop a taxonomy for climate finance for enhancing the availability of capital for climate adaptation and mitigation. This will support achievement of the country’s climate commitments and green transition”

    A Draft Framework of the Climate Finance Taxonomy has been developed pursuant to this announcement. This framework outlines the approach, objectives, and principles that will guide the taxonomy. It also details the methodology for classifying activities, projects, and measures that contribute to India’s climate commitments, while also taking into account goals associated with achieving Viksit Bharat by 2047.

    The draft framework will be the basis for developing sectoral annexures. The sectoral annexes will outline the measures, activities, and projects considered climate-supportive, and those identified for promoting the transition.

    India’s climate finance taxonomy aims to facilitate greater resource flow to climate-friendly technologies and activities, enabling the country to achieve the vision of being Net Zero by 2070 while also ensuring long-term access to reliable and affordable energy. The Climate Finance Taxonomy will serve as a tool to identify activities consistent with a country’s climate action goals and transition pathway.

    Comments may be emailed to aditi.pathak[at]gov[dot]in by 25th June 2025 with the Subject “Comments on the Draft Framework for the Taxonomy”.

    The comments received through public consultation will be duly considered and examined, following which the Department of Economic Affairs, Ministry of Finance, will release the Framework of India’s Climate Finance Taxonomy.

    Format in which the information/comments may be provided:

    Name of organisation/person:

     

    Contact details:

     

    Category/Description of person giving comments:

    S. No.

    Para / Sub Para no

    Comments

    Rationale

     

     

     

     

     

     

     

     

     

    ****

    NB/KMN

    (Release ID: 2127562) Visitor Counter : 78

    MIL OSI Asia Pacific News

  • MIL-OSI Asia-Pac: Government welcomes passage of Stamp Duty (Amendment) Bill 2025

    Source: Hong Kong Government special administrative region

    Government welcomes passage of Stamp Duty (Amendment) Bill 2025 
    A Government spokesperson said, “Based on property transaction data of 2024-25, we estimate that the measure will benefit approximately 15 per cent of property transactions, with government revenue reduced by about $400 million annually.”
     
    The legislation as passed will be gazetted on May 16. The relevant adjustment, which took effect at 11am on February 26 this year under the Public Revenue Protection (Stamp Duty) Order 2025 gazetted on the same day, applies to instruments executed on or after February 26, 2025.
    Issued at HKT 19:22

    NNNN

    MIL OSI Asia Pacific News

  • MIL-OSI New Zealand: Pre-Budget speech to BusinessNZ

    Source: NZ Music Month takes to the streets

    Good afternoon everyone. 

    Today my intention is to put this year’s Budget in context. 

    First, I want to speak briefly about our economic recovery here at home, and why I remain confident despite international uncertainty. 

    Then I’m going to make the case for the two big priorities of Budget 2025, fiscal consolidation and economic growth: why they matter and some steps we’re taking to make them happen.

    It’s fair to say Budget 2025 arrives against a challenging international backdrop. 

    Trade tensions overseas have seen growth forecasts revised down across the world, as exporters and consumers come under sustained pressure. 

    The sharp deterioration of financial markets in early April have somewhat recovered in recent days and weeks, but markets remain volatile. 

    Experts offshore are leaning into the uncertainty. 

    The Bank of Canada even chose to publish two separate scenarios in their latest statement, instead of one single set of forecasts.

    I don’t blame them for having a bob each way. 

    For a small, open economy like New Zealand, the international environment clearly matters a lot, but I remain confident about our recovery. 

    Inflation remains anchored below 3 per cent, and interest rates continue to fall, supporting households with the cost of living and providing the foundation for a domestic economic recovery. 

    The Official Cash Rate has fallen considerably, from 5.5 to 3.5 per cent, with economists picking further cuts are on the way soon. 

    I acknowledge for households, interest rate relief will be a slow and steady process.  

    For example, according to the Reserve Bank, average interest rates on outstanding mortgages have only now fallen for just 4 months in a row, having previously risen for 37 months in a row. 

    The good news is that financial relief for households will keep rolling, with around $60 billion of mortgages set to roll-over in just the next three months. 

    In short, the trend is our friend, even if I know many families and businesses won’t be feeling that relief quite yet. 

    At the same time, an export-led recovery is now well underway in regional New Zealand. 

    Dairy prices are strong, despite global headwinds, supporting farmers to pay down debt and put more money back into rural communities. 

    Fruit exports are booming, hitting $5 billion in value in the 12 months to March, driven by a big jump in kiwifruit sales. 

    The tourism industry is also growing rapidly, with visitor numbers continuing to recover, now hitting 86 per cent of pre-COVID levels. 

    Total tourism expenditure was up 23 per cent in 2024.

    It’s not surprising then that the recovery is looking brighter in regional New Zealand, and the South Island in particular.     

    Just last week Westpac highlighted that in Otago, Canterbury, and Southland, consumer confidence and growth in retail activity is outpacing the rest of the country. 

    Our government is working hard to support that rural recovery. 

    A steady diet of pro-growth deregulation, a strong focus on RMA reform, and fresh efforts to break into new markets offshore are highlights of that agenda so far. 

    We know the difference quality trade agreements can make to our growth prospects. For example, in the 12 months since the EU FTA came into force, exports to the European Union grew by 25 per cent.

    For exporters, that’s worth an additional $1 billion. 

    Whether it’s CER, the CPTPP, the China, UK, or more recent UAE and GCC FTAs, our farmers and exporters are blessed by a latticework of trade agreements, negotiated successively by Ministers and diplomats over many years.

    Clearly India will be an important next step, and it was positive to see Minister of Trade Todd McClay announce on Monday that the first formal round of FTA negotiations kicked off this week. 

    That brings me to this year’s Budget.

    It won’t surprise you to learn that lifting New Zealand’s long run economic performance has been our primary focus in designing Budget 2025. 

    Yes, that has shaped decisions we have made on individual initiatives, some of which I’ll touch on shortly. 

    But our fiscal strategy, including our desire to return to surplus, and the wider impact on inflation, interest rates, and growth has also been front of mind. 

    You might have seen Nicola Willis announce last week that this year’s operating allowance would be smaller than previously signalled, at just $1.3 billion. 

    That will be the smallest operating allowance in a decade and ensures Treasury can still forecast a surplus within the next four years. 

    That was the right decision for several reasons. 

    First, it represents a fresh commitment to necessary fiscal consolidation. 

    In recent years, New Zealand has been living beyond its means and that has come at a significant cost. 

    Since 2017, net core Crown debt has risen by around $120 billion.

    Put another way, that’s $60,000 in additional debt for every household in New Zealand. 

    As a proportion of the economy, debt has ballooned from just 21.6 per cent of GDP in 2017, to around 43 per cent of GDP today, higher than it has been at any time since the 1990s. 

    At the same time, the cost of servicing our national debt has more than doubled, from $3.5 billion in 2017, to almost $9 billion today.

    In some areas, spending more is the right thing to do. 

    In health, education, law and order, defence, and transport my government is prioritising significant new investments. 

    Each of those areas are a priority for New Zealanders and they require more funding to deliver the quality services Kiwis expect. 

    But that comes with trade-offs.  

    Spending more on everything, as some commentators have called for, would mean larger deficits, more debt, and ultimately fewer choices in future budgets as the cost of servicing our debt grows even larger and the prospect of returning to surplus evaporates. 

    Managing and responding to critical risks is also more challenging with high levels of public debt. 

    New Zealand was well served in the Global Financial Crisis, following the Christchurch Earthquake, and during COVID because successive Ministers of Finance made difficult choices to ensure New Zealand had low levels of public debt. 

    Our responsibility is to do what we can to leave a similar inheritance for future administrations. 

    Second, a smaller allowance supports lower interest rates and stronger business activity. 

    Sadly, recent experiences have forced us to re-learn the fundamentals of economics, including the reality that if governments borrow and spend too much, interest rates are forced higher to compensate, putting pressure on family budgets and private sector activity. 

    The good news is that the converse is also true. 

    More restrained fiscal policy supports interest rates to remain low, enabling businesses to grow and families to get ahead under their own steam. 

    ANZ’s initial estimate last week was that the smaller operating allowance would support interest rates being 5-10 basis points lower than otherwise. 

    Meanwhile, Treasury has estimated that with a tighter budget package, interest rates would be up to 30 basis points lower by the end of the forecast period. 

    For a family with a mortgage, or a farmer or entrepreneur taking on debt to grow their business, that means real financial relief and more opportunity to get ahead. 

    Careful spending, low interest rates, and robust private sector growth sits at the very heart of our government’s economic strategy, as we create jobs, boost exports, lift incomes, and promote innovation and investment.

    Prudent fiscal management also supports our economic reputation offshore. 

    For a small-open economy like New Zealand that’s critical. 

    It means we can borrow more affordably when we have to, and guarantees that even in periods of global turmoil, we are a trusted destination for trade and investment. 

    Third, the smaller operating allowance was the right call because keeping our word matters.  

    Nicola Willis has been consistent in her commitment to deliver a path back to surplus and to maintain debt at prudent levels. 

    Conditions can and do change, but it is a credit to her that Budget 2025 demonstrates a return to surplus, despite a challenging global backdrop.  

    That’s the result you expect when you anchor Budget decisions in your fiscal strategy, instead of allowing the pressures of the day to drag you off course. 

    I know there are some commentators calling for larger allowances and more spending. 

    They need to be honest that those decisions will mean more debt, more deficits, and an indefinite delay to New Zealand’s return to surplus. 

    More debt and more deficits is a fiscal strategy – but for a small, internationally-exposed country like New Zealand, it’s also an incredibly risky one. 

    At the same time, just as grey clouds bring silver linings, even tight Budgets present opportunities. 

    In Budget 2025, we will be taking further steps in our long-term mission to lift economic growth and boost productivity.  

    Earlier this year, we published our Government’s Going for Growth Agenda, which outlines a range of actions we are taking to get the New Zealand economy moving and realising its vast potential.

    Each of those actions fits into one of five pillars we have identified as critical to lifting economic growth and improving New Zealanders’ standard of living:

    Developing talent,
    Encouraging innovation, science, and technology,
    Introducing competitive business settings,
    Promoting global trade and investment,
    And delivering infrastructure for growth.

    Each of those pillars will have strong representation in Budget 2025. 

    Today I want to touch on just a few of them – and some small steps we are taking to underpin our growth mission. 

    Encouraging science, innovation, and technology is one of those key pillars. 

    In January at my State of the Nation, I spoke briefly about our vision for the sector. 

    I want to see a much sharper focus on commercialisation, stronger ties to the business community, and rapid access to ideas and innovation from overseas. 

    Capital investment will be critical to our growth journey, but New Zealand won’t achieve a step-change in our living standards if we invest more but continue to lag behind the global technological frontier. 

    In Budget 2025, we will be allocating the funding we need to give effect to the changes I announced earlier this year, including the establishment of three new Public Research Organisations. 

    I also know that following a review of the Research and Development Tax Incentive that kicked off last year, the business community has been looking for some certainty on the future of the programme.

    That review was required in law, and the final report has not yet been tabled in Parliament. 

    However, I can confirm today that we are retaining the RDTI in this year’s Budget so businesses have the certainty they need to keep investing and keep going for growth.

    Promoting global trade and investment has also been a focus of my government in 2025, even before the recent bout of uncertainty offshore. 

    As I said earlier, part of that task has been to bring fresh energy to New Zealand’s proud history of achieving trade agreements offshore, with Minister of Trade Todd McClay finalising two new trade agreements in the Middle East, while we continue to work hard towards a trade agreement with India. 

    But promoting New Zealand as an attractive destination for investment, and a shelter from the global storm, has also been a personal focus of mine. 

    In March, the government hosted an Investment Summit here in Auckland, with attendees representing an estimated $6 trillion in capital, as we showcased opportunities to partner with the Crown, Iwi, and the private sector.

    We are seeing some real progress, including an outstanding deal worth around $1 billion signed by Waikato Tainui and Brookfield Asset Management to further develop the Ruakura Inland Port.

    But of course, I want to see more. 

    Yes, that means getting the structural settings right, including rewriting the Overseas Investment Act, so major investments from offshore are consented faster and more reliably. 

    But for small countries – who have to compete hard for share of mind and share of wallet – we also need a team of national champions constantly making the case for New Zealand as an outstanding place to do business. 

    In January, I announced that team would be led by Invest NZ, an entity specifically responsible for attracting investment to New Zealand, and providing the critical concierge services that have allowed other countries like Ireland and Singapore to punch above their weight. 

    I can confirm today that funding will be allocated for Invest NZ in Budget 2025, ensuring they can crack on and get the job done. 

    Modern, reliable infrastructure – and my government’s efforts to deliver more of it to communities right across the country – will also play a major role in our Going for Growth plan.

    It’s why capital expenditure, including for frontline services like health and education, will be a priority in Budget 2025. 

    As I acknowledged earlier, the operating allowance in this year’s Budget will be a little smaller than previously signalled. 

    However, total capital expenditure allocated in the Budget is a little higher than forecast at $6.8 billion – split across health, education, defence, transport, and other portfolios. 

    When that is offset by savings identified in this year’s budget, it means the net capital allowance is $4 billion, compared to $3.6 billion previously signalled in the Budget Policy Statement. 

    For businesses, that investment represents an opportunity to develop critical skills and capability, promoting growth for many years to come. 

    For Kiwis, it will mean another big investment in the quality frontline services, like health and education, they deserve. 

    The two remaining pillars, our efforts to develop talent and to promote competitive business settings, will also feature prominently in the Budget, but I won’t be making be making announcements in those areas today.

    However, as Nicola Willis confirmed last week and I can confirm again today, there will be a small number of measures in this year’s Budget designed to make it easier for businesses to invest, whether they are based here or offshore.

    If we really want to create high-paying jobs, lift incomes, and make New Zealand a hub for innovation and investment, we need to make our business environment much more attractive. 

    I’m optimistic that Budget 2025 will take some positive steps in that direction. 

    The Minister of Finance was right last week to say Budget 2025 won’t be a lolly scramble.

    It’s not that we can’t afford it, although frankly we can’t. 

    It’s not that it wouldn’t feel good, because it might, for a little while. 

    No, it’s that we have a responsibility to stay disciplined and keep our eyes on the prize. 

    So far, we’re making real progress.

    Inflation is down, interest rates are falling, exports are rising, and the economy is growing. 

    For many New Zealanders, the prospect of a growing economy and rising incomes means a real shot at getting on top of the cost of living. 

    Now is not the time to put that risk. 

    In Budget 2025 that means staying focused, getting back to surplus, and maintaining a relentless focus on economic growth. 

    But for Kiwis, it’s about more than just the dollars and cents. 

    Lower inflation means less stress and less heartbreak, as prices stop skyrocketing and families finally stop falling behind. 

    Lower interest rates means a house becomes a home, not a source of pain and frustration as mortgage repayments crush weekly budgets. 

    And more economic growth means thriving local businesses, higher wages, more jobs, and ultimately more money in your back pocket.

    It means a chance to get ahead and beat the cost of living.  

    And it means we can have confidence that our best days lie ahead.

    New Zealand is the best country on Planet Earth.

    With the right choices, I think we can make it even better. 

    Thank you.

    MIL OSI New Zealand News

  • MIL-OSI Security: Napa Valley Winery Owner Pleads Guilty To Aiding And Assisting In Filing Of False Tax Return

    Source: Office of United States Attorneys

    SAN FRANCISCO – Brian Fleury, 64, of Napa County, pleaded guilty in federal court today to aiding and assisting the preparation of a false tax return for the 2016 tax year.

    According to court documents and statements made in court, Fleury and his spouse owned Napa Valley winery Metropolitan Wines, LLC and several vineyards also located in Napa Valley.  For tax years 2014 through 2018, Fleury intentionally underreported income earned by Metropolitan Wines to his income tax preparer.  Fleury directed some customers to pay for their wine by writing checks directly to Fleury instead of to Metropolitan Wines.  Fleury wrote or directed his employees to write “OTB,” for “off the books,” on some of these customers’ invoices.  Fleury kept these payments for himself and did not report this as income earned by Metropolitan Wines.  Between 2014 and 2018, Fleury underreported his and his spouse’s income by $822,450.

    Fleury also admitted that from 2007 through 2019, he failed to pay federal excise tax that was due on brandy he received, possessed, and sold.  Fleury filed annual reports with the United States Department of the Treasury, Alcohol and Tobacco Tax and Trade Bureau (TTB) that falsely stated that no wine had been removed for distilling material, no wine had been produced with the addition of wine spirits, no distilled spirits were on hand, and no spirits had been sold or received in bond.  Fleury knew these statements were false.  

    In fact, in 2007, Fleury directed that 3,983 gallons of wine be transferred to a distilled spirits plant, and later that year, the plant returned 911.33 proof gallons of brandy to Metropolitan Wines.  Fleury also admitted that he had produced 2006, 2008, and 2009 vintage brandy, and that he bottled and sold brandy from 2013 through 2018 under the name “9 Fiddy” for $350 per 375 ml bottle in regular wine bottles to conceal his sale of brandy.  

    In total, Fleury caused a tax loss to the IRS and TTB of $211,092.

    Acting United States Attorney Patrick D. Robbins, IRS Criminal Investigation (IRS-CI) Special Agent in Charge of the Oakland Field Office Linda Nguyen, IRS-CI Special Agent in Charge of the Washington, D.C. Field Office Kareem Carter, and Anthony P. Gledhill, Assistant Administrator, Field Operations for TTB made the announcement.

    Fleury pleaded guilty to one count of aiding and assisting in the preparation of a false tax return in violation of 26 U.S.C. § 7206(2), which carries a maximum sentence of three years in prison.  He is scheduled to be sentenced on Aug. 13, 2025, before Senior U.S. District Judge Maxine M. Chesney. Any sentence will be imposed by the Court only after consideration of the U.S. Sentencing Guidelines and the federal statute governing the imposition of a sentence, 18 U.S.C. § 3553.

    Assistant U.S. Attorney Helen L. Gilbert is prosecuting the case with the assistance of Kathy Tat. The prosecution is the result of an investigation by IRS-CI and TTB, with assistance from the Federal Bureau of Investigation.
     

    MIL Security OSI

  • MIL-OSI Security: Former Morton, Washington City Clerk pleads guilty to wire fraud for lengthy embezzlement scheme

    Source: Office of United States Attorneys

    Tacoma – The former Clerk-Treasurer for the City of Morton in Lewis County pleaded guilty today in U.S. District Court in Tacoma to wire fraud in connection with her nine-year scheme to steal nearly $1 million from city coffers, announced Acting U.S. Attorney Teal Luthy Miller. Tamara (Tammy) Clevenger served as the Clerk-Treasurer for Morton from 2012-2022. In 2024, an audit by the Washington State Auditor uncovered years of embezzlement totaling $937,584. Clevenger is scheduled to be sentenced by U.S. District Judge Tiffany M. Cartwright on July 7, 2025.

    According to records filed in the case, including the plea agreement, Clevenger used a variety of ways to steal funds. Between November 2015 and December 2021, she stole at least $311,727 of cash that citizens had brought in to pay for city services. In some instances, she would write a fraudulent city checks in the amount of cash she stole to conceal the theft of the cash. She also made unauthorized cash withdrawals with the Morton ATM card.

    Between February 2013 and December 2021, Clevenger stole at least $625,857 by writing city checks to herself and depositing them in her bank account. Clevenger would use checks that had been pre-signed by the mayor for use in emergency situations. Clevenger used fake vendor invoices to make it appear the checks had been written for a service rendered to the city. Clevenger’s actions used interstate wires to commit the fraud with the transfer of funds between various bank accounts. One example is the transfer of $5,808 in funds from Washington to Umpqua bank servers located outside the state.

    Following the audit, the City of Morton established new procedures so that no single person had control of the various banking functions.

    Clevenger has agreed to make restitution to the City of Morton. She is receiving credit for some $8,626 that she deposited to city accounts via ATM machines.

    The FBI and IRS worked with the Washington State Auditor’s Office on the criminal financial investigation.

    Wire fraud is punishable by up to twenty years in prison. Prosecutors have agreed to recommend a three-year prison term. Judge Cartwright is not bound by the recommendation and can impose any sentence allowed by law, after considering the sentencing guidelines and other statutory factors.

    The case is being prosecuted by Assistant United States Attorney Amanda McDowell

    MIL Security OSI

  • MIL-OSI: Athabasca Oil Announces 2025 First Quarter Results Highlighted by 63% Growth in Funds Flow Per Share and Strong Operational Execution Driving a Robust Return of Capital Program

    Source: GlobeNewswire (MIL-OSI)

    CALGARY, Alberta, May 07, 2025 (GLOBE NEWSWIRE) — Athabasca Oil Corporation (TSX: ATH) (“Athabasca” or the “Company”) is pleased to report its first quarter results highlighted by strong operational execution driving robust return of capital with the full completion of its second annual share buyback program. The Company is in an enviable position to weather market volatility with low corporate break-evens, long-life assets and a pristine balance sheet.

    Q1 2025 Consolidated Corporate Results

    • Production: Average production of 37,714 boe/d (98% Liquids), representing 13% (24% per share) growth year over year.
    • Cash Flow: Adjusted Funds Flow of $130 million ($0.25 per share), representing 63% per share growth year over year. Cash Flow from Operating Activities of $123 million. Free Cash Flow of $71 million from Athabasca (Thermal Oil).
    • Capital Program: $63 million total capital expenditures, with $44 million at Leismer as the Company advances the 40,000 bbl/d progressive growth project.

    Operations Highlights

    • Leismer: Production of ~28,000 bbl/d (April 2025) following the start-up of six redrills in the first quarter. Four additional new well pairs will be brought on stream in H2 2025 to maintain production rates at facility capacity.
    • Hangingstone: Production has increased to ~8,900 bbl/d (April 2025) following the start-up of two well pairs. The project continues to deliver meaningful free cash flow generation for the Company.
    • Duvernay Energy: Two multi-well pads (seven gross wells) are slated to be completed post break-up and will continue operational momentum in the Kaybob Duvernay play. Capital is trending ~$10 million lower than the 2025 budget at an estimated ~$75 million.

    Resilient Producer in a Shifting Global Landscape

    • Macro Volatility: Global oil benchmarks have softened in recent months in response to an accelerated OPEC+ supply outlook and evolving U.S. trade policy. Athabasca is uniquely positioned to withstand market volatility and its production is USMCA compliant and exempt from U.S. tariffs.
    • Pristine Balance Sheet & Tax Free Horizon: Athabasca has a Net Cash position of $115 million, strong Liquidity of $438 million (including $305 million cash) and a long dated maturity of 2029 on its term debt. The Company has $2.2 billion of tax pools (~80% high-value and immediately deductible).
    • Low Decline, Long Life Assets: Athabasca is uniquely positioned with a low base corporate decline and the Company expects to maintain Thermal Oil production in 2025 following recent capital projects. Athabasca has a deep inventory across its portfolio including 1,209 MMbbl of Proved plus Probable Thermal Oil reserves and ~444 gross future drilling locations within Duvernay Energy.
    • Low Break-evens: Long-life, low decline assets afford Athabasca with a sustaining capital advantage. The Company’s 2025 Thermal Oil operating break-even is estimated at ~US$32/bbl WTI and the capital program which includes growth initiatives is fully funded within cash flow down to ~US$48/bbl WTI for the balance of the year. The Company estimates long term sustaining capital investment of ~C$8/bbl (five‐year annual average) to hold production flat.
    • Flexible Capital: The Thermal Oil capital projects are flexible, highly economic and have optionality to be recalibrated based on the macroeconomic environment. Duvernay Energy retains significant flexibility on the pace of its operations and is positioned with an independent balance sheet and no near-term land expiries.
    • Sound Heavy Oil Fundamentals: The outlook for Canadian heavy oil remains strong supported by the Trans Mountain Expansion pipeline start-up in May 2024 and sustained global refining demand. This has resulted in tighter and less volatile WCS heavy differentials with spot markets currently trading at ~US$9/bbl. Athabasca is a direct beneficiary of structurally tighter differentials that are forecasted to hold in the coming years.


    Durable Shareholder Returns

    • Full Execution of Second Normal Course Issuer Bid (“NCIB”): On March 17, the Company fully completed its second annual NCIB, returning $289 million to shareholders and purchasing and cancelling 55 million shares.
    • Continued 100% of Free Cash Flow (Thermal Oil) Return to Shareholders through Buybacks in 2025: The Company renewed its third annual NCIB with capacity to repurchase up to 50 million shares. The Company has completed $94 million in share buybacks year to date. Athabasca has reduced its fully diluted share count by ~20% since March 31, 2023.
    • Durable Shareholder Returns: The Company’s capital allocation framework will continue to balance near-term return of capital initiatives for shareholders with a multi-year growth trajectory of cash flow per share. The Company sees significant intrinsic value not reflected in the current share price and intends to remain active with its share buyback strategy.

    Strategic Update and Corporate Guidance

    • Athabasca (Thermal Oil): The Thermal Oil division underpins the Company’s strong Free Cash Flow outlook, with production guidance of 33,500 – 35,500 bbl/d and a ~$250 million capital budget. Athabasca has differentiated and significant unrecovered capital balances on its Thermal Oil Assets that ensure a low Crown royalty framework (~7%1). Leismer is forecasted to remain pre-payout until late 20271 (and beyond with incremental project capital) while Hangingstone is forecasted to remain pre-payout beyond 20301.
    • Consolidated Production Outlook: Athabasca’s consolidated annual production guidance is 37,500 – 39,500 boe/d. Current production is ~40,000 boe/d and with current capital plans the Company is expecting to be at the upper end of guidance and anticipates exiting the year at ~41,000 boe/d.
    • Leismer Progressive Growth: The 2025 program at Leismer includes the tie-in of six redrills and four new well pairs on Pad 10 along with continued pad and facility expansion work for the progressive expansion to 40,000 bbl/d. This expansion project is highly economic (~$25,000/bbl/d capital efficiency) and provides flexibility with interim growth targets to ~32,000 bbl/d and ~35,000 bbl/d before achieving the regulatory approved 40,000 bbl/d capacity.
    • Duvernay Energy Corporation: The 2025 capital program of ~$75 million will continue production momentum in H2 2025 with an exit target of ~6,000 boe/d. Capital activity includes the completion of a 100% working interest (“WI”) three-well pad that was drilled in 2024, the drilling and completion of a 30% WI four-well pad (spud in Q1 2025) and the construction of a gathering system on operated lands. The capital program in Duvernay Energy Corporation is flexible and designed to be self-funded. The Company has a deep inventory of ~444 gross future drilling locations.
    • Free Cash Flow Focus: The Company forecasts consolidated Adjusted Funds Flow between $525 – $550 million1, including $475 – $500 million from its Thermal Oil assets. Every +US$1/bbl move in West Texas Intermediate (“WTI”) and Western Canadian Select (“WCS”) heavy oil impacts annual Adjusted Funds Flow by ~$10 million and ~$17 million, respectively. The 2025 Thermal Oil capital program, including growth initiatives, is fully funded within cash flow down to ~US$48 WTI for the balance of the year. Duvernay Energy is independently funded through its balance sheet and cash flow.
    • Capital Allocation Discipline: Athabasca has demonstrated its business resiliency and prudent management through past commodity cycles. The Company is nimble with respect to its operating plans and has levers available to adjust to a volatile macro environment. Preserving a pristine balance sheet is paramount to the strategy.
    • Steadfast Focus on Cash Flow Per Share Growth: The Company forecasts ~20% compounded annual cash flow per share1 growth between 2025 – 2029 driven by investing in attractive capital projects and prioritizing share buybacks with free cash flow.

    Footnote: Refer to the “Reader Advisory” section within this news release for additional information on Non‐GAAP Financial Measures (e.g. Adjusted Funds Flow, Free Cash Flow, Net Cash, Liquidity) and production disclosure.

    12025 pricing assumptions: US$70 WTI, US$12.50 WCS heavy differential, C$2 AECO, and 0.725 C$/US$ FX.

    Annual Shareholders Meeting

    Athabasca will be hosting its Annual General Meeting of Shareholders (“Meeting”) on Thursday, May 8, 2025 at 8:00 am (MT). The Meeting will be hosted virtually and shareholders and guests can listen via live webcast with details available at:

           https://www.atha.com/investors/presentation-events.html

    Financial and Operational Highlights

      Three months ended
    March 31,
    ($ Thousands, unless otherwise noted) 2025     2024  
    CORPORATE CONSOLIDATED(1)      
    Petroleum and natural gas production (boe/d)(2)   37,714       33,470  
    Petroleum, natural gas and midstream sales $ 367,844     $ 311,116  
    Operating Income(2) $ 145,590     $ 105,135  
    Operating Income Net of Realized Hedging(2)(3) $ 143,947     $ 106,580  
    Operating Netback ($/boe)(2) $ 44.07     $ 35.78  
    Operating Netback Net of Realized Hedging ($/boe)(2)(3) $ 43.57     $ 36.27  
    Capital expenditures $ 63,333     $ 76,011  
    Cash flow from operating activities $ 123,353     $ 76,638  
    per share – basic $ 0.24     $ 0.14  
    Adjusted Funds Flow(2) $ 129,675     $ 87,772  
    per share – basic $ 0.25     $ 0.15  
    ATHABASCA (THERMAL OIL)      
    Bitumen production (bbl/d)(2)   34,742       31,536  
    Petroleum, natural gas and midstream sales $ 362,375     $ 305,041  
    Operating Income(2) $ 135,316     $ 100,449  
    Operating Netback ($/bbl)(2) $ 44.56     $ 36.36  
    Capital expenditures $ 50,376     $ 42,119  
    Adjusted Funds Flow(2) $ 121,353     $ 83,713  
    Free Cash Flow(2) $ 70,977     $ 41,594  
    DUVERNAY ENERGY(1)      
    Petroleum and natural gas production (boe/d)(2)   2,972       1,934  
    Percentage Liquids (%)(2) 73 %   72 %
    Petroleum, natural gas and midstream sales $ 17,619     $ 11,538  
    Operating Income(2) $ 10,274     $ 4,686  
    Operating Netback ($/boe)(2) $ 38.42     $ 26.63  
    Capital expenditures $ 12,957     $ 33,892  
    Adjusted Funds Flow(2) $ 8,322     $ 4,059  
    Free Cash Flow(2) $ (4,635 )   $ (29,833 )
    NET INCOME AND COMPREHENSIVE INCOME      
    Net income and comprehensive income(4) $ 72,004     $ 38,609  
    per share – basic(4) $ 0.14     $ 0.07  
    per share – diluted(4) $ 0.14     $ 0.07  
    COMMON SHARES OUTSTANDING      
    Weighted average shares outstanding – basic   514,257,036       567,076,940  
    Weighted average shares outstanding – diluted   519,227,432       577,106,504  
      March 31,   December 31,  
    As at ($ Thousands) 2025   2024  
    LIQUIDITY AND BALANCE SHEET (CONSOLIDATED)        
    Cash and cash equivalents $ 304,538   $ 344,836  
    Available credit facilities(5) $ 133,074   $ 136,324  
    Face value of term debt $ 200,000   $ 200,000  

    (1) Corporate Consolidated and Duvernay Energy reflect gross production and financial metrics before taking into consideration Athabasca’s 70% equity interest in Duvernay Energy.
    (2) Refer to the “Advisories and Other Guidance” section within this News Release for additional information on Non-GAAP Financial Measures and production disclosure.
    (3) Includes realized commodity risk management loss of $1.6 million for the three months ended March 31, 2025 (three months ended March 31, 2024 – gain of $1.4 million).
    (4) Net income and comprehensive income per share amounts are based on net income and comprehensive income attributable to shareholders of the Parent Company.
    (5) Includes available credit under Athabasca’s and Duvernay Energy’s Credit Facilities and Athabasca’s Unsecured Letter of Credit Facility.

    Athabasca (Thermal Oil) Q1 2025 Highlights and Operations Update

    • Production: First quarter production of 34,742 bbl/d (27,025 bbl/d at Leismer & 7,717 bbl/d at Hangingstone).
    • Cash Flow: Adjusted Funds Flow of $121.4 million; Operating Income of $135.3 million with an Operating Netback of $44.56/bbl ($46.24/bbl at Leismer & $38.43/bbl at Hangingstone).
    • Capital Program: $50.4 million of capital expenditures in Q1, with $43.7 million at Leismer as the Company advances the 40,000 bbl/d progressive growth project.
    • Free Cash Flow: $71.0 million of Free Cash Flow supporting 100% return of capital commitment.


    Leismer

    In Q1 2025, the Company brought six extended redrills on Pad L1 (1,000 – 1,700 meter laterals) on production supporting current production of ~28,000 bbl/d (April 2025). The redrills target bypass pay on legacy pads with initial production rates between 400 – 1,000 bbl/d per well. In 2024, the Company drilled an additional four well pairs on Pad L10 that will maintain production rates at facility capacity for the balance of 2025. Another six well pairs will be drilled in H2 2025.

    Activity at Leismer remains focused on advancing progressive growth to 40,000 bbl/d by the end of 2027. The project cost is estimated at $300 million generating a capital efficiency of approximately $25,000/bbl/d. The $300 million will be spent between 2025 and 2027 and includes an estimated $190 million for facility capital and an estimated $110 million for growth wells. The project remains on budget and on schedule with the original sanction plans announced in July 2024. The progressive build provides flexibility with interim growth targets to ~32,000 bbl/d and ~35,000 bbl/d before achieving the regulatory approved 40,000 bbl/d capacity. This winter the Company completed regional infrastructure to Pad L10 and L11 including lease site construction, delineation drilling and pipeline looping. The project scope includes the installation of two new steam generators that were countercyclically acquired during a prior commodity down cycle.

    Leismer is forecasted to remain pre-payout from a crown royalty perspective until late 20271.

    Hangingstone

    At Hangingstone two extended reach sustaining well pairs (~1,400 meter average laterals) drilled in 2024 were placed on production in March supporting current production of ~8,900 bbl/d (April 2025). These are the first wells drilled at the project since 2015. The new well pairs have ramped up faster than anticipated, benefiting from favorable reservoir temperatures and pressure supported by offsetting wells. Early performance has exceeded expectations with initial production rates of 800 – 1,000 bbl/d per well.

    Hangingstone continues to deliver meaningful cash flow contributions to the Company and also has a pre-payout crown royalty structure beyond 20301.

    Duvernay Energy Corporation Q1 2025 Highlights and Operations Update

    • Production: First quarter production of 2,972 boe/d (73% Liquids).
    • Cash Flow: Adjusted Funds Flow of $8.3 million with an Operating Netback of $38.42/boe.
    • Capital Program: $13.0 million of capital expenditures included spudding a 30% WI four-well pad and constructing a strategic gathering system.  

    Q1 activity included spudding a four well pad (30% working interest) with average laterals of ~5,000 meters and construction of strategic gathering system connecting its newly operated assets with the Company’s existing operated infrastructure on the joint venture acreage. Completion operations will be phased through the balance of the year with the four well pad (30% WI) expected to be completed in Q3 and three well pad (100% WI) in early Fall. The Company expects to exit the year at ~6,000 boe/d.

    Production from wells drilled in 2024 continue to validate DEC’s type curve expectations. The five wells placed on production have averaged IP30’s of ~1,200 boe/d per well (86% Liquids) and IP90s of ~940 boe/d (86% Liquids) per well.

    2025 capital is trending ~$10 million lower than original budget and is estimated at ~$75 million, reflecting disciplined execution. Duvernay Energy retains significant operational flexibility with no near-term land expiries and the ability to adjust spending in response to commodity price movements.

    About Athabasca Oil Corporation

    Athabasca Oil Corporation is a Canadian energy company with a focused strategy on the development of thermal and light oil assets. Situated in Alberta’s Western Canadian Sedimentary Basin, the Company has amassed a significant land base of extensive, high quality resources. Athabasca’s light oil assets are held in a private subsidiary (Duvernay Energy Corporation) in which Athabasca owns a 70% equity interest. Athabasca’s common shares trade on the TSX under the symbol “ATH”. For more information, visit www.atha.com.

    For more information, please contact:    
    Matthew Taylor   Robert Broen
    Chief Financial Officer   President and CEO
    1-403-817-9104   1-403-817-9190
    mtaylor@atha.com   rbroen@atha.com
         

    Reader Advisory:

    This News Release contains forward-looking information that involves various risks, uncertainties and other factors. All information other than statements of historical fact is forward-looking information. The use of any of the words “anticipate”, “plan”, “project”, “continue”, “maintain”, “may”, “estimate”, “expect”, “will”, “target”, “forecast”, “could”, “intend”, “potential”, “guidance”, “outlook” and similar expressions suggesting future outcome are intended to identify forward-looking information. The forward-looking information is not historical fact, but rather is based on the Company’s current plans, objectives, goals, strategies, estimates, assumptions and projections about the Company’s industry, business and future operating and financial results. This information involves 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 information. No assurance can be given that these expectations will prove to be correct and such forward-looking information included in this News Release should not be unduly relied upon. This information speaks only as of the date of this News Release. In particular, this News Release contains forward-looking information pertaining to, but not limited to, the following: our strategic plans; the allocation of future capital; timing and quantum for shareholder returns including share buybacks; the terms of our NCIB program; our drilling plans and capital efficiencies; production growth to expected production rates and estimated sustaining capital amounts; timing of Leismer’s and Hangingstone’s pre-payout royalty status; applicability of tax pools; exemption from U.S. tariffs; Adjusted Funds Flow and Free Cash Flow over various periods; type well economic metrics; number of drilling locations; forecasted daily production and the composition of production; break-even metrics, our outlook in respect of the Company’s business environment, including in respect of commodity pricing; and other matters.

    In addition, information and statements in this News Release relating to “Reserves” and “Resources” are deemed to be forward-looking information, as they involve the implied assessment, based on certain estimates and assumptions, that the reserves and resources described exist in the quantities predicted or estimated, and that the reserves and resources described can be profitably produced in the future. With respect to forward-looking information contained in this News Release, assumptions have been made regarding, among other things: commodity prices; the regulatory framework governing royalties, taxes and environmental matters in the jurisdictions in which the Company conducts and will conduct business and the effects that such regulatory framework will have on the Company, including on the Company’s financial condition and results of operations; the Company’s financial and operational flexibility; the Company’s financial sustainability; Athabasca’s cash flow break-even commodity price; the Company’s ability to obtain qualified staff and equipment in a timely and cost-efficient manner; the applicability of technologies for the recovery and production of the Company’s reserves and resources; future capital expenditures to be made by the Company; future sources of funding for the Company’s capital programs; the Company’s future debt levels; future production levels; the Company’s ability to obtain financing and/or enter into joint venture arrangements, on acceptable terms; operating costs; compliance of counterparties with the terms of contractual arrangements; impact of increasing competition globally; collection risk of outstanding accounts receivable from third parties; geological and engineering estimates in respect of the Company’s reserves and resources; recoverability of reserves and resources; the geography of the areas in which the Company is conducting exploration and development activities and the quality of its assets. Certain other assumptions related to the Company’s Reserves and Resources are contained in the report of McDaniel & Associates Consultants Ltd. (“McDaniel”) evaluating Athabasca’s Proved Reserves, Probable Reserves and Contingent Resources as at December 31, 2024 (which is respectively referred to herein as the “McDaniel Report”).

    Actual results could differ materially from those anticipated in this forward-looking information as a result of the risk factors set forth in the Company’s Annual Information Form (“AIF”) dated March 5, 2025 available on SEDAR at www.sedarplus.ca, including, but not limited to: weakness in the oil and gas industry; exploration, development and production risks; prices, markets and marketing; market conditions; trade relations and tariffs; climate change and carbon pricing risk; statutes and regulations regarding the environment including deceptive marketing provisions; regulatory environment and changes in applicable law; gathering and processing facilities, pipeline systems and rail; reputation and public perception of the oil and gas sector; environment, social and governance goals; political uncertainty; state of capital markets; ability to finance capital requirements; access to capital and insurance; abandonment and reclamation costs; changing demand for oil and natural gas products; anticipated benefits of acquisitions and dispositions; royalty regimes; foreign exchange rates and interest rates; reserves; hedging; operational dependence; operating costs; project risks; supply chain disruption; financial assurances; diluent supply; third party credit risk; indigenous claims; reliance on key personnel and operators; income tax; cybersecurity; advanced technologies; hydraulic fracturing; liability management; seasonality and weather conditions; unexpected events; internal controls; limitations and insurance; litigation; natural gas overlying bitumen resources; competition; chain of title and expiration of licenses and leases; breaches of confidentiality; new industry related activities or new geographical areas; water use restrictions and/or limited access to water; relationship with Duvernay Energy Corporation; management estimates and assumptions; third-party claims; conflicts of interest; inflation and cost management; credit ratings; growth management; impact of pandemics; ability of investors resident in the United States to enforce civil remedies in Canada; and risks related to our debt and securities. All subsequent forward-looking information, whether written or oral, attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements.

    Also included in this News Release are estimates of Athabasca’s 2025 outlook which are based on the various assumptions as to production levels, commodity prices, currency exchange rates and other assumptions disclosed in this News Release. To the extent any such estimate constitutes a financial outlook, it was approved by management and the Board of Directors of Athabasca and is included to provide readers with an understanding of the Company’s outlook. Management does not have firm commitments for all of the costs, expenditures, prices or other financial assumptions used to prepare the financial outlook or assurance that such operating results will be achieved and, accordingly, the complete financial effects of all of those costs, expenditures, prices and operating results are not objectively determinable. The actual results of operations of the Company and the resulting financial results may vary from the amounts set forth herein, and such variations may be material. The outlook and forward-looking information contained in this New Release was made as of the date of this News release and the Company disclaims any intention or obligations to update or revise such outlook and/or forward-looking information, whether as a result of new information, future events or otherwise, unless required pursuant to applicable law.

    Oil and Gas Information

    “BOEs” may be misleading, particularly if used in isolation. A BOE conversion ratio of six thousand cubic feet of natural gas to one barrel of oil equivalent (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. As the value ratio between natural gas and crude oil based on the current prices of natural gas and crude oil 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.

    Initial Production Rates 

    Test Results and Initial Production Rates: The well test results and initial production rates provided herein should be considered to be preliminary, except as otherwise indicated. Test results and initial production rates disclosed herein may not necessarily be indicative of long-term performance or of ultimate recovery.

    Reserves Information

    The McDaniel Report was prepared using the assumptions and methodology guidelines outlined in the COGE Handbook and in accordance with National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities, effective December 31, 2024. There are numerous uncertainties inherent in estimating quantities of bitumen, light crude oil and medium crude oil, tight oil, conventional natural gas, shale gas and natural gas liquids reserves and the future cash flows attributed to such reserves. The reserve and associated cash flow information set forth above are estimates only. In general, estimates of economically recoverable reserves and the future net cash flows therefrom are based upon a number of variable factors and assumptions, such as historical production from the properties, production rates, ultimate reserve recovery, timing and amount of capital expenditures, marketability of oil and natural gas, royalty rates, the assumed effects of regulation by governmental agencies and future operating costs, all of which may vary materially. For those reasons, estimates of the economically recoverable reserves attributable to any particular group of properties, classification of such reserves based on risk of recovery and estimates of future net revenues associated with reserves prepared by different engineers, or by the same engineers at different times, may vary. The Company’s actual production, revenues, taxes and development and operating expenditures with respect to its reserves will vary from estimates thereof and such variations could be material. Reserves figures described herein have been rounded to the nearest MMbbl or MMboe. For additional information regarding the consolidated reserves and information concerning the resources of the Company as evaluated by McDaniel in the McDaniel Report, please refer to the Company’s AIF.

    Reserve Values (i.e. Net Asset Value) is calculated using the estimated net present value of all future net revenue from our reserves, before income taxes discounted at 10%, as estimated by McDaniel effective December 31, 2024 and based on average pricing of McDaniel, Sproule and GLJ as of January 1, 2025.

    The 444 gross Duvernay drilling locations referenced include: 87 proved undeveloped locations and 85 probable undeveloped locations for a total of 172 booked locations with the balance being unbooked locations. Proved undeveloped locations and probable undeveloped locations are booked and derived from the Company’s most recent independent reserves evaluation as prepared by McDaniel as of December 31, 2024 and account for drilling locations that have associated proved and/or probable reserves, as applicable. Unbooked locations are internal management estimates. Unbooked locations do not have attributed reserves or resources (including contingent or prospective). Unbooked locations have been identified by management as an estimation of Athabasca’s multi-year drilling activities expected to occur over the next two decades based on evaluation of applicable geologic, seismic, engineering, production and reserves information. There is no certainty that the Company will drill all unbooked drilling locations and if drilled there is no certainty that such locations will result in additional oil and gas reserves, resources or production. The drilling locations on which the Company will actually drill wells, including the number and timing thereof is ultimately dependent upon the availability of funding, commodity prices, provincial fiscal and royalty policies, costs, actual drilling results, additional reservoir information that is obtained and other factors.

    Non-GAAP and Other Financial Measures, and Production Disclosure

    The “Corporate Consolidated Adjusted Funds Flow”, “Corporate Consolidated Adjusted Funds Flow per Share”, “Athabasca (Thermal Oil) Adjusted Funds Flow”, “Duvernay Energy Adjusted Funds Flow”, “Corporate Consolidated Free Cash Flow”, “Athabasca (Thermal Oil) Free Cash Flow”, “Duvernay Energy Free Cash Flow”, “Corporate Consolidated Operating Income”, “Corporate Consolidated Operating Income Net of Realized Hedging”, “Athabasca (Thermal Oil) Operating Income”, “Duvernay Energy Operating Income”, “Corporate Consolidated Operating Netback”, “Corporate Consolidated Operating Netback Net of Realized Hedging”, “Athabasca (Thermal Oil) Operating Netback”, “Duvernay Energy Operating Netback” and “Cash Transportation and Marketing Expense” financial measures contained in this News Release do not have standardized meanings which are prescribed by IFRS and they are considered to be non-GAAP financial measures or ratios. These measures may not be comparable to similar measures presented by other issuers and should not be considered in isolation with measures that are prepared in accordance with IFRS. Net Cash and Liquidity are supplementary financial measures. The Leismer and Hangingstone operating results are supplementary financial measures that when aggregated, combine to the Athabasca (Thermal Oil) segment results.

    Adjusted Funds Flow, Adjusted Funds Flow Per Share and Free Cash Flow

    Adjusted Funds Flow and Free Cash Flow are non-GAAP financial measures and are not intended to represent cash flow from operating activities, net earnings or other measures of financial performance calculated in accordance with IFRS. The Adjusted Funds Flow and Free Cash Flow measures allow management and others to evaluate the Company’s ability to fund its capital programs and meet its ongoing financial obligations using cash flow internally generated from ongoing operating related activities. Adjusted Funds Flow per share is a non-GAAP financial ratio calculated as Adjusted Funds Flow divided by the applicable number of weighted average shares outstanding. Adjusted Funds Flow and Free Cash Flow are calculated as follows:

      Three months ended
    March 31, 2025
     
    ($ Thousands) Athabasca
    (Thermal Oil)
      Duvernay Energy(1)   Corporate Consolidated(1)  
    Cash flow from operating activities $ 113,427   $ 9,926   $ 123,353  
    Changes in non-cash working capital   7,230     (1,612 )   5,618  
    Settlement of provisions   696     8     704  
    ADJUSTED FUNDS FLOW   121,353     8,322     129,675  
    Capital expenditures   (50,376 )   (12,957 )   (63,333 )
    FREE CASH FLOW $ 70,977   $ (4,635 ) $ 66,342  

    (1) Duvernay Energy and Corporate Consolidated reflect gross financial metrics before taking into consideration Athabasca’s 70% equity interest in Duvernay Energy.

      Three months ended
    March 31, 2024
     
    ($ Thousands) Athabasca
    (Thermal Oil)
      Duvernay Energy(1)   Corporate Consolidated(1)  
    Cash flow from operating activities $ 72,730   $ 3,908   $ 76,638  
    Changes in non-cash working capital   9,382     149     9,531  
    Settlement of provisions   1,601     2     1,603  
    ADJUSTED FUNDS FLOW   83,713     4,059     87,772  
    Capital expenditures   (42,119 )   (33,892 )   (76,011 )
    FREE CASH FLOW $ 41,594   $ (29,833 ) $ 11,761  

    (1) Duvernay Energy and Corporate Consolidated reflect gross financial metrics before taking into consideration Athabasca’s 70% equity interest in Duvernay Energy.

    Duvernay Energy Operating Income and Operating Netback

    The non-GAAP measure Duvernay Energy Operating Income in this News Release is calculated by subtracting the Duvernay Energy royalties, operating expenses and transportation & marketing expenses from petroleum and natural gas sales which is the most directly comparable GAAP measure. The Duvernay Energy Operating Netback per boe is a non-GAAP financial ratio calculated by dividing the Duvernay Energy Operating Income by the Duvernay Energy production. The Duvernay Energy Operating Income and the Duvernay Energy Operating Netback measures allow management and others to evaluate the production results from the Company’s Duvernay Energy assets.

    The Duvernay Energy Operating Income is calculated using the Duvernay Energy Segments GAAP results, as follows:

      Three months ended
    March 31,
     
    ($ Thousands, unless otherwise noted) 2025   2024  
    Petroleum and natural gas sales $ 17,619   $ 11,538  
    Royalties   (2,761 )   (2,314 )
    Operating expenses   (3,786 )   (3,640 )
    Transportation and marketing   (798 )   (898 )
    DUVERNAY ENERGY OPERATING INCOME(1) $ 10,274   $ 4,686  

    Athabasca (Thermal Oil) Operating Income and Operating Netback

    The non-GAAP measure Athabasca (Thermal Oil) Operating Income in this News Release is calculated by subtracting the Athabasca (Thermal Oil) segments cost of diluent blending, royalties, operating expenses and cash transportation & marketing expenses from heavy oil (blended bitumen) and midstream sales which is the most directly comparable GAAP measure. The Athabasca (Thermal Oil) Operating Netback per bbl is a non-GAAP financial ratio calculated by dividing the respective projects Operating Income by its respective bitumen sales volumes. The Athabasca (Thermal Oil) Operating Income and the Athabasca (Thermal Oil) Operating Netback measures allow management and others to evaluate the production results from the Athabasca (Thermal Oil) assets.

    The Athabasca (Thermal Oil) Operating Income is calculated using the Athabasca (Thermal Oil) Segments GAAP results, as follows:

      Three months ended
    March 31,
     
    ($ Thousands, unless otherwise noted) 2025   2024  
    Heavy oil (blended bitumen) and midstream sales $ 362,375   $ 305,041  
    Cost of diluent   (152,132 )   (133,860 )
    Total bitumen and midstream sales   210,243     171,181  
    Royalties   (15,964 )   (11,537 )
    Operating expenses – non-energy   (24,887 )   (23,125 )
    Operating expenses – energy   (13,507 )   (16,558 )
    Transportation and marketing(1)   (20,569 )   (19,512 )
    ATHABASCA (THERMAL OIL) OPERATING INCOME(2) $ 135,316   $ 100,449  

    (1) Transportation and marketing excludes non-cash costs of $0.6 million for the three months ended March 31, 2025 (three months ended March 31, 2024 – $0.6 million).

    Corporate Consolidated Operating Income and Corporate Consolidated Operating Income Net of Realized Hedging and Operating Netbacks

    The non-GAAP measures of Corporate Consolidated Operating Income including or excluding realized hedging in this News Release are calculated by adding or subtracting realized gains (losses) on commodity risk management contracts (as applicable), royalties, the cost of diluent blending, operating expenses and cash transportation & marketing expenses from petroleum, natural gas and midstream sales which is the most directly comparable GAAP measure. The Corporate Consolidated Operating Netbacks including or excluding realized hedging per boe are non-GAAP ratios calculated by dividing Corporate Consolidated Operating Income including or excluding hedging by the total sales volumes and are presented on a per boe basis. The Corporate Consolidated Operating Income and Corporate Consolidated Operating Netbacks including or excluding realized hedging measures allow management and others to evaluate the production results from the Company’s Duvernay Energy and Athabasca (Thermal Oil) assets combined together including the impact of realized commodity risk management gains or losses (as applicable).

      Three months ended
    March 31,
     
    ($ Thousands, unless otherwise noted) 2025   2024  
    Petroleum, natural gas and midstream sales(1) $ 379,994   $ 316,579  
    Royalties   (18,725 )   (13,851 )
    Cost of diluent(1)   (152,132 )   (133,860 )
    Operating expenses   (42,180 )   (43,323 )
    Transportation and marketing(2)   (21,367 )   (20,410 )
    Operating Income(3)   145,590     105,135  
    Realized gain (loss) on commodity risk mgmt. contracts   (1,643 )   1,445  
    OPERATING INCOME NET OF REALIZED HEDGING(3) $ 143,947   $ 106,580  

    (1) Non-GAAP measure includes intercompany NGLs (i.e. condensate) sold by the Duvernay Energy segment to the Athabasca (Thermal Oil) segment for use as diluent that is eliminated on consolidation.
    (2) Transportation and marketing excludes non-cash costs of $0.6 million for the three months ended March 31, 2025 (three months ended March 31, 2024 – $0.6 million).

    Cash Transportation and Marketing Expense

    The Cash Transportation and Marketing Expense financial measures contained in this News Release are calculated by subtracting the non-cash transportation and marketing expense as reported in the Consolidated Statement of Cash Flows from the transportation and marketing expense as reported in the Consolidated Statement of Income (Loss) and are considered to be non-GAAP financial measures.

    Net Cash

    Net Cash is defined as the face value of term debt, plus accounts payable and accrued liabilities, plus current portion of provisions and other liabilities plus income tax payable less current assets, excluding risk management contracts.

    Liquidity

    Liquidity is defined as cash and cash equivalents plus available credit capacity.

    Production volumes details

        Three months ended
    March 31,
     
    Production   2025   2024  
    Duvernay Energy:          
    Oil and condensate NGLs(1) bbl/d   1,839     1,205  
    Other NGLs bbl/d   326     180  
    Natural gas(2) mcf/d   4,844     3,291  
    Total Duvernay Energy boe/d   2,972     1,934  
    Total Thermal Oil bitumen bbl/d   34,742     31,536  
    Total Company production boe/d   37,714     33,470  

    (1) Comprised of 99% or greater of tight oil, with the remaining being light and medium crude oil.
    (2) Comprised of 99% or greater of shale gas, with the remaining being conventional natural gas.

    This News Release also makes reference to Athabasca’s forecasted average daily Thermal Oil production of 33,500 ‐ 35,500 bbl/d for 2025. Athabasca expects that 100% of that production will be comprised of bitumen. Duvernay Energy’s forecasted total average daily production of ~4,000 boe/d for 2025 is expected to be comprised of approximately 68% tight oil, 23% shale gas and 9% NGLs.

    Liquids is defined as bitumen, light crude oil, medium crude oil and natural gas liquids.

    Break Even is an operating metric that calculates the US$WTI oil price required to fund operating costs (Operating Break-even), sustaining capital (Sustaining Break-even), or growth capital (Total Capital) within Adjusted Funds Flow.

    Footnote: Refer to the “Reader Advisory” section within this news release for additional information on Non‐GAAP Financial Measures (e.g. Adjusted Funds Flow, Free Cash Flow, Net Cash, Liquidity) and production disclosure.

    1 2025 pricing assumptions: US$70 WTI, US$12.50 WCS heavy differential, C$2 AECO, and 0.725 C$/US$ FX.

    The MIL Network

  • MIL-OSI: Petrus Resources Announces First Quarter 2025 Financial and Operating Results

    Source: GlobeNewswire (MIL-OSI)

    CALGARY, Alberta, May 07, 2025 (GLOBE NEWSWIRE) — Petrus Resources Ltd. (“Petrus” or the “Company”) (TSX: PRQ) is pleased to report financial and operating results as at and for the three months ended March 31, 2025.

    Q1 2025 HIGHLIGHTS:

    • Capital Activity – Invested $17.3 million in capital during the quarter. Approximately 60% was directed toward the drilling, completing and tie-in of 7 gross (4.1 net) wells. Most of the remaining capital expenditures went to the construction of a 12-kilometer expansion of the North Ferrier pipeline, an infrastructure investment designed to enhance access to high quality undeveloped lands and enable cost-effective transportation of natural gas to Petrus’ operated Ferrier gas plant. Of the wells drilled in the quarter, 5 will flow through the North Ferrier pipeline.
    • Production – Average production was 8,929 boe/d(1) in the first quarter of 2025, relatively flat compared to 9,066 boe/d in the fourth quarter of 2024.
    • Commodity Prices – Total realized price was $29.35/boe, up 11% from $26.45/boe in the fourth quarter of 2024, primarily due to improved natural gas pricing.
    • Funds Flow(2) Generated funds flow of $12.5 million ($0.10 per share(3)) in the first quarter of 2025, solidifying the gains realized in the fourth quarter of 2024.
    • Dividends – Paid regular monthly dividend of $0.01 per share, for a total of $3.8 million, during the first quarter of 2025. Shareholders chose to reinvest $2.6 million under the Company’s dividend reinvestment plan resulting in the issue of 2,005,522 common shares.
    • Net Debt(2) Net debt increased to $66.0 million as at March 31, 2025, and net debt to annualized funds flow ratio(3) increased to 1.3x. This increase was due to high capital spending in Q1, which was required to take advantage of time-sensitive strategic opportunities. Net debt is expected to decline in the second half of the year and is forecast to return to our 2025 guidance target of $60 million by year-end.

    OUTLOOK(4)

    The 2025 capital program began early in the year and remains on schedule. Drilling operations are continuing through spring breakup. Completion activities on the remaining uncompleted first quarter wells are under way and production is expected to come online later in May. The 12 kilometer North Ferrier pipeline extension is expected to be operational in May with both Petrus and third-party volumes flowing to the Ferrier gas plant.

    For the remainder of 2025, Petrus has hedged approximately 56% of its forecasted production at an average price of $2.67/GJ for natural gas and CAD$94.75/bbl for oil. This strategic approach positions the Company to achieve its guidance targets and maintain financial stability. As always, Petrus is prepared to adapt its capital program in response to market dynamics, remaining focused on delivering sustainable returns to shareholders.

    FIRST QUARTER 2025 CONFERENCE CALL

    Date and Time: May 8, 2025, 11:00 a.m. (Mountain Time)
    Please refer to the events page on Petrus’ website for conference call details and links: www.petrusresources.com/events

    ANNUAL GENERAL MEETING
    The Company’s Annual General Meeting will be held at Suite #1110, 240 4th Ave SW Calgary, Alberta, on Wednesday May 21, 2025 at 1:30 p.m. (Mountain Time).
    Please refer to the events page on Petrus’ website for AGM details and links: www.petrusresources.com/events

    An updated corporate presentation can be found on the Company’s website at www.petrusresources.com

    For further information, please contact:
    Ken Gray, P.Eng.
    President and Chief Executive Officer
    T: (403) 930-0889
    E: kgray@petrusresources.com

    (1)Disclosure of production on a per boe basis consists of the constituent product types and their respective quantities. Refer to “BOE Presentation” and “Production and Product Type Information” for further details.
    (2)Non-GAAP financial measure. Refer to “Non-GAAP and Other Financial Measures”.
    (3)Non-GAAP ratio. Refer to “Non-GAAP and Other Financial Measures”.
    (4)Refer to “Advisories – Forward-Looking Statements”.

    SELECTED FINANCIAL INFORMATION

    OPERATIONS Three months ended

    Mar. 31, 2025

    Three months ended

    Mar. 31, 2024

    Three months ended

    Dec. 31, 2024

    Three months ended

    Sept. 30, 2024

    Three months ended

    Jun. 30, 2024

    Average Production          
    Natural gas (mcf/d) 35,689   40,174   36,178   37,368   38,908  
    Oil and condensate(1) (bbl/d) 1,202   1,529   1,226   1,522   1,322  
    NGLs (bbl/d) 1,777   1,557   1,810   1,464   1,664  
    Total (boe/d) 8,929   9,783   9,066   9,215   9,471  
    Total (boe)(1) 803,498   890,267   834,111   847,760   861,838  
    Liquids weighting 33 % 32 % 33 % 32 % 32 %
    Realized Prices          
    Natural gas ($/mcf) 2.25   2.54   1.61   0.80   1.41  
    Oil and condensate(1)($/bbl) 92.73   90.38   93.60   90.80   103.77  
    NGLs ($/bbl) 39.54   43.09   36.90   36.81   37.25  
    Total realized price ($/boe) 29.35   31.42   26.45   24.07   26.81  
    Royalty income 0.06   0.07   0.03   0.05   0.05  
    Royalty expense (3.36 ) (3.89 ) (3.85 ) (3.06 ) (3.83 )
    Net oil and natural gas revenue ($/boe) 26.05   27.60   22.63   21.06   23.03  
    Operating expense (6.76 ) (6.76 ) (5.89 ) (6.10 ) (4.96 )
    Transportation expense (1.65 ) (1.81 ) (1.44 ) (1.46 ) (1.46 )
    Operating netback(2)($/boe) 17.64   19.03   15.30   13.50   16.61  
    Realized gain (loss) on financial derivatives 1.14   2.90   3.04   2.49   (0.36 )
    Other income (cash) 0.02   0.05   1.19   0.09   0.05  
    General & administrative expense (1.41 ) (1.32 ) (2.10 ) (1.43 ) (1.34 )
    Cash finance expense (1.68 ) (1.78 ) (1.83 ) (1.95 ) (1.91 )
    Decommissioning expenditures (0.19 ) (0.61 ) (0.61 ) (0.12 ) (0.72 )
    Funds flow & corporate netback ($/boe)(2) 15.52   18.27   14.99   12.58   12.33  
               
    FINANCIAL (000s except $ per share) Three months ended

    Mar. 31, 2025

    Three months ended

    Mar. 31, 2024

    Three months ended

    Dec. 31, 2024

    Three months ended

    Sept. 30, 2024

    Three months ended

    Jun. 30, 2024

    Oil and natural gas sales 23,630   28,039   22,085   20,446   23,150  
    Net income (loss) (3,088 ) (5,333 ) (4,004 ) 5,302   2,789  
    Net income (loss) per share          
    Basic (0.02 ) (0.04 ) (0.03 ) 0.04   0.02  
    Fully diluted (0.02 ) (0.04 ) (0.03 ) 0.04   0.02  
    Funds flow(2) 12,467   16,272   12,493   10,665   10,628  
    Funds flow per share(2)          
    Basic 0.10   0.13   0.10   0.09   0.09  
    Fully diluted 0.10   0.13   0.10   0.08   0.08  
    Capital expenditures 17,279   12,343   7,705   4,859   6,907  
    Weighted average shares outstanding          
    Basic 126,043   124,299   124,497   124,372   124,290  
    Fully diluted 126,043   124,299   124,497   126,686   126,559  
    As at period end          
    Common shares outstanding          
    Basic 127,469   124,259   125,113   124,372   124,372  
    Fully diluted 138,501   134,484   134,919   134,952   134,919  
    Total assets 427,955   427,574   420,124   421,196   419,584  
    Non-current liabilities 68,176   59,995   65,475   62,869   59,511  
    Net debt(2) 66,009   63,114   60,080   60,423   61,848  

    (1)Disclosure of production on a per boe basis consists of the constituent product types and their respective quantities. Refer to “BOE Presentation” and “Production and Product Type Information” for further details.
    (2)Non-GAAP ratio or non-GAAP financial measure. Refer to “Non-GAAP and Other Financial Measures”.

    NON-GAAP AND OTHER FINANCIAL MEASURES

    This press release makes reference to the terms “operating netback” (on an absolute and $/boe basis), “corporate netback” (on an absolute and $/boe basis), “funds flow” (on an absolute, per share (basic and fully diluted) and $/boe basis), “net debt” and “net debt to annualized funds flow ratio”. These non-GAAP and other financial measures are not recognized measures under GAAP (IFRS) and do not have a standardized meaning prescribed by GAAP (IFRS). Accordingly, the Company’s use of these terms may not be comparable to similarly defined measures presented by other companies. These non-GAAP and other financial measures should not be considered to be more meaningful than GAAP measures which are determined in accordance with IFRS as indicators of our performance. Management uses these non-GAAP and other financial measures for the reasons set forth below.

    Operating Netback
    Operating netback is a common non-GAAP financial measure used in the oil and natural gas industry which is a useful supplemental measure to evaluate the specific operating performance by product type at the oil and natural gas lease level. The most directly comparable GAAP measure to operating netback is oil and natural gas sales. Operating netback is calculated as oil and natural gas sales less royalty expenses, operating expenses and transportation expenses, plus or minus the gain (loss) on risk management activities. See below for a reconciliation of operating netback to oil and natural gas sales.

    Operating netback ($/boe) is a non-GAAP ratio used in the oil and natural gas industry which is a useful supplemental measure to evaluate the specific operating performance by product type at the oil and natural gas lease level. It is calculated as operating netbacks divided by weighted average daily production on a per boe basis. See below.

    Corporate Netback and Funds Flow
    Corporate netback or funds flow is a common non-GAAP financial measure used in the oil and natural gas industry which evaluates the Company’s profitability at the corporate level. Corporate netback and funds flow are used interchangeably. Petrus analyzes these measures on an absolute value and on a per unit (boe) and per share (basic and fully diluted) basis as non-GAAP ratios. Management believes that funds flow and corporate netback provide information to assist a reader in understanding the Company’s profitability relative to current commodity prices. They are calculated as the operating netback less general and administrative expense, less cash finance expense, less decommissioning expenditures, plus or minus other income (cash) and plus or minus the net realized gain (loss) on financial derivatives . See below for a reconciliation of funds flow and corporate netback to oil and natural gas sales.

    Corporate netback ($/boe) or funds flow ($/boe) is a non-GAAP ratio used in the oil and natural gas industry which evaluates the Company’s profitability at the corporate level. Management believes that funds flow ($/boe) or corporate netback ($/boe) provide information to assist a reader in understanding the Company’s profitability relative to current commodity prices. It is calculated as corporate netbacks or funds flow divided by weighted average daily production on a per boe basis. See below.

    Funds flow per share (basic and fully diluted) is comprised of funds flow divided by basic or fully diluted weighted average common shares outstanding.

      Three months ended

     March 31, 2025

    Three months ended

    Dec. 31, 2024

    Three months ended

    Sept. 30, 2024

    Three months ended

    Jun. 30, 2024

    Three months ended

    March 31, 2024

      $000s $/boe $000s $/boe $000s $/boe $000s $/boe $000s $/boe
    Oil and natural gas sales 23,630   29.41   22,085   26.48   20,446   24.12   23,150   26.86   28,039   31.50  
    Royalty expense (2,703 ) (3.36 ) (3,212 ) (3.85 ) (2,593 ) (3.06 ) (3,305 ) (3.83 ) (3,461 ) (3.89 )
    Net oil and natural gas revenue 20,927   26.05   18,873   22.63   17,853   21.06   19,845   23.03   24,578   27.61  
    Transportation expense (1,324 ) (1.65 ) (1,203 ) (1.44 ) (1,239 ) (1.46 ) (1,259 ) (1.46 ) (1,615 ) (1.81 )
    Operating expense (5,429 ) (6.76 ) (4,915 ) (5.89 ) (5,172 ) (6.10 ) (4,271 ) (4.96 ) (6,018 ) (6.76 )
    Operating netback 14,174   17.64   12,755   15.30   11,442   13.50   14,315   16.61   16,945   19.03  
    Realized gain (loss) on financial derivatives 912   1.14   2,539   3.04   2,115   2.49   (307 ) (0.36 ) 2,583   2.90  
    Other income(1) 17   0.02   991   1.19   77   0.09   40   0.05   48   0.05  
    General & administrative expense (1,133 ) (1.41 ) (1,752 ) (2.10 ) (1,209 ) (1.43 ) (1,152 ) (1.34 ) (1,178 ) (1.32 )
    Cash finance expense (1,351 ) (1.68 ) (1,530 ) (1.83 ) (1,657 ) (1.95 ) (1,650 ) (1.91 ) (1,581 ) (1.78 )
    Decommissioning expenditures (152 ) (0.19 ) (510 ) (0.61 ) (103 ) (0.12 ) (618 ) (0.72 ) (545 ) (0.61 )
    Funds flow and corporate netback 12,467   15.52   12,493   14.99   10,665   12.58   10,628   12.33   16,272   18.27  

    (1)Excludes non-cash government grant related to decommissioning expenditures.

    Net Debt

    Net debt is a non-GAAP financial measure and is calculated as the sum of long term debt and working capital (current assets and current liabilities), excluding the current financial derivative contracts and current portion of the lease obligation and decommissioning obligation. Petrus uses net debt as a key indicator of its leverage and strength of its balance sheet. Net debt is reconciled, in the table below, to long-term debt which is the most directly comparable GAAP measure.

    ($000s) As at March 31, 2025 As at Dec. 31, 2024 As at Sept. 30, 2024 As at Jun. 30, 2024 As at Mar. 31, 2024
    Long-term debt 25,000   25,000   25,000   25,000   25,000  
    Current assets (15,763 ) (17,583 ) (20,258 ) (16,333 ) (21,081 )
    Current liabilities 59,788   51,268   48,458   52,379   61,099  
    Current financial derivatives (1,779 ) 2,632   7,690   1,276   (716 )
    Current portion of lease obligation (164 ) (164 ) (230 ) (237 ) (263 )
    Current portion of decommissioning liabilities (1,073 ) (1,073 ) (237 ) (237 ) (925 )
    Net debt 66,009   60,080   60,423   61,848   63,114  


    Net Debt to annualized funds flow ratio

    Net debt to annualized funds flow ratio is a non-GAAP ratio because each of its components is a non-GAAP financial measure. This non-GAAP ratio is used by management as a key indicator of our leverage and the strength of our balance sheet. It is calculated by dividing our net debt at the end of the quarter by the funds flow for the quarter after it is annualized by multiplying it by four. Net debt to annualized fund flow ratio is not a standardized measure and, therefore, may not be comparable with the calculation of similar measures by other entities.

    ADVISORIES

    Basis of Presentation
    Financial data presented above has largely been derived from the Company’s financial statements, prepared in accordance with GAAP which require publicly accountable enterprises to prepare their financial statements using IFRS. Accounting policies adopted by the Company are set out in the notes to the audited consolidated financial statements as at and for the year ended December 31, 2024. The reporting and the measurement currency is the Canadian dollar. All financial information is expressed in Canadian dollars, unless otherwise stated.

    Forward-Looking Statements
    Certain information regarding Petrus set forth in this press release contains forward-looking statements within the meaning of applicable securities law, that involve substantial known and unknown risks and uncertainties. The use of any of the words “anticipate”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “should”, “believe” and similar expressions are intended to identify forward-looking statements. Such statements represent Petrus’ internal projections, estimates, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. These statements are only predictions and actual events or results may differ materially. Although Petrus believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, levels of activity, performance or achievement since such expectations are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors could cause Petrus’ actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, Petrus.

    In particular, forward-looking statements included in this press release include, but are not limited to, statements with respect to: that the investment in the 12-kilometer expansion of the North Ferrier pipeline will enhance access to high quality undeveloped lands and enable cost-effective transportation of natural gas to Petrus’ operated Ferrier gas plant; that 5 of the wells drilled in the quarter will flow through the North Ferrier pipeline; that the completion activities on the uncompleted first quarter wells will begin in May and the anticipated timing of production coming on line; that the 12 kilometer North Ferrier pipeline extension will be operational in May and the anticipated timing and benefits therefrom; that our net debt is expected to decline in the second half of the year and is forecasted to return to our 2025 guidance target of $60 million by year-end; that with our current hedges for 2025, we are positioned to achieve guidance targets and maintain financial stability; that we are able to adjust our capital program in response to market dynamics; and that we are able to remain focused on delivering sustainable returns to shareholders.

    These forward-looking statements are subject to numerous risks and uncertainties, most of which are beyond the Company’s control, including: the risk that (i) the 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 Company, including by decreasing 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; the impact of general economic conditions; volatility in market prices for crude oil, NGL and natural gas; industry conditions; currency fluctuation; changes in interest rates and inflation rates; imprecision of reserve estimates; liabilities inherent in crude oil and natural gas operations; environmental risks; incorrect assessments of the value of acquisitions and exploration and development programs; competition; the lack of availability of qualified personnel or management; changes in income tax laws or changes in tax laws and incentive programs relating to the oil and gas industry; hazards such as fire, explosion, blowouts, cratering, and spills, each of which could result in substantial damage to wells, production facilities, other property and the environment or in personal injury and/or increase our costs, decrease our production, or otherwise impede our ability to operate our business; extreme weather events, such as wild fires, floods, drought and extreme cold or warm temperatures, each of which could result in substantial damage to our assets and/or increase our costs, decrease our production, or otherwise impede our ability to operate our business; stock market volatility; ability to access sufficient capital from internal and external sources; that the amount of dividends that we pay may be reduced or suspended entirely; that we reduce or suspend the repurchase of shares under our NCIB; and the other risks and uncertainties described in our most recently filed annual information form. With respect to forward-looking statements contained in this press release, Petrus has made assumptions regarding: the duration and impact of tariffs that are currently in effect on goods exported from or imported into Canada, and that other than the tariffs that are currently in effect, neither the U.S. nor Canada (i) increases the rate or scope of such tariffs, reenacts tariffs that are currently suspended, or imposes new tariffs, on the import of goods from one country to the other, including on oil and natural gas, and/or (ii) 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; the amount of dividends that we will pay; the number of shares that we will repurchase under our NCIB; future commodity prices and royalty regimes; availability of skilled labour; timing and amount of capital expenditures; future exchange rates; the impact of increasing competition; conditions in general economic and financial markets; availability of drilling and related equipment and services; effects of regulation by governmental agencies; the effects of inflation on our costs and profitability; future interest rates; and future operating costs. Management has included the above summary of assumptions and risks related to forward-looking information provided in this press release in order to provide investors with a more complete perspective on Petrus’ future operations and such information may not be appropriate for other purposes. Petrus’ actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits that the Company will derive therefrom. Readers are cautioned that the foregoing lists of factors are not exhaustive.

    This press release contains future-oriented financial information and financial outlook information (collectively, “FOFI”) about Petrus’ prospective results of operations including, without limitation, that our net debt is expected to decline in the second half of the year and is forecasted to return to our 2025 guidance target of $60 million by year-end, and the percentage of our forecast production for 2025 that is hedged, which are 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 and, as such, undue reliance should not be placed on FOFI. Petrus’ actual results, performance or achievement could differ materially from those expressed in, or implied by, these FOFI, or if any of them do so, what benefits Petrus will derive therefrom. Petrus has included the FOFI in order to provide readers with a more complete perspective on Petrus’ future operations and such information may not be appropriate for other purposes.

    These forward-looking statements and FOFI are made as of the date of this press release and the Company disclaims any intent or obligation to update any forward-looking statements and FOFI, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

    BOE Presentation
    The oil and natural gas industry commonly expresses production volumes and reserves on a barrel of oil equivalent (“boe”) basis whereby natural gas volumes are converted at the ratio of six thousand cubic feet to one barrel of oil. The intention is to sum oil and natural gas measurement units into one basis for improved measurement of results and comparisons with other industry participants. Petrus uses the 6:1 boe measure which is the approximate energy equivalence of the two commodities at the burner tip. Boe’s do not represent an economic value equivalence at the wellhead and therefore may be a misleading measure if used in isolation.

    Production and Product Type Information

    References to crude oil (or oil), natural gas liquids (“NGLs”), natural gas and average daily production in this document refer to the light and medium crude oil, conventional natural gas, and NGLs product types, as applicable, as defined in National Instrument 51-101 (“NI 51-101”), except as noted below.

    NI 51-101 includes condensate within the NGLs product type. The Company has disclosed condensate as combined with crude oil and separately from other NGLs since the price of condensate as compared to other NGLs is currently significantly higher and the Company believes that this crude oil and condensate presentation provides a more accurate description of its operations and results therefrom. Crude oil therefore refers to light oil, medium oil, and condensate. NGLs refers to ethane, propane, butane and pentane combined. Natural gas refers to conventional natural gas.

    Dividend Advisory

    The Company’s future dividends, if any, and the level thereof is uncertain. Any decision to pay dividends on the common shares (including the actual amount, the declaration date, the record date and the payment date in connection therewith) will be subject to the discretion of the Board of Directors and may depend on a variety of factors, including, without limitation the Company’s business performance, financial condition, financial requirements, growth plans, expected capital requirements and other conditions existing at such future time including, without limitation, contractual restrictions and satisfaction of the solvency tests imposed on the Company under applicable corporate law. There can be no assurance that the Company will pay dividends in the future.

    Abbreviations

    $000’s thousand dollars
    $/bbl dollars per barrel
    $/boe dollars per barrel of oil equivalent
    $/GJ dollars per gigajoule
    $/mcf dollars per thousand cubic feet
    bbl barrel
    mbbl thousand barrels
    bbl/d barrels per day
    boe barrel of oil equivalent
    mboe thousand barrel of oil equivalent
    mmboe million barrel of oil equivalent
    boe/d barrel of oil equivalent per day
    GJ gigajoule
    GJ/d gigajoules per day
    mcf thousand cubic feet
    mcf/d thousand cubic feet per day
    mmcf/d million cubic feet per day
    bcf billion cubic feet
    NGLs natural gas liquids
    WTI West Texas Intermediate

    The MIL Network

  • MIL-OSI: The Keg Royalties Income Fund Announces First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    Not for distribution to U.S. News wire services or dissemination in the U.S.

    VANCOUVER, British Columbia, May 07, 2025 (GLOBE NEWSWIRE) — The Keg Royalties Income Fund (the “Fund”) (TSX: KEG.UN) is pleased to announce its financial results for the three months ended March 31, 2025 (the “quarter”).

    HIGHLIGHTS

    • Royalty Pool Sales(1) up 6.9% to $193.8 million for the quarter
    • KRL Average Sales per Operating Week(1) up 7.5% to $144,000 per Operating Week(1) for the quarter
    • KRL Same Store Sales(1) up 9.2% for the quarter
    • Distributable Cash(1) down 10.9% to $0.365/Fund unit for the quarter
    • Paid a special cash distribution of $0.04/Fund unit on January 31, 2025
    • Payout Ratio(2) was up to 77.7% for the quarter

    Royalty Pool Sales reported by the 104 Keg restaurants in the Royalty Pool(1) were $193,776,000 for the first quarter of 2025, an increase of $12,527,000 or 6.9% from the comparable quarter of the prior year. The increase in Royalty Pool Sales during the first quarter of 2025 was primarily due to the increase in Same Store Sales.

    Royalty income increased by $501,000 or 6.9% from $7,250,000 in the three months ended March 31, 2024 to $7,751,000 in the three months ended March 31, 2025.

    Distributable Cash available to pay distributions to public unitholders decreased by $505,000 in the first quarter of 2025 from $4,652,000 ($0.410/Fund unit) to $4,147,000 ($0.365/Fund unit). During the first quarter of 2025, regular cash distributions of $3,222,000 ($0.284/Fund unit) were paid to Fund unitholders, which remained the same as the first quarter of 2024. Additionally, a special cash distribution of $454,000 ($0.04/Fund unit) was declared in December 2024, and was paid to Fund unitholders during the first quarter of 2025, compared to a special cash distribution declared in December 2023 of $908,000 ($0.08/Fund unit), and paid to Fund unitholders in the first quarter of 2024.

    In any reporting period, the Fund’s Distributable Cash is affected, both positively and negatively, by any changes in non-cash Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities(1) balances recognized in that reporting period. The decrease in the Fund’s Distributable Cash in the first quarter of 2025, was primarily attributable to the negative effects of changes in non-cash Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities balances during the first quarter of 2025.

    The Payout Ratio was 77.7% for the first quarter of 2025, compared to 69.3% for the first quarter of 2024.

    The Fund remains financially well positioned with cash on hand of $2,443,000 and a positive Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities balance of $4,132,000 as at March 31, 2025.

    “We are pleased with the financial results of the Fund in the first quarter of 2025, despite the continued challenges facing the full-service restaurant category, including the uncertainty related to potential tariffs,” said Kip Woodward, Chairman of the Fund. “KRL management continues to focus on delivering the best guest dining experience, and we are encouraged by the Keg’s long-term guest loyalty which we always endeavor to earn.”

    “We are pleased with KRL’s sales performance during the first quarter of 2025. Same Store Sales increased 9.2% versus the comparable quarter of 2024,” said Nick Dean, President of KRL. “We believe this is a result of remaining focused on delivering the Keg’s renowned hospitality and providing significant value to our guests,” he concluded.

    (1) This is a non-IFRS supplementary financial measure. Please refer to the “non-GAAP and other financial measures disclosure (NI 52-112)” section of this press release.
    (2) This is a non-IFRS ratio. Please refer to the “non-GAAP and other financial measures disclosure (NI 52-112)” section of this press release.

    NON-GAAP AND OTHER FINANCIAL MEASURES DISCLOSURE (“NI 52-112”)

    NI 52-112 prescribes disclosure requirements that apply to certain Non-IFRS measures known as “specified financial measures”. This press release makes reference to certain non-IFRS measures which provides important information regarding the Fund’s financial performance and ability to pay distributions to unitholders. By considering these non-IFRS measures in combination with IFRS measures, the Fund believes that readers are provided with additional and more useful information about the Fund’s financial performance as opposed to considering IFRS measures alone. The terms “System Sales”, “Royalty Pool”, “Royalty Pool Sales”, “Same Store Sales”, “Operating Weeks”, “Distributable Cash Before SIFT Tax”, “Distributable Cash”, “Payout Ratio”, “Average Sales per Operating Week” and “Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities” are non-IFRS measures and non-IFRS ratios. These non-IFRS measures and ratios reported by the Fund do not have standardized meanings as prescribed by IFRS, and the Fund’s method of calculating these measures may differ and may not be comparable to similar measures reported by other issuers.

    “System Sales” is a non-IFRS supplementary financial measure representing the gross sales of all corporate restaurants owned by Keg Restaurants Ltd. (“KRL”), and the gross sales reported to KRL by franchise restaurants without independent audit, in any period. The total System Sales of KRL are of interest to readers as it best reflects KRL’s overall sales performance.

    “Royalty Pool” is a non-IFRS supplementary financial measure representing a specific pool of Keg restaurants for which System Sales is calculated, obligating KRL to make monthly royalty payments to the Partnership equal to 4% of these gross sales.

    “Royalty Pool Sales” is a non-IFRS supplementary financial measure representing the total gross sales reported by Keg restaurants included in a specified Royalty Pool, for which the Fund receives a royalty of 4% on these reported gross sales in any period.

    “Same Store Sales” is a non-IFRS supplementary financial measure representing the overall increase or decrease in gross sales from a group of Keg restaurants (those restaurants that operated during the entire period of both the current and prior years), compared to gross sales for the same group of restaurants for the same period of the prior year.

    “Operating Weeks” is a non-IFRS supplementary financial measure representing the number of weeks a restaurant is open for in-store dining, without significant capacity restrictions, during a respective period.

    “Distributable Cash Before SIFT Tax” is a non-IFRS supplementary financial measure and is defined as the periodic cash flows from operating activities as reported in the IFRS unaudited condensed consolidated interim financial statements, including the effects of changes in non-cash Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities, plus the Specified Investment Flow-through Trust tax (“SIFT” tax) paid (including current year instalments), less interest and financing fees paid on the term loan, less the Partnership distributions attributable to KRL through its ownership of Class A, B, and D Exchangeable Partnership units (“Exchangeable Partnership units” or “Exchangeable units”) and Class C Partnership units held by KRL.

    “Distributable Cash” is a non-IFRS supplementary financial measure and is defined as the amount of cash available for distribution to the Fund’s public unitholders and is calculated as Distributable Cash Before SIFT Tax, less current year SIFT tax expense. The Fund believes that Distributable Cash, both before and after SIFT tax, provides useful information regarding the amount of cash available for distribution to the Fund’s public unitholders, both before and after SIFT tax, provides useful information regarding the amount of cash available for distribution to the Fund’s public unitholders.

    Payout Ratio” is a non-IFRS ratio and is computed as the ratio of aggregate cash distributions paid during the period plus any special distributions declared or paid during the same period (numerator) to the aggregate Distributable Cash of the period (denominator).

    Average Sales per Operating Week” is a non-IFRS supplementary financial measure and is defined as the sales generated by an average restaurant during those operating weeks when restaurants were fully open for in-store dining, during a respective period. This metric is calculated by dividing total System Sales for any financial period by the total Operating Weeks open during the same financial period.

    “Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities” is a non-IFRS supplementary financial measure and is defined as the Fund’s current assets less current liabilities before Class C and Exchangeable Partnership units. The Fund believes this metric provides useful information to readers as Working Capital Before Classification of Class C and Exchangeable Partnership Units as Current Liabilities represents the Fund’s current working capital amounts expected to be settled for cash within the next twelve months.

    FINANCIAL HIGHLIGHTS

        Three months ended
        March 31,   March 31,
    ($000’s expect per unit amounts – unaudited)   2025   2024
             
    Restaurants in the Royalty Pool     104     105
    Royalty Pool Sales   $ 193,776   $ 181,249
    Royalty income (1)   $ 7,751   $ 7,250
    Interest income (2)     1,070     1,089
    Total income   $ 8,821   $ 8,339
    Administrative expenses (3)     (177)     (113)
    Interest and financing expenses (4)     (194)     (265)
    Operating income   $ 8,450   $ 7,961
    Distributions to KRL(5)     (3,467)     (3,297)
    Profit before fair value gain (loss) and income taxes   $ 4,983   $ 4,664
    Fair value gain (loss) (6)     5,341     (5,069)
    Income tax expense (7)     (1,381)     (1,246)
    Profit (loss) and comprehensive income (loss)   $ 8,943   $ (1,651)
    Distributable Cash Before SIFT Tax   $ 5,482   $ 5,900
    Distributable Cash   $ 4,147   $ 4,652
    Distributions to Fund unitholders (8)   $ 3,222   $ 3,222
    Payout Ratio     77.7%     69.3%
             
    Per Fund unit information (9)        
    Profit before fair value gain (loss) and income taxes   $ 0.439   $ 0.411
    Profit (loss) and comprehensive income (loss)   $ 0.788   $ (0.145)
    Distributable Cash Before SIFT Tax   $ 0.483   $ 0.520
    Distributable Cash   $ 0.365   $ 0.410
    Distributions to Fund unitholders (8)   $ 0.284   $ 0.284

    Notes:
    (1) The Fund, indirectly through The Keg Rights Limited Partnership (the “Partnership”), earns royalty income equal to 4% of gross sales of Keg restaurants in the Royalty Pool.
    (2) The Fund directly earns interest income on the $57.0 million loan to KRL (the “Keg Loan”), with interest income accruing at 7.5% per annum, payable monthly.
    (3) The Fund, indirectly through the Partnership, incurs administrative expenses and interest on the operating line of credit, to the extent utilized.
    (4) The Fund, indirectly through The Keg Holdings Trust (“KHT”), incurs interest expense on the $14.0 million term loan and amortization of deferred financing charges.
    (5) Represents the distributions of the Partnership attributable to KRL during the respective periods on the Exchangeable Partnership units and Class C Partnership units held by KRL. The Exchangeable Partnership units are exchangeable into Fund units on a one-for-one basis. These distributions are presented as interest expense in the unaudited condensed consolidated interim financial statements.
    (6) Fair value gain (loss) is the non-cash decrease or increase in the market value of the Exchangeable units held by KRL during the respective period. Exchangeable units are classified as a financial liability under IFRS.
    (7) Income taxes include the SIFT tax expense, and either a non-cash deferred tax expense or deferred tax recovery. The deferred tax expense or recovery primarily results from differences in income recognition between the Fund’s accounting methods and enacted tax laws. It is also partially due to temporary differences between accounting and tax bases of the Keg Rights owned by the Partnership.
    (8) Distributions to Fund unitholders include all regular monthly cash distributions paid to Fund unitholders during a period and any special distributions declared, but not paid, to Fund unitholders in the same period.
    (9) All per unit amounts are calculated based on the weighted average number of Fund units outstanding, which are those units held by public unitholders during the respective period. The weighted average number of Fund units outstanding for the three months ended March 31, 2025 and 2024 were 11,353,500.

    The Fund (TSX: KEG.UN) is a limited purpose, open-ended trust established under the laws of the Province of Ontario that, through The Keg Rights Limited Partnership, owns certain trademarks and other related intellectual property used by Keg Restaurants Ltd. (“KRL”). In exchange for use of those trademarks, KRL pays the Fund a royalty of 4% of gross sales of Keg restaurants included in the Royalty Pool.

    With approximately 10,000 employees, over 100 restaurants and annual System Sales exceeding $700 million, Vancouver-based KRL is the leading operator and franchisor of steakhouse restaurants in Canada and has a substantial presence in select regional markets in the United States. KRL continues to operate The Keg restaurant system and expand that system through the addition of both corporate and franchised Keg steakhouses. KRL has been named the number one restaurant company to work for in Canada in the latest edition of Forbes “Canada’s Best Employers 2025” survey.

    This press release may contain certain “forward looking” statements reflecting The Keg Royalties Income Fund’s current expectations in the casual dining segment of the restaurant food industry. Investors are cautioned that all forward looking statements involve risks and uncertainties, including those relating to the Keg’s ability to continue to realize historical same store sales growth, changes in market and existing competition, new competitive developments, and potential downturns in economic conditions generally. Additional information on these and other potential factors that could affect the Fund’s financial results are detailed in documents filed from time to time with the provincial securities commissions in Canada.

    This press release shall not constitute an offer to sell or the solicitation of an offer to buy, which may be made only by means of the prospectus, nor shall there be any sale of the Fund units in any state, province or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state, province or jurisdiction. The Keg Royalties Income Fund units have not been, and will not be registered under the U.S. Securities Act of 1933, as amended and may not be offered or sold in the United States absent registration or an application for exemption from the registration requirement under U.S. securities laws.

    The Trustees of the Fund have approved the contents of this press release.

    The MIL Network

  • MIL-OSI Russia: IMF Executive Board Concludes 2025 Article IV Consultation with Guyana

    Source: IMF – News in Russian

    May 7, 2025

    Washington, DC: The Executive Board of the International Monetary Fund (IMF) concluded the Article IV Consultation with Guyana.[1]

    Guyana’s economic transformation is advancing strongly and broadening in scale. Rapidly expanding oil production, strong non-oil output, and large-scale public infrastructure investment supported the highest real GDP growth rate in the world, averaging 47 percent per year since 2022. Real oil GDP increased by nearly 58 percent in 2024, while real non-oil GDP expanded over 13 percent, reflecting a solid broad-based performance across sectors. Inflation reached 2.9 percent by end-2024, from 2 percent at end-2023, driven largely by higher food prices (affected by international food prices and earlier floods). The overall fiscal deficit widened from 5.1 percent of GDP (11.7 percent of non-oil GDP) in 2022 to 7.3 percent of GDP (21 percent of non-oil GDP) in 2024 reflecting a large increase in capital expenditure. Driven by higher oil exports, Guyana’s current account surplus more than doubled in 2024, reaching about 24½ percent of GDP. By end-2024, gross international reserves surpassed US$1 billion, while the Natural Resource Fund (NRF) accumulated over US$1.1 billion in 2024, reaching US$3.1 billion (over 12½ percent of GDP). 

    The economic outlook remains highly favorable. The economy is expected to grow on average 14 percent per year over the next five years, driven by robust oil production and strong non-oil GDP growth. Positive spillovers from the oil sector and improvements in infrastructure, productivity, and resilience are expected to boost the real non-oil GDP growth to an average of 6¾ percent over the medium term, about 3 percentage points higher than the pre-oil decade average. While inflation is projected to edge up to around 4 percent in 2025, the overall fiscal deficit and the current account surplus are expected to narrow in 2025. Over the medium term, the continued expansion of oil production will further strengthen the external position, with substantial savings accumulation in the NRF.

    Risks to the outlook are broadly balanced. On the upside, additional oil discoveries and productivity-enhancing investments, including to strengthen energy resilience would further bolster Guyana’s long-term economic prospects, while expanding construction activity would support higher short-term non-oil GDP growth. Downside risks stem from overheating pressures which, if not contained, would lead to higher inflation and a real exchange rate appreciation beyond the level consistent with a balanced expansion of the economy. Commodity price volatility in a highly uncertain global environment, including from trade policy and climate shocks could also adversely affect inflation and alter the macroeconomic outlook.

    Executive Board Assessment[2]

    Executive Directors agreed with the thrust of the staff appraisal. They welcomed Guyana’s remarkable economic progress to attain high-income status, supported by rapidly expanding oil production and robust non-oil growth. They noted that Guyana’s economic outlook remains highly favorable with balanced risks, strong fundamentals, and a strong external position supported by substantial accumulation of oil revenue in the Natural Resource Fund. They commended the authorities’ commitment to balancing development needs with prudent policies to entrench macroeconomic and fiscal stability.

    Directors concurred that the current fiscal stance is appropriate given development needs. They welcomed the authorities’ commitment to eliminate the overall fiscal deficit over the medium term and further narrow the non-oil primary deficit to levels consistent with ensuring intergenerational equity and preserving fiscal and macroeconomic sustainability. They highlighted the need for a comprehensive medium-term fiscal framework with an explicit anchor and an operational target, along with regular assessments of expenditure related to reaching development objectives. They positively noted the authorities’ continued efforts to strengthen public financial management as well as the low risk of debt distress given low public debt.

    Directors considered the monetary policy stance as appropriately tight to help contain inflation, while noting the need for further tightening if inflation risks escalate. They saw merit in enhancing the monetary policy toolkit and deepening financial markets to help strengthen the effectiveness of monetary policy transmission. They emphasized the need for maintaining consistent policies to support the stabilized exchange rate arrangement, which remains appropriate, and saw merit in assessing whether transitioning to a more flexible exchange rate regime over the medium term could be beneficial as Guyana’s economy continues to transform.

    Directors welcomed the authorities’ commitment to maintain financial stability and continue enhancing financial supervision, including monitoring sectoral lending exposures and related-party lending. They supported the authorities’ efforts to further strengthen risk monitoring, strengthen the macroprudential framework, broaden regulatory coverage, and enhance statistics on balance sheets and real estate prices.

    Directors welcomed the authorities’ efforts to foster inclusive growth and economic diversification, improve the business environment, strengthen climate and energy resilience, and enhance labor market skills. They commended progress in strengthening governance, anti-corruption, official statistics, AML/CFT frameworks, fiscal transparency, and transparency in extractive industries, and supported the continued efforts to strengthen them in line with international standards.

    It is expected that the next Article IV consultation with Guyana will be held on the standard 12-month cycle.

    Table 1. Guyana: Selected Social and Economic Indicators

     

    I.  Social Indicators

     

    Population, 2023 (thousands)

       814

    Life expectancy at birth (years), 2022

    66

     

    Under-five mortality rate (per 1,000 live births), 2023

    14

    Human Development Index rank, 2022

    95

    II.  Economic Indicators

     

    Prel.

    Proj.

    2023

    2024

    2025

    (Year-over-year percent change)

    Production and Prices

    Real GDP

    33.8

    43.6

    10.3

    Real non-oil GDP

    12.3

    13.1

    12.9

    Real oil GDP

    46.8

    57.7

    9.5

    Consumer prices (end of period)

    2.0

    2.9

    4.2

    (Percent of non-oil GDP)

    Central Government

    Revenue

    39.3

    43.7

    49.9

    Grants

    0.2

    0.2

    0.4

    Expenditure

    52.7

    64.9

    63.4

    Current

    25.1

    28.9

    30.5

    Capital

    27.7

    36.0

    32.9

    Overall balance (after grants)

    -13.3

    -21.0

    -13.2

    Non-oil primary balance (after grants)

    -26.2

     

    -38.4

     

    -37.5

    (Percent of GDP)

    Revenue

    17.0

    15.3

    18.6

    Grants

    0.1

    0.1

    0.1

    Expenditure

    22.8

    22.6

    23.7

    Current

    10.8

    10.1

    11.4

    Capital

    12.0

    12.6

    12.3

    Overall balance (after grants)

    -5.7

    -7.3

    -4.9

    Total public sector gross debt

    26.7

    24.3

    28.0

    External

    10.5

    9.0

    13.6

    Domestic

    16.2

    15.2

    14.4

     

    Table 1. Guyana: Selected Social and Economic Indicators (Concluded)

    Prel.

    Proj.

    2023

    2024

    2025

    (Year-over-year percent change)

    Money and Credit

    Broad money

    27.6

    25.3

    17.7

    Domestic credit of the banking system

    24.1

    39.7

    4.9

    External Sector

    Current account balance (US$ million)

    1,679.9

    6,067.9

    2,306.2

       (Percent of GDP)

    9.9

    24.6

    8.9

    Gross official reserves (US$ million)

    896.4

    1,010.1

    1,571.4

    (Percent of GDP)

    5.3

    4.1

    6.1

    Crude oil production (million barrels)

    142.3

    225.4

    246.0

    Memorandum Items:

    Nominal GDP (GY$ billion)

    3,527.5

    5,141.3

    5,383.9

    Nominal non-oil GDP (GY$ billion)

    1,524.6

    1,793.7

    2,010.7

    GDP per capita (US$)

    21,307.2

    30,962.3

    32,326.3

    Guyana dollar/U.S. dollar (period average)

    208.5

    208.5 

    … 

    Sources: Guyana’s authorities; UNDP Human Development Report; World Bank; and IMF staff calculations and projections.

    [1] Under Article IV of the IMF’s Articles of Agreement, the IMF holds bilateral discussions with members, usually every year. A staff team visits the country, collects economic and financial information, and discusses with officials the country’s economic developments and policies. On return to headquarters, the staff prepares a report, which forms the basis for discussion by the Executive Board.

    [2] At the conclusion of the discussion, the Managing Director, as Chair of the Board, summarizes the views of Executive Directors, and this summary is transmitted to the country’s authorities. An explanation of any qualifiers used in summings up can be found here: http://www.IMF.org/external/np/sec/misc/qualifiers.htm.

    IMF Communications Department
    MEDIA RELATIONS

    PRESS OFFICER: Rosa Hernandez

    Phone: +1 202 623-7100Email: MEDIA@IMF.org

    https://www.imf.org/en/News/Articles/2025/05/07/pr-25132-guyana-imf-executive-board-concludes-2025-article-iv-consultation

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  • MIL-OSI USA: Ranking Member Hoyer Remarks at U.S. Department of the Treasury Oversight Hearing

    Source: United States House of Representatives – Congressman Steny H Hoyer (MD-05)

    WASHINGTON, DC – Today, Congressman Steny Hoyer (MD-05), Ranking Member of the House Appropriations Subcommittee on Financial Services and General Government (FSGG), delivered the following remarks at the subcommittee’s oversight hearing on the Department of the Treasury:

    Click here to watch a full video of his remarks.
     

    “Thank you very much, Mr. Chairman, and welcome, Mr. Secretary. This is our first substantive hearing dealing with the devastating actions that the Trump Administration has taken in the first three months of 2025 – actions planned and predicted by Project 2025. I look forward to having more such hearings with other agencies under our jurisdiction – especially the principals of DOGE, OMB, GSA, and OPM, which are having such a profoundly negative impact on our country.

    “What we’ve seen in the first 100 days of this administration is unprecedented, and – so the polls tell us – disturbing to the American people. An irresponsible, incoherent tariff policy has plunged the Americans and global economies into chaos. These past three months, the American economy shrank for the first time since the final days of the pandemic. The stock market fell more in the first 100 days of the Trump Administration than in the first 100 days of any presidency in the past half century. Consumer confidence is [at its] lowest since May of 2020 – the height of Covid-19. That uncertainty has also rattled the bond market, with investors dangerously starting to doubt the full faith and credit of the United States.

    “Most importantly, Americans are hurting. Families see their costs going up. Retirees watch their life savings losing value. Small business owners and farmers risk going under as they struggle to navigate ever-changing tariffs. Our economy is in chaos and so, I think, is our government.

    “Donald Trump, Russell Vought, and Elon Musk are orchestrating an illegal purge of our federal employees. They clearly had a lot of ideas on how to remove these people and dismantle these programs as quickly as possible. Sadly, they had no clue, in my view, as to the devastating consequences of their actions on our country, our government, our allies, and the professionals we rely on to serve the American people.

    “I am particularly concerned about the Internal Revenue Service, which has been severely understaffed and underfunded for decades. So far, the Trump Administration has forced the IRS to cut as many as 11,443 employees – or over 11 percent of its staff. That includes 6,700 workers who were fired at the height of this most recent tax season. Now, the administration is planning to reduce the IRS workforce, I understand, by another 40,000 jobs – or 40 percent. That includes up to half of IRS enforcement staff. Additionally, Trump’s 2026 budget cuts funding for the IRS by 20 percent. These actions at IRS, in my view, and every other government office, have bludgeoned morale, destroyed efficiency, and increased waste.

    “Cutting back on IRS enforcement makes it easier for the wealthiest individuals and corporations to cheat on their taxes and get out of paying what they owe. That, of course, increases what others pay and explodes the deficit. As the President and Congressional Republicans undermine the ability to enforce our existing tax code, they are also pursuing massive tax cuts for the wealthiest among us.

    “Furthermore, DOGE operatives are rifling through IRS databases that contain Americans’ sensitive information, including their financial history, Social Security numbers, immigration status, and more. The story is the same across the federal government. Americans are reeling from this uncertainty in their economy and in their government. They need answers. More than that, they need an adult in the room. That is the role, I hope, the Treasury Department plays – and Mr. Secretary, in particular, yourself.

    “The economy and markets do not lie. We all depend on the Treasury Secretary to communicate clearly and transparently to the President, the Congress, the American people, and, indeed, the world. I’ve mentioned tariffs and the IRS, but I’m also eager to hear, Mr. Secretary from you about our economic approach to the Russian-Ukraine war – especially in light of last week’s mineral deal and recent questions about our sanctions regime on Russia.

    “Former Secretary Mnuchin – whom I believe you know, sir – and I disagreed on some things, but we still found ways to work in a bipartisan fashion to inspire confidence in the economy. Mr. Secretary, I look forward to doing the same with you. Thank you, Mr. Chairman.”

    MIL OSI USA News