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  • MIL-OSI: Business First Bancshares, Inc., Announces Financial Results for Q1 2025

    Source: GlobeNewswire (MIL-OSI)

    BATON ROUGE, La., April 24, 2025 (GLOBE NEWSWIRE) — Business First Bancshares, Inc. (NASDAQ: BFST) (Business First), parent company of b1BANK, today announced its unaudited results for the quarter ended March 31, 2025. Business First reported net income available to common shareholders of $19.2 million or $0.65 per diluted common share, increases of $4.1 million and $0.14, respectively, compared to the linked quarter ended Dec. 31, 2024. On a non-GAAP basis, core net income for the quarter ended March 31, 2025, which excludes certain income and expenses, was $19.3 million or $0.65 per diluted common share, a decrease of $0.2 million and $0.01, from the linked quarter.

    “We are excited to start the year off with solid earnings,” said Jude Melville, chairman, president and CEO of Business First Bancshares. “We increased our capital, our reserves, and our per share tangible book value at healthy rates, while demonstrating diversity of our revenue streams and growth of margins in our core spread business. We are also proud of our less tangible development, continuing to integrate our latest acquisition and implementing a number of technological initiatives including preparation for our core conversion in the second quarter, investments that will enable us to provide high quality and more efficient service for our client base into the future.”

    On Thursday, April 24, 2025, Business First’s board of directors declared a quarterly preferred dividend in the amount of $18.75 per share, which is the full quarterly dividend of 1.875% based on the per annum rate of 7.50%. Additionally, the board of directors declared a quarterly common dividend based upon financial performance for the first quarter in the amount of $0.14 per share of common stock. The preferred and common dividends will be paid on May 31, 2025, or as soon thereafter as practicable, to the shareholders of record as of May 15, 2025.

    Quarterly Highlights

    • Solid Core Performance. Return to common shareholders on average assets, on an annualized basis, was 1.00% for the quarter ended March 31, 2025, or 1.01% on a non-GAAP basis, compared to 0.78% or 1.00% on a non-GAAP basis for the linked quarter.
    • Net Interest Margin (NIM) Expansion. Net interest income totaled $66.0 million and net interest margin and net interest spread were 3.68% and 2.91%, respectively, compared to $65.7 million, 3.61% and 2.77% for the linked quarter. Non-GAAP net interest margin and net interest spread (excluding loan discount accretion of $0.8 million) were 3.64% and 2.86% for the quarter ended March 31, 2025, compared to 3.56% and 2.72% (excluding loan discount accretion of $1.0 million) for the linked quarter. The increases of 8 basis points (bps) and 14 bps were driven by a reduction in Business First’s overall cost of funding.
    • Noninterest Income Investments. Various noninterest income channels produced solid aggregate returns. Loan sales, mostly attributable to Small Business Administration (SBA) loans, produced income of $1.3 million, an increase of $1.0 million when compared to the linked quarter, along with continued consistent performance in the swap business with revenue of $739,000. Appreciation and income from our equity investments also produced income of $751,000 for the quarter.
    • Capital Growth. Common equity to total assets increased from 9.26% to 9.69% compared to the linked quarter. Tangible common equity to tangible assets increased from 7.63% to 8.06%, 5.64% or 22.89% annualized, compared to the linked quarter. The increase was largely driven by quarterly earnings, which accounted for approximately 69.9%, or 32 bps. On a non-GAAP basis, tangible book value per common share increased from $19.92 at Dec. 31, 2024, to $20.84 at March 31, 2025, 4.62% or 18.73% annualized.

    Statement of Financial Condition

    Loans

    Loans held for investment were flat compared to the linked quarter with a decrease of $480,000 or .01%, .03% annualized. Real estate construction loans decreased $36.8 million from the linked quarter, compared to an increase of $49.8 million from the linked quarter in real estate residential loans, largely due to the conversion of multi- family construction to permanent financing. Based on unpaid principal balances, Texas- based loans represented approximately 41% of the overall loan portfolio as of March 31, 2025, no change from the linked quarter.

    Credit Quality

    Credit quality metrics regressed with isolated credit migration occurring during the quarter. The ratio of nonperforming loans compared to loans held for investment increased 27 bps to 0.69% at March 31, 2025, while the ratio of nonperforming assets compared to total assets increased 16 bps to 0.55% compared to the linked quarter.

    The increase in loans past due 90 days and accruing is attributable to a single $4.6 million relationship. The increase in nonaccrual loans is largely attributable to two relationships with outstanding balances of $8.4 million for which Business First reserved a total of $2.3 million during the quarter.

    Securities

    The securities portfolio increased $27.0 million, or 3.02%, from the linked quarter, impacted by $12.9 million in positive fair value adjustments and the remainder of the increase was primarily attributed to purchases of mortgage-backed securities. The securities portfolio, based on estimated fair value, represented 11.83% of total assets as of March 31, 2025.

    Deposits

    Deposits decreased $53.1 million or 0.82%, 3.31% annualized, for the quarter ended March 31, 2025, compared to the linked quarter. Noninterest bearing deposits decreased $48.7 million, with the decline driven primarily by customer withdrawals as opposed to full account closures. New account openings continued in the quarter led by our Houston, Dallas, and Southwest Louisiana regions. Business First generated approximately $379.9 million from new deposit accounts during the quarter.

    Borrowings

    Borrowings decreased $49.2 million or 10.17%, from the linked quarter due primarily to a reduction in short-term Federal Home Loan Bank advances and a $7.0 million redemption of subordinated debt by Business First.

    Shareholders’ Equity

    Shareholders’ equity increased $26.8 million during the quarter ended March 31, 2025. Accumulated other comprehensive income (AOCI) increased $10.1 million or 16.12%, during the quarter due to positive after-tax fair value adjustments in the securities portfolio. Book value per common share increased to $25.51 at March 31, 2025, compared to $24.62 at Dec. 31, 2024 due to strong earnings and positive fair value adjustments attributable to the securities portfolio. On a non-GAAP basis, tangible book value per common share increased from $19.92 at Dec. 31, 2024, to $20.84 at March 31, 2025, 4.62% or 18.73% annualized.

    Results of Operations

    Net Interest Income

    For the quarter ended March 31, 2025, net interest income totaled $66.0 million, compared to $65.7 million from the linked quarter. Loan and interest-earning asset yields of 6.99% and 6.35%, decreased 6 and 3 bps, respectively, compared to 7.05% and 6.38% from the linked quarter. However, net interest margin and net interest spread were 3.68% and 2.91% compared to 3.61% and 2.77% for the linked quarter. The overall cost of funds, which included noninterest-bearing deposits, declined 11 bps from 2.93% from the linked quarter to 2.82% for the quarter ended March 31, 2025, through continued management of deposit costs.

    Non-GAAP net interest income (excluding loan discount accretion of $0.8 million) totaled $65.2 million for the quarter ended March 31, 2025, compared to $64.7 million (excluding loan discount accretion of $1.0 million) for the linked quarter. Non-GAAP net interest margin and net interest spread (excluding loan discount accretion of $0.8 million) were 3.64% and 2.86%, respectively, for the quarter ended March 31, 2025, compared to 3.56% and 2.72% (excluding loan discount accretion of $1.0 million) for the linked quarter. Excluding loan discount accretion, loan yields decreased 4 bps to 6.94% from 6.98%, and interest earnings asset yields decreased 3 bps to 6.30% from 6.33%, compared to the linked quarter.

    Provision for Credit Losses

    During the quarter ended March 31, 2025, Business First recorded a provision for credit losses of $2.8 million, compared to $6.7 million from the linked quarter. The linked quarter’s reserve was primarily associated with the Oakwood acquisition on October 1, 2024. The current quarter’s reserve was largely associated with $2.3 million in additional individual reserves for two commercial lending relationships, resulting in a 30.7% coverage ratio of their remaining book balances as of March 31, 2025.

    Other Income

    For the quarter ended March 31, 2025, other income increased $1.4 million or 11.55%, compared to the linked quarter. The net increase was largely attributable to a $1.0 million increase in gain on sales of loans, attributable to SBA sales, a $630,000 gain on extinguishment of debt related to an early redemption of $7.0 million in subordinated debt, and a $565,000 increase in pass-through income on equity investments, offset by a $549,000 reduction in swap fee income.

    Other Expenses

    For the quarter ended March 31, 2025, other expenses increased by $1.0 million or 2.03%, compared to the linked quarter. The increase was largely attributable to a $1.4 million increase in salaries and benefits, of which $430,000 were associated with acquisition-related expenses attributable to retention, severance, and stay payments, and the remainder largely associated with merit increases and annual reset in FICA taxes and bonus accruals.

    Return on Assets and Common Equity

    Return to common shareholders on average assets and common equity, each on an annualized basis, were 1.00% and 10.48% for the quarter ended March 31, 2025, compared to 0.78% and 8.23%, respectively, for the linked quarter. Non-GAAP return to common shareholders on average assets and common equity, each on an annualized basis, were 1.01% and 10.53% for the quarter ended March 31, 2025, compared to 1.00% and 10.58%, for the linked quarter.

    Conference Call and Webcast

    Executive management will host a conference call and webcast to discuss results on Thursday, April 24, 2025, at 4:00 p.m. Central Time. Interested parties may attend the call by dialing toll-free 1-800-715-9871 (North America only), conference ID 8825623, or asking for the Business First Bancshares conference call. The live webcast can be found at https://edge.media-server.com/mmc/p/ziae6qsd. On the day of the presentation, the corresponding slide presentation will be available to view on the b1BANK website at https://www.b1bank.com/shareholder-info.

    About Business First Bancshares, Inc.

    Business First Bancshares, Inc., (Nasdaq: BFST) through its banking subsidiary b1BANK, has $7.8 billion in assets, $7.1 billion in assets under management through b1BANK’s affiliate Smith Shellnut Wilson, LLC (SSW) (excludes $0.9 billion of b1BANK assets managed by SSW) and operates Banking Centers and Loan Production Offices in markets across Louisiana and Texas providing commercial and personal banking products and services. b1BANK is a 2024 Mastercard “Innovation Award” winner and multiyear winner of American Banker Magazine’s “Best Banks to Work For.” Visit b1BANK.com for more information.

    Non-GAAP Financial Measures

    This press release includes certain non-GAAP financial measures (e.g., referenced as “core” or “tangible”) intended to supplement, not substitute for, comparable GAAP measures. “Core” measures typically adjust income available to common shareholders for certain significant activities or transactions that, in management’s opinion, can distort period-to-period comparisons of Business First’s performance. Transactions that are typically excluded from non-GAAP “core” measures include realized and unrealized gains/losses on former bank premises and equipment, investment sales, acquisition- related expenses (including, but not limited to, legal costs, system conversion costs, severance and retention payments, etc.). “Tangible” measures adjust common equity by subtracting goodwill, core deposit intangibles, and customer intangibles, net of accumulated amortization. Management believes presentations of these non-GAAP financial measures provide useful supplemental information that is essential to a proper understanding of the operating results of Business First’s core business. These non- GAAP disclosures are not necessarily comparable to non-GAAP measures that may be presented by other companies. Reconciliations of non-GAAP financial measures to GAAP financial measures are provided at the end of the tables below.

    Special Note Regarding Forward-Looking Statements

    Certain statements contained in this release may not be based on historical facts and are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements may be identified by their reference to a future period or periods or by the use of forward-looking terminology such as “anticipate,” “believe,” “estimate,” “expect,” “may,” “might,” “will,” “would,” “could,” or “intend.” We caution you not to place undue reliance on the forward-looking statements contained in this news release, in that actual results could differ materially from those indicated in such forward-looking statements as a result of a variety of factors, including those factors specified in our Annual Report on Form 10-K and other public filings. We undertake no obligation to update these forward-looking statements to reflect events or circumstances that occur after the date of this news release.

    Additional Information

    For additional information about Business First, you may obtain Business First’s reports that are filed with the Securities and Exchange Commission (SEC) free of charge by using the SEC’s EDGAR service on the SEC’s website at www.SEC.gov or by contacting the SEC for further information at 1-800-SEC-0330. Alternatively, these documents can be obtained free of charge from Business First by directing a request to: Business First Bancshares, Inc., 500 Laurel Street, Suite 101, Baton Rouge, Louisiana 70801, Attention: Corporate Secretary.

    No Offer or Solicitation

    This release does not constitute or form part of any offer to sell, or a solicitation of an offer to purchase, any securities of Business First. There will be no sale of securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

    Business First Bancshares, Inc.
    Selected Financial Information
    (Unaudited)
      Three Months Ended
      March 31, December 31, March 31,
    (Dollars in thousands)   2025     2024     2024  
           
    Balance Sheet Ratios      
           
    Loans (HFI) to Deposits   92.61 %   91.86 %   91.32 %
    Shareholders’ Equity to Assets Ratio   10.61 %   10.18 %   9.69 %
           
    Loans Receivable Held for Investment (HFI)      
           
    Commercial $ 1,862,176   $ 1,868,675   $ 1,426,957  
    Real Estate:      
    Commercial   2,472,121     2,483,223     2,215,889  
    Construction   633,698     670,502     662,013  
    Residential   934,357     884,533     717,007  
    Total Real Estate   4,040,176     4,038,258     3,594,909  
    Consumer and Other   78,567     74,466     66,973  
    Total Loans (Held for Investment) $ 5,980,919   $ 5,981,399   $ 5,088,839  
           
    Allowance for Loan Losses      
           
    Balance, Beginning of Period $ 54,840   $ 42,154   $ 40,414  
    Oakwood – PCD ALLL   –     8,410     –  
    Charge-offs – Quarterly   (1,648 )   (2,290 )   (533 )
    Recoveries – Quarterly   671     654     141  
    Provision for Loan Losses – Quarterly   3,000     5,912     1,143  
    Balance, End of Period $ 56,863   $ 54,840   $ 41,165  
           
    Allowance for Loan Losses to Total Loans (HFI)   0.95 %   0.92 %   0.81 %
    Allowance for Credit Losses to Total Loans (HFI) (1)   1.01 %   0.98 %   0.88 %
    Net Charge-offs (Recoveries) to Average Quarterly Total Loans   0.02 %   0.03 %   0.01 %
           
    Remaining Loan Purchase Discount $ 11,322   $ 12,121   $ 11,411  
           
    Nonperforming Assets      
           
    Nonperforming Loans:      
    Nonaccrual Loans $ 35,915   $ 24,147   $ 20,778  
    Loans Past Due 90 Days or More   5,635     860     855  
    Total Nonperforming Loans   41,550     25,007     21,633  
    Other Nonperforming Assets:      
    Other Real Estate Owned   1,282     5,529     1,339  
    Other Nonperforming Assets   –     –     –  
    Total Other Nonperforming Assets   1,282     5,529     1,339  
    Total Nonperforming Assets $ 42,832   $ 30,536   $ 22,972  
           
    Nonperforming Loans to Total Loans (HFI)   0.69 %   0.42 %   0.43 %
    Nonperforming Assets to Total Assets   0.55 %   0.39 %   0.34 %
           
    (1) Allowance for Credit Losses includes the Allowance for Loan Loss and Reserve for Unfunded Commitments.
    Business First Bancshares, Inc.
    Selected Financial Information
    (Unaudited)
           
      Three Months Ended
      March 31, December 31, March 31,
    (Dollars in thousands, except per share data)   2025     2024     2024  
           
    Per Share Data      
           
    Basic Earnings per Common Share $ 0.65   $ 0.52   $ 0.49  
    Diluted Earnings per Common Share   0.65     0.51     0.48  
    Dividends per Common Share   0.14     0.14     0.14  
    Book Value per Common Share   25.51     24.62     22.64  
           
           
    Average Common Shares Outstanding   29,329,668     29,311,111     25,127,187  
    Average Diluted Common Shares Outstanding   29,545,921     29,520,781     25,429,194  
    End of Period Common Shares Outstanding   29,572,297     29,552,358     25,485,383  
           
           
    Annualized Performance Ratios      
           
    Return to Common Shareholders on Average Assets (1)   1.00 %   0.78 %   0.74 %
    Return to Common Shareholders on Average Common Equity (1)   10.48 %   8.23 %   8.51 %
    Net Interest Margin (1)   3.68 %   3.61 %   3.32 %
    Net Interest Spread (1)   2.91 %   2.77 %   2.36 %
    Efficiency Ratio (2)   63.85 %   63.91 %   69.80 %
           
    Total Quarterly/Year-to-Date Average Assets $ 7,750,982   $ 7,721,338   $ 6,667,527  
    Total Quarterly/Year-to-Date Average Common Equity   742,930     731,820     577,643  
           
    Other Expenses      
           
    Salaries and Employee Benefits $ 29,497   $ 28,101   $ 25,416  
    Occupancy and Bank Premises   3,401     3,166     2,514  
    Depreciation and Amortization   2,152     2,278     1,676  
    Data Processing   3,236     3,856     2,579  
    FDIC Assessment Fees   1,184     1,009     828  
    Legal and Other Professional Fees   1,013     975     866  
    Advertising and Promotions   1,291     1,710     1,145  
    Utilities and Communications   733     775     674  
    Ad Valorem Shares Tax   1,125     1,357     900  
    Directors’ Fees   279     290     282  
    Other Real Estate Owned Expenses and Write-Downs   23     182     37  
    Merger and Conversion-Related Expenses   250     168     340  
    Other   6,394     5,703     5,265  
    Total Other Expenses $ 50,578   $ 49,570   $ 42,522  
           
    Other Income      
           
    Service Charges on Deposit Accounts $ 2,860   $ 2,878   $ 2,439  
    Gain (Loss) on Sales of Securities   (1 )   21     (1 )
    Debit Card and ATM Fee Income   1,858     2,069     1,776  
    Bank-Owned Life Insurance Income   808     990     579  
    Gain on Sales of Loans   1,256     252     139  
    Mortgage Origination Income   110     36     69  
    Fees and Brokerage Commission   2,148     2,063     1,937  
    Gain (Loss) on Sales of Other Real Estate Owned   (268 )   40     63  
    Loss on Disposal of Other Assets   155     –     –  
    Gain on Extinguishment of Debt   630     –     –  
    Swap Fee Income   739     1,288     229  
    Pass-Through Income (Loss) from Other Investments   751     186     294  
    Other   2,180     2,034     1,862  
    Total Other Income $ 13,226   $ 11,857   $ 9,386  
           
           
    (1) Average outstanding balances are determined utilizing daily averages and average yield/rate is calculated utilizing an actual day count convention.
    (2) Noninterest expense (excluding provision for loan losses) divided by noninterest income plus net interest income less gain/loss on sales of securities.
    Business First Bancshares, Inc.
    Consolidated Balance Sheets
    (Unaudited)
           
      Three Months Ended
      March 31, December 31, March 31,
    (Dollars in thousands)   2025     2024     2024  
           
    Assets      
           
    Cash and Due From Banks $ 312,887   $ 319,098   $ 185,906  
    Federal Funds Sold   117,422     197,669     211,292  
    Securities Purchased under Agreements to Resell   50,589     50,835     –  
    Securities Available for Sale, at Fair Values   920,573     893,549     872,903  
    Mortgage Loans Held for Sale   –     717     77  
    Loans and Lease Receivable   5,980,919     5,981,399     5,088,839  
    Allowance for Loan Losses   (56,863 )   (54,840 )   (41,165 )
    Net Loans and Lease Receivable   5,924,056     5,926,559     5,047,674  
    Premises and Equipment, Net   81,582     81,953     68,716  
    Accrued Interest Receivable   33,741     35,872     29,326  
    Other Equity Securities   40,947     41,100     34,940  
    Other Real Estate Owned   1,282     5,529     1,339  
    Cash Value of Life Insurance   117,950     117,645     100,056  
    Deferred Taxes, Net   25,289     29,591     26,800  
    Goodwill   121,691     121,572     91,527  
    Core Deposit and Customer Intangibles   16,538     17,252     11,372  
    Other Assets   20,181     18,149     13,630  
           
    Total Assets $ 7,784,728   $ 7,857,090   $ 6,695,558  
           
    Liabilities      
           
    Deposits      
    Noninterest-Bearing $ 1,308,312   $ 1,357,045   $ 1,295,050  
    Interest-Bearing   5,149,869     5,154,286     4,277,700  
    Total Deposits   6,458,181     6,511,331     5,572,750  
           
    Securities Sold Under Agreements to Repurchase   19,046     22,621     17,207  
    Federal Home Loan Bank Borrowings   317,352     355,875     308,206  
    Subordinated Debt   92,702     99,760     99,933  
    Subordinated Debt – Trust Preferred Securities   5,000     5,000     5,000  
    Accrued Interest Payable   5,356     5,969     3,930  
    Other Liabilities   60,779     57,068     39,498  
           
    Total Liabilities   6,958,416     7,057,624     6,046,524  
           
    Shareholders’ Equity      
           
    Preferred Stock   71,930     71,930     71,930  
    Common Stock   29,572     29,552     25,485  
    Additional Paid-In Capital   501,609     500,024     398,511  
    Retained Earnings   276,045     260,958     224,742  
    Accumulated Other Comprehensive Loss   (52,844 )   (62,998 )   (71,634 )
           
    Total Shareholders’ Equity   826,312     799,466     649,034  
           
    Total Liabilities and Shareholders’ Equity $ 7,784,728   $ 7,857,090   $ 6,695,558  
           
    Business First Bancshares, Inc.
    Consolidated Statements of Income
    (Unaudited)
           
      Three Months Ended
      March 31, December 31, March 31,
    (Dollars in thousands)   2025     2024     2024  
           
    Interest Income:      
    Interest and Fees on Loans $ 102,992   $ 104,697   $ 85,947  
    Interest and Dividends on Securities   7,265     7,310     5,599  
    Interest on Federal Funds Sold and Due From Banks   3,436     4,135     4,465  
    Total Interest Income   113,693     116,142     96,011  
           
    Interest Expense:      
    Interest on Deposits   42,439     44,862     38,029  
    Interest on Borrowings   5,271     5,551     6,451  
    Total Interest Expense   47,710     50,413     44,480  
           
    Net Interest Income   65,983     65,729     51,531  
           
    Provision for Credit Losses   2,812     6,712     1,186  
           
    Net Interest Income After Provision for Credit Losses   63,171     59,017     50,345  
           
    Other Income:      
    Service Charges on Deposit Accounts   2,860     2,878     2,439  
    (Loss) Gain on Sales of Securities   (1 )   21     (1 )
    Gain on Sales of Loans   1,256     252     139  
    Other Income   9,111     8,706     6,809  
    Total Other Income   13,226     11,857     9,386  
           
    Other Expenses:      
    Salaries and Employee Benefits   29,497     28,101     25,416  
    Occupancy and Equipment Expense   7,356     7,087     5,357  
    Merger and Conversion-Related Expense   250     168     340  
    Other Expenses   13,475     14,214     11,409  
    Total Other Expenses   50,578     49,570     42,522  
           
    Income Before Income Taxes   25,819     21,304     17,209  
           
    Provision for Income Taxes   5,276     4,816     3,639  
           
    Net Income   20,543     16,488     13,570  
           
    Preferred Stock Dividends   1,350     1,350     1,350  
           
    Net Income Available to Common Shareholders $ 19,193   $ 15,138   $ 12,220  
    Business First Bancshares, Inc.
    Consolidated Net Interest Margin
    (Unaudited)
                           
      Three Months Ended
      March 31, 2025   December 31, 2024   March 31, 2024
    (Dollars in thousands) Average
    Outstanding
    Balance    		 Interest
    Earned/
    Interest
    Paid    		 Average
    Yield/
    Rate    		   Average
    Outstanding
    Balance    		 Interest
    Earned/
    Interest
    Paid    		 Average
    Yield/
    Rate    		   Average
    Outstanding
    Balance    		 Interest
    Earned/
    Interest
    Paid    		 Average
    Yield/
    Rate
                           
    Assets                      
                           
    Interest-Earning Assets:                      
    Total Loans $ 5,972,120   $ 102,992     6.99 %   $ 5,911,183   $ 104,697     7.05 %   $ 5,026,937   $ 85,947     6.88 %
    Securities   924,693     6,614     2.90 %     936,314     6,707     2.85 %     888,933     5,599     2.53 %
    Securities Purchased under Agreements to Resell   50,836     651     5.19 %     44,252     603     5.42 %     –     –     0.00 %
    Interest-Bearing Deposit in Other Banks   315,750     3,436     4.41 %     346,035     4,135     4.75 %     330,260     4,465     5.44 %
    Total Interest-Earning Assets   7,263,399     113,693     6.35 %     7,237,784     116,142     6.38 %     6,246,130     96,011     6.18 %
    Allowance for Loan Losses   (54,711 )   .     (52,130 )         (40,526 )    
    Noninterest-Earning Assets   542,294           535,684           461,923      
    Total Assets $ 7,750,982   $ 113,693       $ 7,721,338   $ 116,142       $ 6,667,527   $ 96,011    
                           
                           
    Liabilities and Shareholders’ Equity                      
                           
    Interest-Bearing Liabilities:                      
    Interest-Bearing Deposits $ 5,141,498   $ 42,439     3.35 %   $ 5,053,759   $ 44,862     3.53 %   $ 4,072,600   $ 38,029     3.76 %
    Subordinated Debt   97,251     1,262     5.26 %     99,797     1,331     5.31 %     99,972     1,356     5.46 %
    Subordinated Debt – Trust Preferred Securities   5,000     99     8.03 %     5,000     107     8.51 %     5,000     113     9.09 %
    Bank Term Funding Program   –     –     0.00 %     –     –     0.00 %     260,440     2,788     4.31 %
    Advances from Federal Home Loan Bank (FHLB)   362,092     3,796     4.25 %     373,236     3,975     4.24 %     223,501     2,094     3.77 %
    Other Borrowings   18,321     114     2.52 %     21,569     138     2.55 %     16,116     100     2.50 %
    Total Interest-Bearing Liabilities   5,624,162     47,710     3.44 %     5,553,361     50,413     3.61 %     4,677,629     44,480     3.82 %
                           
    Noninterest-Bearing Liabilities:                      
    Noninterest-Bearing Deposits   1,244,793         $ 1,292,623         $ 1,282,815      
    Other Liabilities   67,167           71,604           57,510      
    Total Noninterest-Bearing Liabilities   1,311,960           1,364,227           1,340,325      
    Shareholders’ Equity:                      
    Common Shareholders’ Equity   742,930           731,820           577,643      
    Preferred Equity   71,930           71,930           71,930      
    Total Shareholders’ Equity   814,860           803,750           649,573      
    Total Liabilities and Shareholders’ Equity $ 7,750,982         $ 7,721,338         $ 6,667,527      
                           
    Net Interest Spread       2.91 %         2.77 %         2.36 %
    Net Interest Income   $ 65,983         $ 65,729         $ 51,531    
    Net Interest Margin       3.68 %         3.61 %         3.32 %
    Overall Cost of Funds       2.82 %         2.93 %         3.00 %
                           
    NOTE: Average outstanding balances are determined utilizing daily averages and average yield/rate is calculated utilizing an Actual/365/366 day count convention.    
    Business First Bancshares, Inc.
    Non-GAAP Measures
    (Unaudited)
           
      Three Months Ended
      March 31, December 31, March 31,
    (Dollars in thousands, except per share data)   2025     2024     2024  
           
    Interest Income:      
    Interest income $ 113,693   $ 116,142   $ 96,011  
    Core interest income   113,693     116,142     96,011  
    Interest Expense:      
    Interest expense   47,710     50,413     44,480  
    Core interest expense   47,710     50,413     44,480  
    Provision for Credit Losses:
    (b)    		      
    Provision for credit losses   2,812     6,712     1,186  
    CECL Oakwood impact (3)   –     (4,824 )   –  
    Core provision expense   2,812     1,888     1,186  
           
    Other Income:      
    Other income   13,226     11,857     9,386  
    Gain on former bank premises and equipment   (155 )   –     (50 )
    Loss (gain) on sale of securities   1     (21 )   1  
    Gain on extinguishment of debt   (630 )   –     –  
    Core other income   12,442     11,836     9,337  
           
    Other Expense:      
    Other expense   50,578     49,570     42,522  
    Acquisition-related expenses (2)   (679 )   (168 )   (715 )
    Core conversion expenses   (216 )   (463 )   –  
    Core other expense   49,683     48,939     41,807  
           
    Pre-Tax Income:
    (a)    		      
    Pre-tax income   25,819     21,304     17,209  
    CECL Oakwood impact (3)   –     4,824     –  
    Gain on former bank premises and equipment   (155 )   –     (50 )
    Loss (gain) on sale of securities   1     (21 )   1  
    Gain on extinguishment of debt   (630 )   –     –  
    Acquisition-related expenses (2)   679     168     715  
    Core conversion expenses   216     463     –  
    Core pre-tax income   25,930     26,738     17,875  
           
    Provision for Income Taxes:
    (1)    		      
    Provision for income taxes   5,276     4,816     3,639  
    Tax on CECL Oakwood impact (3)   –     1,019     –  
    Tax on gain on former bank premises and equipment   (33 )   –     (11 )
    Tax on loss (gain) on sale of securities   0     (4 )   –  
    Tax on gain on extinguishment of debt   (133 )   –     –  
    Tax on acquisition-related expenses (2)   143     6     89  
    Tax on core conversion expenses   46     97     –  
    Core provision for income taxes   5,299     5,934     3,717  
           
    Preferred Dividends:      
    Preferred dividends   1,350     1,350     1,350  
    Core preferred dividends   1,350     1,350     1,350  
           
    Net Income Available to Common Shareholders:      
    Net income available to common shareholders   19,193     15,138     12,220  
    CECL Oakwood impact (3), net of tax   –     3,805     –  
    Gain on former bank premises and equipment, net of tax   (122 )   –     (39 )
    Loss (gain) on sale of securities, net of tax   1     (17 )   1  
    Gain on extinguishment of debt, net of tax   (497 )   –     –  
    Acquisition-related expenses (2), net of tax   536     162     626  
    Core conversion expenses, net of tax   170     366     –  
    Core net income available to common shareholders $ 19,281   $ 19,454   $ 12,808  
           
    Pre-tax, pre-provision earnings available to common shareholders (a+b) $ 28,631   $ 28,016   $ 18,395  
    CECL Oakwood impact (3)   –     4,824     –  
    Gain on former bank premises and equipment   (155 )   –     (50 )
    Loss (gain) on sale of securities   1     (21 )   1  
    Gain on extinguishment of debt   (630 )   –     –  
    Acquisition-related expenses (2)   679     168     715  
    Core conversion expenses   216     463     –  
    Core pre-tax, pre-provision earnings $ 28,742   $ 33,450   $ 19,061  
           
    Average Diluted Common Shares Outstanding   29,545,921     29,520,781     25,429,194  
           
    Diluted Earnings Per Common Share:      
    Diluted earnings per common share $ 0.65   $ 0.51   $ 0.48  
    CECL Oakwood impact (3), net of tax   –     0.13     –  
    Gain on former bank premises and equipment, net of tax   –     –     (0.00 )
    Loss (gain) on sale of securities, net of tax   0.00     (0.00 )   –  
    Gain on extinguishment of debt, net of tax   (0.02 )   –     –  
    Acquisition-related expenses (2), net of tax   0.02     0.01     0.02  
    Core conversion expenses, net of tax   –     0.01     –  
    Core diluted earnings per common share $ 0.65   $ 0.66   $ 0.50  
           
    Pre-tax, pre-provision profit diluted earnings per common share $ 0.97   $ 0.95   $ 0.72  
    CECL Oakwood impact (3)   –     0.16     –  
    Gain on former bank premises and equipment   (0.01 )   –     (0.00 )
    Loss (gain) on sale of securities   0.00     (0.00 )   –  
    Gain on extinguishment of debt   (0.02 )   –     –  
    Acquisition-related expenses (2)   0.02     0.01     0.03  
    Core conversion expenses   0.01     0.02     –  
    Core pre-tax, pre-provision diluted earnings per common share $ 0.97   $ 1.14   $ 0.75  
           
    (1) Tax rates, exclusive of certain nondeductible merger-related expenses and goodwill, utilized were 21.129% for 2025 and 2024. These rates approximated the marginal tax rates.
    (2) Includes merger and conversion-related expenses and salary and employee benefits.    
    (3) CECL non-purchased credit deteriorated (PCD) provision/unfunded commitment expense attributable to Oakwood.
    Business First Bancshares, Inc.
    Non-GAAP Measures
    (Unaudited)
           
           
      March 31, December 31, March 31,
    (Dollars in thousands, except per share data)   2025     2024     2023  
           
    Total Shareholders’ (Common) Equity:      
    Total shareholders’ equity $ 826,312   $ 799,466   $ 649,034  
    Preferred stock   (71,930 )   (71,930 )   (71,930 )
    Total common shareholders’ equity   754,382     727,536     577,104  
    Goodwill   (121,691 )   (121,572 )   (91,527 )
    Core deposit and customer intangible   (16,538 )   (17,252 )   (11,372 )
    Total tangible common equity $ 616,153   $ 588,712   $ 474,205  
           
           
    Total Assets:      
    Total assets $ 7,784,728   $ 7,857,090   $ 6,695,558  
    Goodwill   (121,691 )   (121,572 )   (91,527 )
    Core deposit and customer intangible   (16,538 )   (17,252 )   (11,372 )
    Total tangible assets $ 7,646,499   $ 7,718,266   $ 6,592,659  
           
    Common shares outstanding   29,572,297     29,552,358     25,485,383  
           
    Book value per common share $ 25.51   $ 24.62   $ 22.64  
    Tangible book value per common share $ 20.84   $ 19.92   $ 18.61  
    Common equity to total assets   9.69 %   9.26 %   8.62 %
    Tangible common equity to tangible assets   8.06 %   7.63 %   7.19 %
    Business First Bancshares, Inc.
    Non-GAAP Measures
    (Unaudited)
           
      Three Months Ended
      March 31, December 31, March 31,
    (Dollars in thousands, except per share data)   2025     2024     2024  
           
           
    Total Quarterly Average Assets $ 7,750,982   $ 7,721,338   $ 6,667,527  
    Total Quarterly Average Common Equity $ 742,930   $ 731,820   $ 577,643  
           
    Net Income Available to Common Shareholders:      
    Net income available to common shareholders $ 19,193   $ 15,138   $ 12,220  
    CECL Oakwood impact (3), net of tax   –     3,805     –  
    Gain on former bank premises and equipment, net of tax   (122 )   –     (39 )
    Loss (gain) on sale of securities, net of tax   1     (17 )   1  
    Gain on extinguishment of debt, net of tax   (497 )   –     –  
    Acquisition-related expenses, net of tax   536     162     626  
    Core conversion expenses, net of tax   170     366     –  
    Core net income available to common shareholders $ 19,281   $ 19,455   $ 12,808  
           
    Return to common shareholders on average assets (annualized) (2)   1.00 %   0.78 %   0.74 %
    Core return on average assets (annualized) (2)   1.01 %   1.00 %   0.77 %
    Return to common shareholders on average common equity (annualized) (2)   10.48 %   8.23 %   8.51 %
    Core return on average common equity (annualized) (2)   10.53 %   10.58 %   8.92 %
           
    Interest Income:      
    Interest income $ 113,693   $ 116,142   $ 96,011  
    Core interest income   113,693     116,142     96,011  
    Interest Expense:      
    Interest expense   47,710     50,413     44,480  
    Core interest expense   47,710     50,413     44,480  
    Other Income:      
    Other income   13,226     11,857     9,386  
    Gain on former bank premises and equipment   (155 )   –     (50 )
    Loss (gain) on sale of securities   1     (21 )   1  
    Gain on extinguishment of debt   (630 )   –     –  
    Core other income   12,442     11,836     9,337  
    Other Expense:      
    Other expense   50,578     49,570     42,522  
    Acquisition-related expenses   (679 )   (168 )   (715 )
    Core conversion expenses   (216 )   (463 )   –  
    Core other expense $ 49,683   $ 48,939   $ 41,807  
           
    Efficiency Ratio:      
    Other expense (a) $ 50,578   $ 49,570   $ 42,522  
    Core other expense (c) $ 49,683   $ 48,939   $ 41,807  
    Net interest and other income (1) (b) $ 79,210   $ 77,565   $ 60,918  
    Core net interest and other income (1) (d) $ 78,425   $ 77,565   $ 60,868  
    Efficiency ratio (a/b)   63.85 %   63.91 %   69.80 %
    Core efficiency ratio (c/d)   63.35 %   63.09 %   68.68 %
           
    Total Average Interest-Earnings Assets $ 7,263,399   $ 7,237,784   $ 6,246,130  
           
    Net Interest Income:      
    Net interest income $ 65,983   $ 65,729   $ 51,531  
    Loan discount accretion   (793 )   (997 )   (785 )
    Net interest income excluding loan discount accretion $ 65,190   $ 64,732   $ 50,746  
           
    Net interest margin (2)   3.68 %   3.61 %   3.32 %
    Net interest margin excluding loan discount accretion (2)   3.64 %   3.56 %   3.27 %
    Net interest spread (2)   2.91 %   2.77 %   2.36 %
    Net interest spread excluding loan discount accretion (2)   2.86 %   2.72 %   2.31 %
           
    (1) Excludes gains/losses on sales of securities.      
    (2) Calculated utilizing an actual day count convention.      
    (3) CECL non-PCD provision/unfunded commitment expense attributable to Oakwood.    

    The MIL Network –

  • MIL-OSI: AppFolio, Inc. Announces First Quarter 2025 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    SANTA BARBARA, Calif., April 24, 2025 (GLOBE NEWSWIRE) — AppFolio, Inc. (NASDAQ: APPF) (“AppFolio” or the “Company”), a technology leader powering the future of the real estate industry, today announced its financial results for the first quarter ended March 31, 2025.

    “AppFolio’s first quarter results underscore that our ongoing commitment to delivering industry-leading innovation and exceptional service is driving new customer adoption of our products and services,” said Shane Trigg, President and CEO, AppFolio. “By connecting our acquisition of LiveEasy with new industry leading partners, such as Zillow and Second Nature, all enabled through FolioSpace, we have accelerated our resident strategy creating value for our customers. We are well positioned to win for all stakeholders as the platform powering the future of the real estate industry.”

    Financial Highlights for First Quarter of 2025

    • Revenue grew 16% year-over-year to $218 million.
    • Total units under management grew 6% year-over-year to 8.8 million.
    • GAAP operating income was $34 million, or 15.5% of revenue, compared to operating income of $34 million, or 18.2% of revenue in Q1 2024.
    • Non-GAAP operating income was $53 million, or 24.3% of revenue, compared to an operating income of $48 million, or 25.7% of revenue, in Q1 2024.
    • Net cash provided by operating activities was $38 million, or 17.7% of revenue, compared to $43 million, or 22.9% of revenue, in Q1 2024.

    Financial Outlook
    Based on information available as of April 24, 2025, AppFolio’s outlook for fiscal year 2025 follows:

    • Full year revenue is expected to be in the range of $920 million to $940 million.
    • Full year non-GAAP operating margin as a percentage of revenue is expected to be in the range of 24.5% to 26.5%.
    • Diluted weighted average shares outstanding are expected to be approximately 37 million for the full year.

    Stock Repurchase Program

    On April 23, 2025, AppFolio’s Board of Directors (the “Board”) authorized a $300.0 million share repurchase program (the “2025 Stock Repurchase Program”) relating to the Company’s outstanding shares of Class A common stock. Under the 2025 Stock Repurchase Program, the Company is authorized to repurchase shares of its Class A common stock from time to time in open market purchases or privately negotiated transactions. The 2025 Stock Repurchase Program does not obligate the Company to repurchase any minimum dollar amount or number of shares, has no expiration date, and can be modified, suspended or terminated at any time and for any reason. The timing and actual number of shares repurchased, will depend on a variety of factors, including price, corporate and legal requirements, market conditions and other factors. The 2025 Stock Repurchase Program replaces the Company’s previously reported $100 million stock repurchase program, which has been substantially exhausted.

    Conference Call Information
    As previously announced, the Company will host a conference call today, April 24, 2025, at 2:00 p.m. Pacific Time (PT), 5:00 p.m. Eastern Time (ET), to discuss the Company’s first quarter financial results. A live webcast of the call will be available at: https://edge.media-server.com/mmc/p/994jmsnj. To access the call by phone, please go to the following link: https://register-conf.media-server.com/register/BIec9db96ea67145e5b35acbb6ce94b6ad, and you will be provided with dial in details. A replay of the webcast will also be available for a limited time on AppFolio’s Investor Relations website at https://ir.appfolioinc.com/news-events/events.

    The Company also provides announcements regarding its financial results and other matters, including SEC filings, investor events, and press releases, on its Investor Relations website at https://ir.appfolioinc.com/, as a means of disclosing material nonpublic information and for complying with AppFolio’s disclosure obligations under Regulation FD.

    About AppFolio
    AppFolio is a technology leader powering the future of the real estate industry. Our innovative platform and trusted partnership enable our customers to connect communities, increase operational efficiency, and grow their business. For more information about AppFolio, visit ir.appfolioinc.com.

    Investor Relations Contact:
    Lori Barker
    ir@appfolio.com

    Use of Non-GAAP Financial Measures
    Reconciliations of current and historical non-GAAP financial measures to AppFolio’s financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. For a description of these non-GAAP financial measures, including the reasons management uses each measure, please see the section of the tables entitled “Statement Regarding the Use of Non-GAAP Financial Measures.”

    AppFolio is unable, at this time, to provide GAAP equivalent guidance measures on a forward-looking basis for non-GAAP operating margin because certain items that impact this measure are uncertain, out of our control, or cannot be reasonably predicted, such as charges related to stock-based compensation expense. The effect of these excluded items may be significant.

    Forward-Looking Statements
    This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which statements are subject to considerable risks and uncertainties. Forward-looking statements include all statements that are not statements of historical fact contained in this press release, and can be identified by words such as “anticipates,” “believes,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “potential,” “future’” “predicts, “projects,” “target,” “seeks,” “contemplates,” “should,” “will,” “would” or similar expressions and the negatives of those expressions. In particular, forward-looking statements contained in this press release relate to future operating results and financial position, including the Company’s fiscal year 2025 financial outlook, anticipated future expenses and investments, the Company’s business opportunities, the impact of the Company’s strategic actions and initiatives, the effect of the Company’s 2025 Share Repurchase Program, the potential benefits and effect of the Company’s resident experience related services, including FolioSpace, and their impact on the Company’s plans, objectives, expectations and capabilities.

    Forward-looking statements represent AppFolio’s current beliefs and expectations based on information currently available and speak only as of the date the statement is made. Forward-looking statements are subject to numerous known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. The risks, uncertainties and other factors that may cause the Company’s actual results, performance or achievements to materially differ from those expressed or implied by these forward-looking statements include those risks, uncertainties and other factors described in the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, which was filed with the SEC on February 6, 2025, as such risk factors may be updated from time to time in our subsequent filings with the SEC, and the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recently filed Annual Report on Form 10-K or Quarterly Report on Form 10-Q, as well as in the Company’s other filings with the SEC. You should read this press release with the understanding that the Company’s actual future results may be materially different from the results expressed or implied by these forward-looking statements.

    The Company undertakes no obligation to update any forward-looking statements made in this press release to reflect events or circumstances after the date of this press release or to reflect new information or the occurrence of unanticipated events, except as required by law.

     
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (UNAUDITED)
    (in thousands)
           
      March 31,
    2025    		   December 31,
    2024
    Assets      
    Current assets      
    Cash and cash equivalents $ 56,933     $ 42,504  
    Investment securities—current   153,881       235,745  
    Accounts receivable, net   27,462       24,346  
    Prepaid expenses and other current assets   33,738       32,807  
    Total current assets   272,014       335,402  
    Property and equipment, net   23,413       24,483  
    Operating lease right-of-use assets   16,971       17,472  
    Capitalized software development costs, net   13,649       15,429  
    Goodwill   96,410       96,410  
    Intangible assets, net   46,500       49,057  
    Deferred income taxes   82,451       76,910  
    Other long-term assets   13,325       11,515  
    Total assets $ 564,733     $ 626,678  
    Liabilities and Stockholders’ Equity      
    Current liabilities      
    Accounts payable $ 4,934     $ 2,378  
    Accrued employee expenses   21,775       30,157  
    Accrued expenses   15,724       14,658  
    Other current liabilities   16,173       16,087  
    Total current liabilities   58,606       63,280  
    Operating lease liabilities   36,328       37,476  
    Other liabilities   7,680       6,632  
    Total liabilities   102,614       107,388  
    Stockholders’ equity   462,119       519,290  
    Total liabilities and stockholders’ equity $ 564,733     $ 626,678  
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (UNAUDITED)
    (in thousands, except per share amounts)
       
      Three Months Ended
    March 31,
        2025       2024  
    Revenue(1) $ 217,702     $ 187,430  
    Costs and operating expenses:      
    Cost of revenue (exclusive of depreciation and amortization)(2)   79,498       64,646  
    Sales and marketing(2)   31,057       24,455  
    Research and product development(2)   43,758       37,895  
    General and administrative(2)   23,351       21,132  
    Depreciation and amortization   6,255       5,212  
     Total costs and operating expenses   183,919       153,340  
    Income from operations   33,783       34,090  
    Other income, net   56       —  
    Interest income, net   2,953       2,992  
    Income before provision for income taxes   36,792       37,082  
    Provision (benefit from) for income taxes   5,409       (1,581 )
    Net income $ 31,383     $ 38,663  
    Net income per common share:      
    Basic $ 0.86     $ 1.07  
    Diluted $ 0.86     $ 1.05  
    Weighted average common shares outstanding      
    Basic   36,302       36,087  
    Diluted   36,648       36,674  
                   

    (1) The following table presents our revenue categories:

       
      Three Months Ended
    March 31,
        2025       2024  
    Core solutions $ 49,513     $ 42,920  
    Value Added Services   164,706       142,331  
    Other   3,483       2,179  
    Total revenue $ 217,702     $ 187,430  
                   

    (2) Includes stock-based compensation expense as follows:

      Three Months Ended
    March 31,
        2025       2024  
    Costs and operating expenses:      
    Cost of revenue (exclusive of depreciation and amortization) $ 1,287     $ 960  
    Sales and marketing   2,848       1,510  
    Research and product development   6,931       5,682  
    General and administrative   5,305       5,322  
    Total stock-based compensation expense $ 16,371     $ 13,474  
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (UNAUDITED)
    (in thousands)
     
      Three Months Ended
    March 31,
        2025       2024  
    Cash from operating activities      
    Net income $ 31,383     $ 38,663  
    Adjustments to reconcile net income to net cash provided by operating activities:      
    Depreciation and amortization   6,255       5,211  
    Amortization of operating lease right-of-use assets   501       523  
    Amortization of costs capitalized to obtain revenue contracts, net   2,720       2,500  
    Deferred income taxes   (5,541 )     —  
    Stock-based compensation, including as amortized   16,371       13,474  
    Other   (917 )     (1,824 )
    Changes in operating assets and liabilities:      
    Accounts receivable   (3,116 )     (5,470 )
    Prepaid expenses and other assets   (5,460 )     6,349  
    Accounts payable   2,546       733  
    Operating lease liabilities   (1,051 )     (475 )
    Accrued expenses and other liabilities   (5,226 )     (16,730 )
      Net cash provided by operating activities   38,465       42,954  
    Cash from investing activities      
    Purchases of available-for-sale investments   (62,302 )     (57,162 )
    Proceeds from sales of available-for-sale investments   102,718       —  
    Proceeds from maturities of available-for-sale investments   42,150       36,670  
    Purchases of property and equipment   (230 )     (1,420 )
    Capitalization of software development costs   (636 )     (1,125 )
    Cash paid in business acquisition, net of cash acquired   (906 )     —  
    Net cash used in investing activities   80,794       (23,037 )
    Cash from financing activities      
    Proceeds from stock option exercises   11       3,874  
    Tax withholding for net share settlement   (9,078 )     (14,086 )
    Purchase of common stock   (95,763 )     —  
    Net cash used in financing activities   (104,830 )     (10,212 )
    Net decrease in cash, cash equivalents and restricted cash   14,429       9,705  
    Cash, cash equivalents and restricted cash      
    Beginning of period   42,754       49,759  
    End of period $ 57,183     $ 59,464  
    RECONCILIATION FROM GAAP TO NON-GAAP RESULTS
    (UNAUDITED)
    (in thousands, except per share data)
       
      Three Months Ended
    March 31,
       2025     2024 
    Costs and operating expenses:  
    GAAP cost of revenue (exclusive of depreciation and amortization) $ 79,498     $ 64,646  
    Stock-based compensation expense   (1,287 )     (960 )
    Non-GAAP cost of revenue (exclusive of depreciation and amortization) $ 78,211     $ 63,686  
    GAAP cost of revenue (exclusive of depreciation and amortization) as a percentage of revenue   37  %     34  %
    Non-GAAP cost of revenue (exclusive of depreciation and amortization) as a percentage of revenue   36  %     34  %
           
    GAAP sales and marketing $ 31,057     $ 24,455  
    Stock-based compensation expense   (2,848 )     (1,510 )
    Non-GAAP sales and marketing $ 28,209     $ 22,945  
    GAAP sales and marketing as a percentage of revenue   14  %     13  %
    Non-GAAP sales and marketing as a percentage of revenue   13  %     12  %
           
    GAAP research and product development $ 43,758     $ 37,895  
    Stock-based compensation expense   (6,931 )     (5,682 )
    Non-GAAP research and product development $ 36,827     $ 32,213  
    GAAP research and product development as a percentage of revenue   20  %     20  %
    Non-GAAP research and product development as a percentage of revenue   17  %     17  %
           
    GAAP general and administrative $ 23,351     $ 21,132  
    Stock-based compensation expense   (5,305 )     (5,322 )
    Non-GAAP general and administrative $ 18,046     $ 15,810  
    GAAP general and administrative as a percentage of revenue   11  %     11  %
    Non-GAAP general and administrative as a percentage of revenue   8  %     8  %
           
    GAAP depreciation and amortization $ 6,255     $ 5,212  
    Amortization of stock-based compensation capitalized in software development costs   (241 )     (518 )
    Amortization of purchased intangibles   (2,558 )     (119 )
    Non-GAAP depreciation and amortization $ 3,456     $ 4,575  
    GAAP depreciation and amortization as a percentage of revenue   3  %     3  %
    Non-GAAP depreciation and amortization as a percentage of revenue   2  %     2  %
      Three Months Ended
    March 31,
       2025     2024 
    Income from operations:      
    GAAP income from operations $ 33,783     $ 34,090  
    Stock-based compensation expense   16,371       13,474  
    Amortization of stock-based compensation capitalized in software development costs   241       518  
    Amortization of purchased intangibles   2,558       119  
    Non-GAAP income from operations $ 52,953     $ 48,201  
           
    Operating margin:      
    GAAP operating margin   15.5  %     18.2  %
    Stock-based compensation expense as a percentage of revenue   7.5       7.1  
    Amortization of stock-based compensation capitalized in software development costs as a percentage of revenue   0.1       0.3  
    Amortization of purchased intangibles as a percentage of revenue   1.2       0.1  
    Non-GAAP operating margin   24.3  %     25.7  %
           
    Net income (loss):      
    GAAP net income $ 31,383     $ 38,663  
    Stock-based compensation expense   16,371       13,474  
    Amortization of stock-based compensation capitalized in software development costs   241       518  
    Amortization of purchased intangibles   2,558       119  
    Income tax effect of adjustments   (6,343 )     (14,379 )
    Non-GAAP net income $ 44,210     $ 38,395  
           
    Net income per share, basic:      
    GAAP net income per share, basic $ 0.86     $ 1.07  
    Non-GAAP adjustments to net income   0.36       (0.01 )
    Non-GAAP net income per share, basic $ 1.22     $ 1.06  
           
    Net income per share, diluted:      
    GAAP net income per share, diluted $ 0.86     $ 1.05  
    Non-GAAP adjustments to net income   0.35       —  
    Non-GAAP net income per share, diluted $ 1.21     $ 1.05  
           
    Weighted-average shares used in GAAP and non-GAAP per share calculation      
    Basic   36,302       36,087  
    Diluted   36,648       36,674  
                   

    Statement Regarding the Use of Non-GAAP Financial Measures

    We use the following non-GAAP financial measures in addition to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP.

    • Non-GAAP presentation of income from operations, costs and operating expenses, operating margin, net income, and net income per share. These measures exclude certain non-cash or non-recurring items, including stock-based compensation expense, amortization of stock-based compensation capitalized in software development costs, amortization of purchased intangibles, and the related income tax effect of these adjustments, as applicable and described below. Non-GAAP operating margin is calculated as non-GAAP operating income from operations as a percentage of revenue.

    We use each of these non-GAAP financial measures internally to assess and compare operating results across reporting periods, for internal budgeting and forecasting purposes, and to evaluate our financial performance. We believe these non-GAAP financial measures also provide useful supplemental information to investors and facilitate the analysis of our operating results and comparison of operating results across reporting periods.

    In particular, we believe these non-GAAP financial measures are useful to investors and others in assessing our operating performance due to the following factors:

    • Stock-based compensation expense and amortization of stock-based compensation capitalized in software development costs. We utilize stock-based compensation to attract and retain employees. It is principally aimed at aligning their interests with those of our stockholders while ensuring long-term retention, rather than to address operational performance for any particular period. As a result, stock-based compensation expenses vary for reasons that are generally unrelated to financial and operational performance in any particular period.
    • Amortization of purchased intangibles. We view amortization of purchased intangible assets as items arising from pre-acquisition activities determined at the time of an acquisition. While these intangible assets are evaluated for impairment regularly, amortization of the cost of purchased intangibles is an expense that is not typically affected by operations during any particular period.
    • Income tax effects of adjustments. We utilize a fixed long-term projected tax rate in our computation of non-GAAP income tax effects to provide better consistency across interim reporting periods. In projecting this long-term non-GAAP tax rate, we utilize a financial projection that excludes the direct impact of other non-GAAP adjustments. The projected rate, which we have determined to be 21% and 25% for 2025 and 2024, respectively, considers other factors such as our current operating structure, existing tax positions in various jurisdictions, and key legislation in major jurisdictions where we operate. We periodically re-evaluate this tax rate, as necessary, for significant events, based on relevant tax law changes, and material changes in the forecasted geographic earnings mix.

    Our non-GAAP financial measures may not provide information that is directly comparable to that provided by other companies in our industry, as other companies may calculate non-GAAP financial results differently. In addition, there are limitations in using non-GAAP financial measures because non-GAAP financial measures are not prepared in accordance with GAAP and can exclude expenses that may have a material impact on our reported financial results. As such, non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. A reconciliation of the historical non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the tables above. We encourage investors to review the reconciliation of these historical non-GAAP financial measures to their most directly comparable GAAP financial measures.

    The MIL Network –

  • MIL-OSI: Fidus Investment Corporation Schedules First Quarter 2025 Earnings Release and Conference Call

    Source: GlobeNewswire (MIL-OSI)

    EVANSTON, Ill., April 24, 2025 (GLOBE NEWSWIRE) — Fidus Investment Corporation (NASDAQ: FDUS) (“Fidus” or the “Company”) today announced that it will report its first quarter 2025 financial results on Thursday, May 8, 2025 after the close of the financial markets.

    Management will host a conference call to discuss the operating and financial results at 9:00am ET on Friday, May 9, 2025. To participate in the conference call, please dial (844) 808-7136 approximately 10 minutes prior to the call. International callers should dial (412) 317-0534. Please ask to be joined into the Fidus Investment Corporation call.

    A live webcast of the conference call will be available at https://investor.fdus.com/news-events/events-presentations. Please access the website 15 minutes prior to the start of the call to download and install any necessary audio software.

    A webcast replay of the conference call will be available two hours after the call on the investor relations section of the Company’s website.

    ABOUT FIDUS INVESTMENT CORPORATION

    Fidus Investment Corporation provides customized debt and equity financing solutions to lower middle-market companies, which management generally defines as U.S. based companies with revenues between $10 million and $150 million. The Company’s investment objective is to provide attractive risk-adjusted returns by generating both current income from debt investments and capital appreciation from equity related investments. Fidus seeks to partner with business owners, management teams and financial sponsors by providing customized financing for change of ownership transactions, recapitalizations, strategic acquisitions, business expansion and other growth initiatives.

    Fidus is an externally managed, closed-end, non-diversified management investment company that has elected to be treated as a business development company under the Investment Company Act of 1940, as amended. In addition, for tax purposes, Fidus has elected to be treated as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Fidus was formed in February 2011 to continue and expand the business of Fidus Mezzanine Capital, L.P., which commenced operations in May 2007 and is licensed by the U.S. Small Business Administration as a Small Business Investment Company (SBIC).

    FORWARD-LOOKING STATEMENTS

    This press release may contain certain forward-looking statements which are based upon current expectations and are inherently uncertain, including, but not limited to, statements about the future performance and financial condition of the Company, the prospects of our existing and prospective portfolio companies, the financial condition and ability of our existing and prospective portfolio companies to achieve their objectives, and the timing, form and amount of any distributions or supplemental dividends in the future. Any such statements, other than statements of historical fact, are likely to be affected by other unknowable future events and conditions, including elements of the future that are or are not under the Company’s control, and that the Company may or may not have considered, such as changes in the financial and lending markets and the impact of interest rate volatility, including the decommissioning of LIBOR and rising interest rates; accordingly, such statements cannot be guarantees or assurances of any aspect of future performance. Actual developments and results are highly likely to vary materially from these estimates and projections of the future as a result of a number of factors related to changes in the markets in which the Company invests, changes in the financial, capital, and lending markets, and other factors described from time to time in the Company’s filings with the Securities and Exchange Commission. Such statements speak only as of the time when made, and are based on information available to the Company as of the date hereof and are qualified in their entirety by this cautionary statement. The Company undertakes no obligation to update any such statement now or in the future, except as required by applicable law.

                     

    The MIL Network –

  • MIL-OSI: SPS Commerce Reports First Quarter 2025 Financial Results

    Source: GlobeNewswire (MIL-OSI)

    Company delivers 97th consecutive quarter of topline growth
    First quarter 2025 revenue grew 21% and recurring revenue grew 23% from the first quarter of 2024

    MINNEAPOLIS, April 24, 2025 (GLOBE NEWSWIRE) — SPS Commerce, Inc. (NASDAQ: SPSC), a leader in retail supply chain cloud services, today announced financial results for the first quarter ended March 31, 2025.

    Financial Highlights

    First Quarter 2025 Financial Highlights

    • Revenue was $181.5 million in the first quarter of 2025, compared to $149.6 million in the first quarter of 2024, reflecting 21% growth.
    • Recurring revenue grew 23% from the first quarter of 2024.
    • Net income was $22.2 million or $0.58 per diluted share, compared to net income of $18.0 million or $0.48 per diluted share in the first quarter of 2024.
    • Non-GAAP income per diluted share was $1.00, compared to non-GAAP income per diluted share of $0.86 in the first quarter of 2024.
    • Adjusted EBITDA for the first quarter of 2025 increased 22% to $54.4 million compared to the first quarter of 2024.
    • Share repurchases in the first quarter of 2025 totaled $40.0 million.

    “SPS Commerce operates a network of over 50,000 suppliers, logistics companies and buying organizations across retail, distribution, grocery, and manufacturing, and we are uniquely positioned to support all trading relationships,” said Chad Collins, CEO of SPS Commerce.  “With an $11 billion total addressable market, we have a tremendous opportunity to transform how trading partners work together as they continue to advance their supply chain technologies.” 

    “We delivered strong first-quarter performance, and the 97th consecutive quarter of revenue growth,” said Kim Nelson, CFO of SPS Commerce.  “Despite ongoing uncertainty in the macro environment, we remain confident in our full-year 2025 growth outlook and margin expansion profile, which underscores the resilience of our business model and the mission critical nature of our solutions, designed to improve collaboration across the global retail supply chain.”

    Guidance

    Second Quarter 2025 Guidance

    • Revenue is expected to be in the range of $184.5 million to $186.2 million, representing 20% to 21% year-over-year growth.  
    • Net income per diluted share is expected to be in the range of $0.41 to $0.44, with fully diluted weighted average shares outstanding of 38.8 million shares.
    • Non-GAAP income per diluted share is expected to be in the range of $0.87 to $0.90.
    • Adjusted EBITDA is expected to be in the range of $53.0 million to $54.5 million.
    • Non-cash, share-based compensation expense is expected to be $15.5 million, depreciation expense is expected to be $5.5 million, and amortization expense is expected to be $9.8 million.

    Fiscal Year 2025 Guidance

    • Revenue is expected to be in the range of $758.5 million to $763.0 million, representing 19% to 20% growth over 2024.
    • Net income per diluted share is expected to be in the range of $2.06 to $2.13, with fully diluted weighted average shares outstanding of 38.7 million shares.
    • Non-GAAP income per diluted share is expected to be in the range of $3.86 to $3.93.
    • Adjusted EBITDA is expected to be in the range of $229.4 million to $232.9 million, representing 23% to 25% growth over 2024.
    • Non-cash, share-based compensation expense is expected to be $61.4 million, depreciation expense is expected to be $23.0 million, and amortization expense is expected to be $38.0 million.

    The forward-looking measures and the underlying assumptions involve significant known and unknown risks and uncertainties, and actual results may vary materially. The Company does not present a reconciliation of the forward-looking non-GAAP financial measures, including Adjusted EBITDA, Adjusted EBITDA margin, and non-GAAP income per share, to the most directly comparable GAAP financial measures because it is impractical to forecast certain items without unreasonable efforts due to the uncertainty and inherent difficulty of predicting, within a reasonable range, the occurrence and financial impact of and the periods in which such items may be recognized.

    Quarterly Conference Call

    To access the call, please dial 1-833-816-1382, or outside the U.S. 1-412-317-0475 at least 15 minutes prior to the 3:30 p.m. CT start time. Please ask to join the SPS Commerce Q1 2025 conference call.  A live webcast of the call will also be available at http://investors.spscommerce.com under the Events and Presentations menu.  The replay will also be available on our website at http://investors.spscommerce.com.

    About SPS Commerce

    SPS Commerce is the world’s leading retail network, connecting trading partners around the globe to optimize supply chain operations for all retail partners. We support data-driven partnerships with innovative cloud technology, customer-obsessed service, and accessible experts so our customers can focus on what they do best. Over 50,000 recurring revenue customers in retail, grocery, distribution, supply, manufacturing, and logistics are using SPS as their retail network. SPS has achieved 97 consecutive quarters of revenue growth and is headquartered in Minneapolis. For additional information, contact SPS at 866-245-8100 or visit www.spscommerce.com.

    SPS COMMERCE, SPS, SPS logo and INFINITE RETAIL POWER are marks of SPS Commerce, Inc. and registered in the U.S. Patent and Trademark Office, along with other SPS marks. Such marks may also be registered or otherwise protected in other countries. 

    SPS-F

    Use of Non-GAAP Financial Measures

    To supplement our condensed consolidated financial statements, we provide investors with Adjusted EBITDA, Adjusted EBITDA Margin, and non-GAAP income per share, all of which are non-GAAP financial measures. We believe that these non-GAAP financial measures provide useful information to our management, Board of Directors, and investors regarding certain financial and business trends relating to our financial condition and results of operations.

    Our management uses these non-GAAP financial measures to compare our performance to that of prior periods for trend analyses and planning purposes. Adjusted EBITDA is also used for purposes of determining executive and senior management incentive compensation. We believe these non-GAAP financial measures are useful to an investor as they are widely used in evaluating operating performance. Adjusted EBITDA and Adjusted EBITDA Margin are used to measure operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, and to present a meaningful measure of corporate performance exclusive of capital structure and the method by which assets were acquired.

    These non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP. These non-GAAP financial measures exclude significant expenses and income that are required by GAAP to be recorded in our condensed consolidated financial statements and are subject to inherent limitations. Investors should review the reconciliations of non-GAAP financial measures to the comparable GAAP financial measures that are included in this press release.

    Adjusted EBITDA Measures:

    Adjusted EBITDA consists of net income adjusted for income tax expense, depreciation and amortization expense, stock-based compensation expense, realized gain or loss from investments held and foreign currency impact on cash and investments, investment income, and other adjustments as necessary for a fair presentation. Other adjustments for the three months ended March 31, 2025 included the expense impacts from disposals of certain capitalized internally developed software and one-time acquisition-related insurance costs. Net income is the comparable GAAP measure of financial performance.

    Adjusted EBITDA Margin consists of Adjusted EBITDA divided by revenue. Margin, the comparable GAAP measure of financial performance, consists of net income divided by revenue.

    Non-GAAP Income Per Share Measure:

    Non-GAAP income per share consists of net income adjusted for stock-based compensation expense, amortization expense related to intangible assets, realized gain or loss from investments held and foreign currency impact on cash and investments, other adjustments as necessary for a fair presentation, including for the three months ended March 31, 2025 the expense impacts from disposals of certain capitalized internally developed software and one-time acquisition-related insurance costs, and the corresponding tax impacts of the adjustments to net income, divided by the weighted average number of shares of common and diluted stock outstanding during each period. Net income per share, the comparable GAAP measure of financial performance, consists of net income divided by the weighted average number of shares of common and diluted stock outstanding during each period. To quantify the tax effects, we recalculated income tax expense excluding the direct book and tax effects of the specific items constituting the non-GAAP adjustments. The difference between this recalculated income tax expense and GAAP income tax expense is presented as the income tax effect of the non-GAAP adjustments.

    Forward-Looking Statements

    This press release may contain forward-looking statements, including information about management’s view of SPS Commerce’s future expectations, plans and prospects, including our views regarding future execution within our business, the opportunity we see in the retail supply chain world and our performance for the second quarter and full year of 2025, within the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks, uncertainties and other factors which may cause the results of SPS Commerce to be materially different than those expressed or implied in such statements. Certain of these risk factors and others are included in documents SPS Commerce files with the Securities and Exchange Commission, including but not limited to, SPS Commerce’s Annual Report on Form 10-K for the year ended December 31, 2024, as well as subsequent reports filed with the Securities and Exchange Commission. Other unknown or unpredictable factors also could have material adverse effects on SPS Commerce’s future results. The forward-looking statements included in this press release are made only as of the date hereof. SPS Commerce cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, SPS Commerce expressly disclaims any intent or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

    SPS COMMERCE, INC.
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (In thousands, except shares)
     
      March 31,
    2025    		   December 31,
    2024
    ASSETS (unaudited)    
    Current assets      
    Cash and cash equivalents $ 94,921     $ 241,017  
    Accounts receivable   68,183       56,214  
    Allowance for credit losses   (4,793 )     (4,179 )
    Accounts receivable, net   63,390       52,035  
    Deferred costs   67,107       65,342  
    Other assets   26,417       23,513  
    Total current assets   251,835       381,907  
    Property and equipment, net   38,687       37,547  
    Operating lease right-of-use assets   8,424       8,192  
    Goodwill   533,940       399,180  
    Intangible assets, net   252,280       181,294  
    Other assets      
    Deferred costs, non-current   21,416       20,572  
    Deferred income tax assets   562       505  
    Other assets, non-current   1,906       2,033  
    Total assets $ 1,109,050     $ 1,031,230  
    LIABILITIES AND STOCKHOLDERS’ EQUITY      
    Current liabilities      
    Accounts payable $ 11,255     $ 8,577  
    Accrued compensation   40,747       47,160  
    Accrued expenses   16,640       12,108  
    Deferred revenue   78,620       74,256  
    Operating lease liabilities   6,162       4,583  
    Total current liabilities   153,424       146,684  
    Other liabilities      
    Deferred revenue, non-current   5,748       6,189  
    Operating lease liabilities, non-current   6,101       7,885  
    Deferred income tax liabilities   20,298       15,541  
    Other liabilities, non-current   2,558       241  
    Total liabilities   188,129       176,540  
    Commitments and contingencies      
    Stockholders’ equity      
    Common stock   40       40  
    Treasury stock   (102,096 )     (99,748 )
    Additional paid-in capital   672,138       627,982  
    Retained earnings   358,295       336,099  
    Accumulated other comprehensive loss   (7,456 )     (9,683 )
    Total stockholders’ equity   920,921       854,690  
         Total liabilities and stockholders’ equity $ 1,109,050     $ 1,031,230  
                   
    SPS COMMERCE, INC.
    CONDENSED CONSOLIDATED STATEMENTS OF INCOME
    (Unaudited; in thousands, except per share amounts)
     
      Three Months Ended
    March 31,
       2025    2024
    Revenues $ 181,549   $ 149,576
    Cost of revenues   56,914     51,487
    Gross profit   124,635     98,089
    Operating expenses      
    Sales and marketing   41,634     36,432
    Research and development   17,439     16,009
    General and administrative   31,018     25,907
    Amortization of intangible assets   8,588     4,338
    Total operating expenses   98,679     82,686
    Income from operations   25,956     15,403
    Other income, net   2,207     3,132
    Income before income taxes   28,163     18,535
    Income tax expense   5,967     532
    Net income $ 22,196   $ 18,003
           
    Net income per share      
    Basic $ 0.58   $ 0.49
    Diluted $ 0.58   $ 0.48
           
    Weighted average common shares used to compute net income per share      
    Basic   37,990     37,049
    Diluted   38,163     37,686
               
    SPS COMMERCE, INC.
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (Unaudited; in thousands)
     
      Three Months Ended
    March 31,
       2025     2024 
    Cash flows from operating activities      
    Net income $ 22,196     $ 18,003  
    Reconciliation of net income to net cash provided by operating activities      
    Deferred income taxes   (4,418 )     (7,070 )
    Depreciation and amortization of property and equipment   4,957       4,694  
    Amortization of intangible assets   8,588       4,338  
    Provision for credit losses   1,822       1,408  
    Stock-based compensation   13,867       20,018  
    Other, net   168       (431 )
    Changes in assets and liabilities, net of effects of acquisition      
    Accounts receivable   (7,443 )     (6,759 )
    Deferred costs   (1,247 )     (1,651 )
    Other assets and liabilities   1,174       3,030  
    Accounts payable   1,677       5,098  
    Accrued compensation   (7,948 )     (9,518 )
    Accrued expenses   3,868       (674 )
    Deferred revenue   3,160       4,129  
    Operating leases   (438 )     (551 )
    Net cash provided by operating activities   39,983       34,064  
    Cash flows from investing activities      
    Purchases of property and equipment   (6,150 )     (3,533 )
    Purchases of investments   —       (44,412 )
    Maturities of investments   —       45,000  
    Acquisition of business, net   (141,636 )     —  
    Net cash used in investing activities   (147,786 )     (2,945 )
    Cash flows from financing activities      
    Repurchases of common stock   (40,000 )     (16,540 )
    Net proceeds from exercise of options to purchase common stock   635       1,260  
    Net proceeds from employee stock purchase plan activity   411       391  
    Net cash used in financing activities   (38,954 )     (14,889 )
    Effect of foreign currency exchange rate changes   661       (674 )
    Net increase (decrease) in cash and cash equivalents   (146,096 )     15,556  
    Cash and cash equivalents at beginning of period   241,017       219,081  
    Cash and cash equivalents at end of period $ 94,921     $ 234,637  
                   
    SPS COMMERCE, INC.
    NON-GAAP RECONCILIATIONS
    (Unaudited; in thousands, except Margin, Adjusted EBITDA Margin, and per share amounts)
     
    Adjusted EBITDA
      Three Months Ended
    March 31,
      2025     2024
    Net income $ 22,196     $ 18,003  
    Income tax expense   5,967       532  
    Depreciation and amortization of property and equipment   4,957       4,694  
    Amortization of intangible assets   8,588       4,338  
    Stock-based compensation expense   13,867       20,018  
    Realized gain from investments held and foreign currency impact on cash and investments   (366 )     (304 )
    Investment income   (1,849 )     (2,879 )
    Other   1,013       —  
    Adjusted EBITDA $ 54,373     $ 44,402  
                   
    Adjusted EBITDA Margin
      Three Months Ended
    March 31,
      2025   2024
    Revenue $ 181,549     $ 149,576  
           
    Net income   22,196       18,003  
    Margin   12 %     12 %
           
    Adjusted EBITDA   54,373       44,402  
    Adjusted EBITDA Margin   30 %     30 %
                   
    Non-GAAP Income per Share
      Three Months Ended
    March 31,
      2025   2024
    Net income $ 22,196     $ 18,003  
    Stock-based compensation expense   13,867       20,018  
    Amortization of intangible assets   8,588       4,338  
    Realized gain from investments held and foreign currency impact on cash and investments   (366 )     (304 )
    Other   1,013       —  
    Income tax effects of adjustments   (7,285 )     (9,554 )
    Non-GAAP income $ 38,013     $ 32,501  
           
    Shares used to compute net income and non-GAAP income per share      
    Basic   37,990       37,049  
    Diluted   38,163       37,686  
           
    Net income per share, basic $ 0.58     $ 0.49  
    Non-GAAP adjustments to net income per share, basic   0.42       0.39  
    Non-GAAP income per share, basic $ 1.00     $ 0.88  
           
    Net income per share, diluted $ 0.58     $ 0.48  
    Non-GAAP adjustments to net income per share, diluted   0.42       0.38  
    Non-GAAP income per share, diluted $ 1.00     $ 0.86  
                   

    The annual per share amounts may not cross-sum due to rounding.

    Contact:
    Investor Relations
    The Blueshirt Group
    Irmina Blaszczyk & Lisa Laukkanen
    SPSC@blueshirtgroup.com
    415-217-4962

    The MIL Network –

  • MIL-OSI USA: Replacing Missing or Damaged Documents

    Source: US Federal Emergency Management Agency

    Headline: Replacing Missing or Damaged Documents

    Replacing Missing or Damaged Documents

    FRANKFORT, Ky

    – If you lost important documents in the recent floods, you are not alone

    We know this is a difficult time and dealing with lost or damaged documents can feel overwhelming

    But there is help available

    You can learn more and get assistance retrieving these important documents by visiting your local FEMA Disaster Recovery Center

    Staff there can help guide you through the process and connect you with additional resources

    Find a center near you: FEMA Disaster Recovery Center LocatorReplacing things like IDs, insurance papers, and birth certificates is important

    Below is a simple guide to getting your documents back quickly

     It is also a good idea to double check your current inventory of these important documents, in case you need to access them quickly in an emergency

     Insurance Policy InformationCall your insurance company or agent and ask for a copy of your policy, including the Declaration Page

    Birth, Marriage, & Death CertificatesOrder certified copies online, by mail, or in person through the Kentucky Office of Vital Statistics

    Visit the Kentucky Office of Vital Statistics or call (502) 564-4212

    Driver’s License & ID CardsIf your license or ID was lost or damaged, visit a Kentucky Transportation Cabinet (KYTC) Driver Licensing Regional Office

    Check for locations and details at drive

    ky

    gov

    Social Security CardApply for a replacement at www

    ssa

    gov

    Visit your local Social Security office

    Call 1-800-772-1213 for assistance

    Medicare CardsRequest a new card at MyMedicare

    gov

    Call 1-800-MEDICARE (1-800-633-4227)

    Tax Returns & Military RecordsIRS Tax Returns – Request copies of past tax returns at irs

    gov

    Military Service Records – Request replacements at www

    archives

    gov/veterans/military-service-records
    martyce

    allenjr
    Thu, 04/24/2025 – 14:03

    MIL OSI USA News –

  • MIL-OSI USA: DLNR News Release-Kaua’i Sanctuary is Hugely Popular with Native and Transpacific Waterbirds, April 23, 2025

    Source: US State of Hawaii

    DLNR News Release-Kaua’i Sanctuary is Hugely Popular with Native and Transpacific Waterbirds, April 23, 2025

    Posted on Apr 24, 2025 in Latest Department News, Newsroom

     

    STATE OF      HAWAIʻI

    KA MOKU ʻĀINA O HAWAIʻI

     

    DEPARTMENT OF LAND AND NATURAL RESOURCES

    KA ‘OIHANA KUMUWAIWAI ‘ĀINA

     

         JOSH GREEN, M.D.
    GOVERNOR

    DAWN CHANG
    CHAIRPERSON

    KAUA‘I SANCTUARY IS HUGELY POPULAR WITH NATIVE AND TRANSPACIFIC WATER BIRDS

     

    FOR IMMEDIATE RELEASE

    April 23, 2025

    KAWAIʻELE BIRD SANCTUARY, Kaua‘i – West Kaua‘i’s Mānā Plain is attracting larger numbers of native waterbirds and migratory shore birds than DLNR  Division of Forestry and Wildlife (DOFAW) biologist Jason Vercelli has ever seen in his 18 years of work in the wetlands.

    Four native birds, all endangered, are the Hawaiian coot, the Hawaiian gallinule or moorhen, the Hawaiian stilt, and the Koloa duck — and they’re sharing the 100 acres of wetlands with migratory shorebirds. Vercelli has nearly as many stories about his long service as there are birds, ranging from tales about birds’ cultural significance to how to manage wetlands for optimal conditions.

    “The Mānā Plain used to be a huge wetland, largest one in the state. In the early 1900s it was drained for agricultural purposes and that’s the primary reason the four endangered water birds are of concern. They lost their habitat. So, in the 1990s the state decided to restore some of that lost habitat. It started with Kawaiʻele, which is the older sanctuary. Another 50 acres of newer wetlands adjoins it, and another 50 acres is set to become part of the larger sanctuary soon,” Vercelli explained. All 150 acres will be managed as the Mānā Plain wetland restoration project

    The sanctuary has created intense interest from nature lovers, photographers and bird watchers, especially this time of year when parents and their offspring fill the air with flight.

    Vercelli said, “People come out here to see birds they don’t usually see. I have a lot of school kids come out and help with work and enjoy the place. We have volunteer days where people can come out and enjoy the area and get a little dirty at times. It’s just a really peaceful place, especially in the morning. It’s really nice place to be at sunset.”

    Perhaps the most fascinating stories Vercelli shares are about the visiting birds. “We’re seeing a lot of migratory birds now. Pretty soon they’re going to start staging where they come together as groups, get as fat as they can, and then head back to the mainland,” he said.

    The small birds fly for four days, non-stop, as they can’t land in the ocean. Vercelli remarked, “I think they’re more relaxed flying to the continent as it’s a bigger target. I’m not sure, on their return, how they find this little rock out here in the middle of the Pacific.”

    In addition to creating a paradise for birds and bird lovers, the Mānā Plain wetlands provide important ecological services. It helps clean and clarify water before it deposits sediment out on the reef. It acts as a natural filter and furthers the concept of care for the ‘aina, mauka to makai. It provides a service in clarifying water, because the water we draw out of this canal has a lot of sediment in the water. So, the wetland acts as a natural filter, which benefits us. It cleans up the water before it goes out to the reef.

    Much of Vercelli’s work these days involves management of the wetland by improving bird habitat, controlling predators, and conducting water manipulation to keep the basins full of water and at optimal levels for various seasons, like the feeding season. At other times he needs to drop the water level to create more breeding and nesting habitat.

    Vercelli sums up nearly two decades of work saying, “I can have a bad day and then come out here and see something, a new bird, or see chicks, and just seeing this and getting feedback from the people and just knowing that I was helpful in developing this is definitely a pride factor.”

    He wants to continue to see the bird sanctuary grow and thrive. DOFAW has a grant to establish a visitor’s center, which Vercelli says would be a really nice addition.

    # # #

    RESOURCES

    (All images/video Courtesy: DLNR)

    HD video – Hugely Popular: Kaua‘i Sanctuary for Waterbirds and Shorebirds (web feature):

     HD video – Mānā Plain wetland restoration project media clips (April 11, 2025):

    (Shot sheet/transcriptions attached)

    Photographs – Mānā Plain wetland restoration project media clips (April 11, 2025):

     

    Media Contact:

    Dan Dennison

    Communications Director

    Hawai‘i Dept. of Land and Natural Resources

    808-587-0396

    MIL OSI USA News –

  • MIL-OSI Security: Former Florida Highway Patrol Trooper and DEA Task Force Officer Sentenced to Nine Years in Federal Prison for Distributing Drugs, Defrauding the United States, and Illegal Firearm Possession

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

    Jacksonville, Florida – United States District Judge Wendy W. Berger has sentenced Joshua Grady Earrey (46, Jacksonville) to nine years in federal prison for multiple federal offenses including one count of conspiring to distribute narcotics, one count of conspiring to defraud the United States, and one count of possessing firearms and ammunition while addicted to illegal narcotics. As part of the sentence, Earrey also agreed to forfeit or abandon the money, firearms, and ammunition involved in these offenses. He entered a guilty plea on April 4, 2024.

    According to court documents, while employed as a Florida Highway Patrol Trooper and designated Task Force Officer with the Drug Enforcement Administration, Earrey and a co-conspirator engaged in extensive corrupt activity from 2021-2023. These acts included the theft of money and illegal drugs that were seized as evidence during criminal investigations; providing illegal drugs (including fentanyl and cocaine) to others to distribute on their behalf; and providing ammunition to an individual that Earrey knew to be a convicted murderer in exchange for opiates. Earrey and his co-conspirator stole more than 1,000 pounds of marijuana from evidence and provided the drugs to others to sell on their behalf. They covered up the theft by submitting falsified paperwork showing that the marijuana had been destroyed. Similarly, they stole a kilogram of cocaine from evidence and then gave it to a drug dealer to sell for them.

    “Law enforcement officers who operate as though they are above the law betray the badge and the citizens they swore to protect,” said FBI Jacksonville Acting Special Agent in Charge Hubert Reynolds. “This case exemplifies the FBI’s commitment to holding public servants accountable if they violate the very laws they promised to uphold.”

    This case was investigated by the Federal Bureau of Investigation and the Internal Revenue Service — Criminal Investigation, with assistance from U.S. Customs and Border Protection. It was prosecuted by Assistant United States Attorney William S. Hamilton. The United States Attorney’s Office, the Federal Bureau of Investigation, the Internal Revenue Service – Criminal Investigation, and U.S. Customs and Border Protection wish to thank the Florida Highway Patrol, the Drug Enforcement Administration, and the Bureau of Alcohol, Tobacco, Firearms and Explosives for their cooperation during this investigation.

    MIL Security OSI –

  • MIL-OSI Economics: Zoom still faces challenging environment despite its profound metamorphosis, says GlobalData

    Source: GlobalData

    Zoom still faces challenging environment despite its profound metamorphosis, says GlobalData

    Posted in Technology

    Zoom has announced new and upcoming features for the Workplace platform powered by both generative AI (GenAI) and agentic AI. The volume, breadth, and quality of features unveiled are impressive. Collectively, the changes further propel a dramatic transformation that has been taking place at Zoom over roughly the past year and a half. Despite the dramatic transformation Zoom has made in relatively short order, the company still faces a challenging environment, according to GlobalData, a leading data and analytics company.

    Gregg Willsky, Principal Analyst, Enterprise Technology & Services at GlobalData, comments: “After its video meetings capability became renowned virtually overnight in the dark, nascent days of the COVID-19 pandemic, Zoom ignited a steady evolution of its platform. With the October 2023 introduction of Zoom AI Companion, that evolution followed a sharp trajectory upward and morphed into a full-blown renaissance marked by the introduction of GenAI features. Zoom has now entered a new chapter with the announcement of agentic AI capabilities.”

    Two noteworthy examples of agentic AI features are the Custom AI Companion add-on and Zoom Tasks with AI Companion. The Custom AI Companion add-on is intriguing because it enables organizations to tailor Zoom AI Companion to fit the specific needs of their business or industry. The greatest value of Zoom Tasks with AI Companion lies in its ability to make users more productive by automatically detecting tasks from meeting summaries, chats, and emails and completing them on their behalf.

    Willsky continues: “In addition to team collaboration capabilities evident in the Custom AI Companion add-on and Zoom Tasks with AI Companion, Zoom displayed sharp dexterity and diversity with features that touch upon a range of additional areas including contact center, sales, and industry verticals.

    “New features allow contact center supervisors to optimize staffing levels and permit agents to indicate preferred start times. Revenue Accelerator enhancements help sales reps identify and manage deals more efficiently. Frontline workers in industries such as retail and manufacturing, along with healthcare clinicians, have access to features that increase their efficiency by saving time.”

    Zoom confronts entrenched, imposing players such as Microsoft, Cisco, and Google while also tangling with wholly capable rivals such as RingCentral and 8×8.

    Willsky concludes: “Like Zoom, each is aggressively fortifying their platforms and spreading enhancements across collaboration, contact center, and other areas. What makes Zoom unique, however, is that it has managed to widely distance itself from its original, narrow identity – that of a video platform – and done so in only a handful of years. That bodes well for its future.”

    MIL OSI Economics –

  • MIL-OSI Asia-Pac: India’s Record Cargo Movement on Inland Waterways

    Source: Government of India

    India’s Record Cargo Movement on Inland Waterways

    Achieves 145.5 million tonnes in FY 2024–25

    Posted On: 24 APR 2025 4:12PM by PIB Delhi

    Key Takeaways

    • India achieved a record 145.5 million tonnes cargo movement on inland waterways in FY 2024–25, up from 18.1 MMT in FY 2013–14, registering a CAGR of 20.86%.
    • The number of National Waterways increased from 5 to 111, with the operational length growing from 2,716 km (2014–15) to 4,894 km (2023–24).
    • Massive infrastructure development including Multi-Modal Terminals (MMTs), Inter-Modal Terminals (IMTs), community jetties, floating terminals, and green tech like Hybrid Electric and Hydrogen Vessels.
    •  Launch of Jalvahak Scheme with ₹95.42 crore budget offering 35% operating cost incentive for cargo owners and scheduled services on key routes (NW-1, NW-2, NW-16).
    •  India aims to increase IWT modal share from 2% to 5%, and raise traffic to 200+ MMT by 2030 and 500+ MMT by 2047 under Maritime Amrit Kaal Vision.

     

    Record Cargo Movement Marks a Milestone in Inland Water Transport

     

    In a significant achievement for India’s inland water transport (IWT) sector, the Inland Waterways Authority of India (IWAI) reported a record-breaking cargo movement of 145.5 million tonnes in the fiscal year 2024–25. This milestone underscores the effectiveness of sustained investments and policy initiatives aimed at enhancing the country’s inland waterways infrastructure. The number of operational national waterways has also increased from 24 to 29 during the same period, reflecting a strategic push towards multimodal connectivity and sustainable transport solutions.​

    Exponential Growth in Cargo Traffic in last ten years

    Cargo traffic on National Waterways has increased from 18.10 (million metric tonnes) MMT to 145.5 MMT (million metric tonnes) between FY-14 and FY-25, recording a CAGR of 20.86%.

    In FY-25, traffic movement registered a growth of 9.34% year-on-year from FY-24. Five commodities i.e. coal, iron ore, iron ore fines, sand and fly ash constituted over 68% of total cargo moved on NWs during the year. Passenger movement has also reached 1.61 crore in 2023–24.​

    Expansion of National Waterways

    The Inland Waterways Authority of India (IWAI), under the Ministry of Ports, Shipping and Waterways, has expanded the number of National Waterways (NWs) from 5 to 111 under the National Waterways Act, 2016. Since 2014, the Government has invested around ₹6,434 crore to develop waterway infrastructure.

    The operational length of NWs increased from 2,716 km (2014-15) to 4,894 km (2023-24). Major works include fairway maintenance, community jetties, floating terminals, Multi-Modal Terminals (MMTs), Inter-Modal Terminals (IMTs), and navigational locks.

    To boost Ease of Doing Business, IWAI launched digital tools like Least Available Depth Information System (LADIS), River Information System (RIS), Car-D, Portal for Navigational Information (PANI), and Management Information and Reporting Solution (MIRS). Green initiatives such as Hybrid Electric Catamarans and Hydrogen Vessels are being introduced to reduce pollution and promote river tourism.

    Targets and Sustainable Development

    The Government of India has set ambitious targets for cargo movement via inland waterways.
    IWAI aims to increase the modal share of freight movement through IWT from 2% to 5% and traffic volume to more than 200 million metric tonnes (MMT) in line with the Maritime India Vision 2030 and more than 500 million metric tonnes (MMT) by 2047 as per the Maritime Amrit Kaal Vision 2047.    ​

     

    Policy Measures to Boost Inland Waterways

    1. Jalvahak – Cargo Promotion Scheme
       

    The Inland Water Transport (IWT) sector in India is still developing and needs support to shift cargo from road and rail to waterways. Although waterway transport is cheaper, overall logistics costs can be higher due to multimodal handling. To address this and promote IWT, the “Jalvahak” Scheme was launched on 15 December 2024 with a budget of Rs. 95.42 crores. It has two key components:

    1. Financial Incentive: Cargo owners get a 35% reimbursement on actual operating costs for shifting cargo from road/rail to IWT, encouraging use of waterways.
    2. Scheduled Services: Regular cargo services have been introduced to boost reliability and predictability.

    Key routes include:

    • Kolkata–Patna–Varanasi (NW-1)
    • Kolkata–Pandu (NW-2 via Indo-Bangladesh Protocol route)
    • Kolkata–Badarpur/Karimganj (NW-16 via IBP route)

    The scheme covers cargo movement on NW-1, NW-2, and NW-16, benefiting surrounding regions and building trust in waterway transport.

    2. Extension of Tonnage Tax to Inland Vessels
     Announced on 1st February 2025 during the budget, the tonnage tax regime has been extended to inland vessels registered under the Indian Vessels Act, 2021.

    • Benefit: Provides a stable and predictable tax regime based on vessel tonnage rather than profits, thereby lowering the tax burden and encouraging broader adoption of inland shipping.

    3. Regulatory Framework for Private Investment
    The National Waterways (Construction of Jetties/Terminals) Regulations, 2025 have been notified, enabling private investment in inland waterways infrastructure by establishing a clear legal and operational framework for the construction and management of jetties and terminals.

    4. Port Integration
    To ensure seamless multimodal logistics, the Multi-Modal Terminals at Varanasi, Sahibganj, and Haldia, as well as the Intermodal Terminal at Kalughat, are being transferred to Shyama Prasad Mookerjee Port, Kolkata for operation and management. This integration is expected to streamline cargo movement between ports and inland waterways.

    5. Digitisation and Centralised Database
    A centralised portal is being developed for the registration of inland vessels and crew, similar to the ‘Vahan’ and ‘Sarathi’ systems used for road transport. This initiative will:

    • Simplify registration processes
    • Provide real-time data on vessel and crew availability
    • Enhance transparency and planning in the sector

    6. Cargo Aggregation Infrastructure
    To resolve issues related to sparse industrial presence along waterways, cargo aggregation hubs are under development:

    • Freight Village at Varanasi
    • Integrated Cluster-cum-Logistics Park at Sahibganj

    The National Highways Logistics Management Limited (NHLML) and Indian Port and Rail Company Ltd. have been engaged to develop and provide rail connectivity to these logistics hubs.

    7. Indo-Bangladesh Protocol Route Operationalisation
    Routes No. 5 & 6 between Maia and Sultanganj have been successfully trialled under the Indo-Bangladesh Protocol. Regular operations will commence following consent from the Government of Bangladesh.

    8. Engagement with Public Sector Undertakings (PSUs)
    More than 140 PSUs have been engaged to explore shifting a portion of their cargo to IWT. Ministries including Petroleum, Fertiliser, Coal, Steel, and Heavy Industries have been requested to align their cargo movement plans with the modal shift targets of the Maritime India Vision.

    Infrastructure developments for inland water transport:

    • Fairway Maintenance: Ongoing river training, dredging, channel marking, and surveys on National Waterways (NWs) to maintain a 35/45 m width and depths of 2.0 to 3.0 meters for vessel navigation.
    • NW-1 (Ganga River): 49 community jetties, 20 floating terminals, 3 Multi-Modal Terminals (MMTs), and 1 Inter-Modal Terminal (IMT) built, along with 5 pre-existing terminals.
    • NW-2 (Brahmaputra River): 12 floating terminals, MMTs at Pandu, Jogighopa, and terminals at Bogibeel and Dhubri for river cargo/cruise vessels. 4 dedicated jetties constructed at Jogighopa, Pandu, Biswanath Ghat, and Neamati.
    • NW-3 (West Coast Canal, Kerala): 9 permanent terminals with godowns and 2 Ro-Ro terminals constructed.
    • NW-68 (Goa): 3 floating concrete jetties in 2020, 1 in 2022 installed in Mandovi River.
    • NW-4 (Krishna River, Andhra Pradesh): 4 tourist jetties commissioned.
    • Other Projects: 12 Nos. floating jetties on NW-110 (River Yamuna) in Mathura-Vrindavan stretch in Uttar Pradesh, 2 Jetties on NW-73 (River Narmada) & 2 Jetties on NW-37 (River Gandak) in Bihar are under execution.

    Navigating Towards a Sustainable Future

    India’s concerted efforts in developing its inland waterways have yielded significant results, with record cargo movements and expanded infrastructure. The combination of strategic investments, policy initiatives, and digital innovations positions the country to further enhance its IWT sector, contributing to sustainable transportation and economic development. Continued focus on these areas will be crucial in achieving the ambitious targets set for the coming decades.​

    References

    Click here to see in PDF

    Santosh Kumar/ Sarla Meena/ Anchal Patiyal

    (Release ID: 2124061) Visitor Counter : 65

    MIL OSI Asia Pacific News –

  • MIL-OSI Europe: Answer to a written question – Impact of the Corporate Sustainability Reporting Directive (CSRD) and the attendant administrative costs on Germany and the EU – E-002991/2024(ASW)

    Source: European Parliament

    The first set of calculations made by the Commission on the costs of the Corporate Sustainability Reporting Directive (CSRD)[1] were explained under the impact assessment document accompanying the CSRD proposal[2].

    In this document, the total incremental recurring costs of reporting against sustainability reporting standards in all 27 Member States were estimated at EUR 2.1 billion per year, plus additional recurrent costs for audit and assurance and the one-off implementation costs.

    Subsequently, when adopting the European Sustainability Reporting Standards (ESRS) Delegated Act, the Commission estimated EUR 1.7 billion in annual recurring costs across the EU for reporting against ESRS[3]. This recurring costs estimate shows a reduction compared to the estimate in the 2021 CSRD impact assessment as a result of various simplifications made.

    On 26 February the Commission adopted legislative proposals to modify the CSRD, as part of the ‘Omnibus’ initiative to reduce administrative burden on companies.

    The Commission estimates that the proposed modifications would exempt about 80% of companies from reporting under the CSRD and lead to CSRD/ESRS reporting cost savings of EUR 1.2 billion per year, plus savings on the related audit and assurance costs.

    Beyond this, companies would also benefit from being exempted from taxonomy reporting and future simplifications of the ESRS.

    As set out in more detail in the assessment accompanying the omnibus proposal,[4] the combined cost savings resulting from the proposed changes to the CSRD scope (including the exemptions this would bring for Taxonomy reporting), plus the modifications of the future ESRS, have been estimated to amount to EUR 4.4 billion per year.

    • [1] OJ L 322, 16.12.2022, p. 15-80.
    • [2] Impact assessment, SWD/2021/150 final: https://eur-lex.europa.eu/legal-content/EN/TXT/?uri=CELEX:52021SC0150
      Summary of the impact assessment, SWD/2021/151 final: https://eur-lex.europa.eu/legal-content/EN/TXT/?uri=CELEX:52021SC0151
    • [3] EUR-Lex — Ares(2023)4009405 — EN — EUR-Lex and https://www.ceps.eu/ceps-publications/cost-benefit-analysis-of-the-first-set-of-draft-european-sustainability-reporting-standards/
    • [4] SWD(2025) 80 final.
    Last updated: 24 April 2025

    MIL OSI Europe News –

  • MIL-OSI Europe: Answer to a written question – EIB criticises green reporting rules under Taxonomy Regulation – E-000151/2025(ASW)

    Source: European Parliament

    It is a key priority for the Commission to simplify rules and reduce the reporting burdens for undertakings, including financial institutions financial institutions.

    On 26 February 2025, the Commission presented an omnibus package[1] aiming at simplification in relation to sustainability reporting.

    The omnibus proposals delay by two years the reporting for companies that should have done so in 2026 or later and introduce a reduction in the scope of reporting under the Corporate Sustainability Reporting Directive (CSRD)[2] to large companies[3] with more than 1000 employees.

    This entails a change of scope of reporting under Taxonomy regulation[4], which is aligned with the CSRD. In addition, the proposal will make Taxonomy reporting voluntary for companies in scope with a turnover below EUR 450 million.

    In parallel, the Commission also published for public feedback proposed changes to the Taxonomy Disclosures Delegated Act[5] significantly simplifying reporting requirements and introducing materiality thresholds, and changes to Climate and Environmental Delegated Acts[6].

    As regards the green asset ratio, it is proposed to allow financial institutions to exclude from the indicators’ denominators the exposures that relate to undertakings with less than 1000 employees, which will not be obliged to report on EU Taxonomy information as per the Omnibus proposal.

    In addition, the Omnibus package will protect companies out of the scope of the requirements, including SMEs, from excessive sustainability information requests that they receive when they are included in the value chains of larger companies or from financial institutions ( trickle-down effect ).

    • [1] https://commission.europa.eu/publications/omnibus-i_en
    • [2] Directive (EU) 2022/2464 of the European Parliament and of the Council of 14 December 2022 amending Regulation (EU) No 537/2014, Directive 2004/109/EC, Directive 2006/43/EC and Directive 2013/34/EU, as regards corporate sustainability reporting, OJ L 322, 16.12.2022, p. 15.
    • [3] Large companies are defined in the Accounting Directive as companies that exceed at least two of the three following criteria: balance sheet of EUR 25 million, turnover of EUR 50 million and 250 employees.
    • [4] Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020 on the establishment of a framework to facilitate sustainable investment, and amending Regulation (EU) .2019/2088, OJ L 198, 22.6.2020, p. 13.
    • [5] Commission Delegated Regulation (EU) 2021/2178 of 6 July 2021 supplementing Regulation (EU) 2020/852 of the European Parliament and of the Council by specifying the content and presentation of information to be disclosed by undertakings subject to Articles 19a or 29a of Directive 2013/34/EU concerning environmentally sustainable economic activities, and specifying the methodology to comply with that disclosure obligation, OJ L 443 10.12.2021, p. 9.
    • [6] Commission Delegated Regulation (EU) 2021/2139 of 4 June 2021 supplementing Regulation (EU) 2020/852 of the European Parliament and of the Council by establishing the technical screening criteria for determining the conditions under which an economic activity qualifies as contributing substantially to climate change mitigation or climate change adaptation and for determining whether that economic activity causes no significant harm to any of the other environmental objectives (OJ L 442, 9.12.2021, p. 1) and 2020/852 of the European Parliament and of the Council by establishing the technical screening criteria for determining the conditions under which an economic activity qualifies as contributing substantially to the sustainable use and protection of water and marine resources, to the transition to a circular economy, to pollution prevention and control, or to the protection and restoration of biodiversity and ecosystems and for determining whether that economic activity causes no significant harm to any of the other environmental objectives and amending Commission Delegated Regulation (EU) 2021/2178 as regards specific public disclosures for those economic activities (OJ L 2023/2486, 21.11.2023).
    Last updated: 24 April 2025

    MIL OSI Europe News –

  • MIL-OSI USA: Reps. Davis, DelBene, and Sánchez Champion Bill to Reduce the Cost of Child Care for Working Families through Tax Credits

    Source: United States House of Representatives – Congressman Danny K Davis (7th District of Illinois)

    In contrast to GOP effort to slash child care funding, this bill increases the maximum child care credit from $1,200 to $4,000 for one child or from $2,100 to $8,000 for two or more children.

     

    Washington, D.C.- April 24, 2025, Representatives Danny K. Davis (D-IL), Suzan DelBene (D-WA), and Linda Sánchez (D-CA) introduced the Child and Dependent Care Tax Credit Enhancement Act to permanently expand the child care tax credit to raise the maximum credit from $1,050 to $4,000 for 1 child and from $2,100 to $8,000 for 2 or more children.  This bill is led by Senators Tina Smith (D-MN), Ron Wyden (D-OR), and Patty Murray (D-WA) in the Senate.

    The Child and Dependent Care Tax Credit (CDCTC) is the only tax credit that helps working parents offset the rising cost of child care.  In 2021, Democrats successfully enhanced both the CDCTC and the Child Tax Credit because both credits are essential to support parents’ ability to provide for their families.  While 100% of the CDCTC reimburses parents for actual child care costs paid to work, parents mostly use the Child Tax Credit to defray other significant costs of caring for a child, such as food, rent, and clothing. 

    Unfortunately, as currently structured, the CDCTC fails to meet the needs of tens of millions of working families. Very few families receive meaningful benefit from the credit due to the extremely low phase-out level of $15,000, the low expense limits, the non-refundable nature, and the loss of benefit due to inflation.  For example, the Tax Policy Center estimates that only 13% of families with children claimed the CDCTC in 2022.  The Child Care and Dependent Credit Enhancement Act will increase the maximum credit amount to $4,000 per child up to $8,000 for two or more children, expand eligibility to low-income families, make the credit available to married couples who file separately due to high student loan debt, and retain the credit’s value over time by indexing it to inflation.  Compared to 2019, low-income working parents quadrupled their credit received in 2021. 

    High-quality, affordable child care is essential to the economic well-being of families, businesses, and our country. Yet, child care places a major financial burden on American families. The price of child care can range from $5,357 to $17,171 per year depending on location and type of care.  Astoundingly, the cost of center-based care for two children is more than the average mortgage in 41 states and more than the average annual rent in all 50 states plus DC.  Households under the poverty line spend nearly one third of their income on child care, and increases in median child care prices are connected to lower maternal employment rates. Further, the child care crisis hits families of color disproportionately hard. For a single parent who has never been married who is Black, Hawaiian/Pacific Islander, or American Indian/Alaska Native, child care can cost 36%, 41%, or 49% of the median income, respectively, compared to only 31% for single White parents.  Further, Latino and American Indian and Alaska Native parents disproportionately live in child care deserts.

    “High-quality, affordable child care is essential to the economic well-being of families, businesses, and our country,” said Rep. Davis.  “I am proud to lead the Child and Dependent Care Tax Credit Enhancement Act that would restore the 2021 credit so that families can receive up to $4,000 for child care for one child or up to $8,000 for two or more children, much better than the almost $600 that the typical family receives currently.  This bill would strengthen the financial well-being of families and grow our economy.  It is critical that Congress acts now to help working families.”

    “Access to affordable child care is one of the biggest barriers families face. Enhancing the Child and Dependent Care Tax Credit will give parents the relief they need by supporting both families and care providers,” said DelBene. “This bill is a commonsense step toward making child care more accessible and affordable for every family.” 

    “Working parents shouldn’t have to choose between earning a paycheck and caring for their kids,” said Sánchez. “Expanding the child care tax credit will make child care more affordable and accessible, so parents can focus on their work knowing their kids are being cared for.”

    The bill is endorsed by state and national child and worker advocates, including:  Center for Law and Social Policy; Child Care Aware of America; Early Care and Education Consortium; First Five Years Fund; First Focus Campaign for Children; MomsRising; National Association for the Education of Young Children; National Women’s Law Center Action Fund; Save the Children; Start Early; Society for Human Resource Management (SHRM); and ZERO TO THREE.

    Example Statements from Supporting Organizations

    “Often conflated with the child tax credit, the Child and Dependent Care Tax Credit is one of the only tax incentives that helps working families with their child care expenses.  As the cost of care increases, many families must contend with whether their current job pays enough to justify their child care expenses,” said Radha Mohan, Executive Director, Early Care & Education Consortium.  “For families where one parent must leave the workforce because they cannot afford the cost of care, this often hurts the family from an economic standpoint in the long run.  The CDCTC Enhancement Act helps ensure that families do not have to make this choice by providing a credit to offset the cost of care.  When paired with programs such as the Child Care and Development Block Grant, this bill will ensure that many families will have reduced their child care costs by over 50%.”

    “As almost any working family with young children will tell you, the cost of child care is a major source of financial stress, putting immense pressure on already tight budgets,” First Five Years Fund Executive Director Sarah Rittling. “The Child and Dependent Care Tax Credit Enhancement Act would make essential updates to the CDCTC to ensure more parents are able to keep more of what they earn to offset the high cost of care. We are grateful to Reps. Danny Davis, Suzan DelBene, and Linda Sanchez for their leadership and commitment to supporting families with young children.” 

    “For families with young children, the cost of childcare is often unaffordable and impacts their economic opportunity—the cornerstone of child and family well-being. The Child and Dependent Care Tax Credit (CDCTC) Enhancement Act of 2025 is an important effort to update the CDCTC to ensure that more families can offset their child care costs. We are grateful to Rep. Danny Davis and his longstanding efforts to support children and families in his district and across the country, and also extend that appreciation to Reps. Suzan DelBene and Linda Sanchez.” Diana Rauner, President, Start Early

    “Affordable child care isn’t a luxury—it’s the backbone of our economy,” said Yelena Tsilker, Senior Government Relations and Advocacy Director at ZERO TO THREE, a national nonprofit that focuses on the healthy development of babies and toddlers. “Parents of infants now face child care bills that top $16,000 a year—higher than in-state college tuition in many states. The Child and Dependent Care Tax Credit Enhancement Act tackles that crisis head-on by making the CDCTC fully refundable and increasing the maximum credit, so families of every income can choose the high-quality care their babies need. This relief will keep parents in the workforce and help millions of children thrive. We applaud Representatives Davis, DelBene, and Sánchez for championing legislation that hard-working families have long awaited.” 

    The text of the bill is available HERE; a summary of the bill is available HERE.

    ###

    MIL OSI USA News –

  • MIL-OSI Security: Miramar Mayoral Candidate Pleads Guilty to Covid-19 Relief Fraud

    Source: United States Department of Justice (National Center for Disaster Fraud)

    MIAMI – The owner of Theophin Consulting LLC has pleaded guilty to wire fraud for fraudulently obtaining Covid-19 relief loan proceeds under the Paycheck Protection Program (“PPP”) program.

    Rudy Theophin, 41, of Miramar, Fla., was the president and sole owner of Theophin Consulting LLC. In June 2020, Theophin submitted an online PPP loan application for $123,675 through the U.S. Small Business Administration (SBA) to provide relief for the economic effect caused by the Covid-19 pandemic. The loan application and supporting documentation falsely stated the number of employees and the average monthly payroll for Theophin Consulting. Once approved, Theophin transferred a portion of the funds to another person, another portion to an investment account in his name, and he used the remaining funds toward the purchase of a condominium. Theophin ran for mayor of Miramar in 2023.

    A sentencing hearing is set on July 15 in Fort Lauderdale before U.S. District Court Judge Rodney Smith. Theophin faces up to 20 years in prison.

    U.S. Attorney Hayden P. O’Byrne for the Southern District of Florida and Special Agent in Charge Emmanuel Gomez of the IRS Criminal Investigation (IRS-CI), Miami Field Office, made the announcement.

    IRS-CI investigated the case. Assistant U.S. Attorney Christopher Killoran is prosecuting the case. Assistant U.S. Attorney Jorge Delgado is handling asset forfeiture. 

    Related court documents and information may be found on the website of the District Court for the Southern District of Florida at www.flsd.uscourts.gov or at http://pacer.flsd.uscourts.gov, under case number 24-cr-60233.

    ###

    MIL Security OSI –

  • MIL-OSI: C&F Financial Corporation Announces Net Income for First Quarter

    Source: GlobeNewswire (MIL-OSI)

    TOANO, Va., April 24, 2025 (GLOBE NEWSWIRE) — C&F Financial Corporation (the Corporation) (NASDAQ: CFFI), the holding company for C&F Bank, today reported consolidated net income of $5.4 million for the first quarter of 2025, compared to $3.4 million for the first quarter of 2024. The following table presents selected financial performance highlights for the periods indicated:

        For The Quarter Ended  
    Consolidated Financial Highlights (unaudited)   3/31/2025     3/31/2024  
    Consolidated net income (000’s)   $ 5,395     $ 3,435  
                     
    Earnings per share – basic and diluted   $ 1.66     $ 1.01  
                     
    Annualized return on average equity     9.35 %     6.33 %
    Annualized return on average tangible common equity1     10.65 %     7.30 %
    Annualized return on average assets     0.84 %     0.57 %

    ________________________
    1 For more information about these non-GAAP financial measures, which are not calculated in accordance with generally accepted accounting principles (GAAP), please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures,” below.

    Tom Cherry, President and Chief Executive Officer of C&F Financial Corporation, commented, “We are pleased with our first quarter results. Net income increased across all of our business segments compared to the same quarter last year. Both loan and deposit growth at the community banking segment was strong and loan originations at the mortgage banking segment increased when compared to the first quarter of last year. Despite a decrease in the average balance of loans at the consumer finance segment, we were able to increase net income by continuing to focus on efficiencies. Consolidated margins grew slightly as higher cost time deposits continue to reprice downward. Despite the economic uncertainties, we are optimistic about our earnings for 2025.”

    Key highlights for the first quarter of 2025 are as follows.

    • Community banking segment loans grew $27.6 million, or 7.6 percent annualized, and $139.9 million, or 10.4 percent, compared to December 31, 2024 and March 31, 2024, respectively;
    • Consumer finance segment loans decreased $4.7 million, or 4.0 percent annualized, and $14.0 million, or 2.9 percent, compared to December 31, 2024 and March 31, 2024, respectively;
    • Deposits increased $45.8 million, or 8.4 percent annualized, and $128.7 million, or 6.2 percent, compared to December 31, 2024 and March 31, 2024, respectively;
    • Consolidated annualized net interest margin was 4.16 percent for the first quarter of 2025 compared to 4.09 percent for the first quarter of 2024 and 4.13 percent in the fourth quarter of 2024;
    • The community banking segment recorded provision for credit losses of $100,000 and $500,000 for the first quarters of 2025 and 2024, respectively;
    • The consumer finance segment recorded provision for credit losses of $2.9 million and $3.0 million for the first quarters of 2025 and 2024, respectively;
    • The consumer finance segment experienced net charge-offs at an annualized rate of 2.64 percent of average total loans for the first quarter of 2025, compared to 2.54 percent for the first quarter of 2024; and
    • Mortgage banking segment loan originations increased $19.5 million, or 20.6 percent, to $113.8 million for the first quarter of 2025 compared to the first quarter of 2024 and decreased $16.7 million, or 12.8 percent compared to the fourth quarter of 2024.

    Community Banking Segment. The community banking segment reported net income of $5.4 million for the first quarter of 2025, compared to $4.0 million for the same period of 2024, due primarily to:

    • higher interest income resulting from higher average balances of loans and the effects of higher average interest rates on asset yields; and
    • lower provision for credit losses due primarily to lower loan growth;

    partially offset by:

    • higher interest expense due primarily to higher average balances of interest-bearing deposits and higher average rates on deposits; and
    • higher marketing and advertising expenses related to the strategic marketing initiative, which began in the second half of 2024.

    Average loans increased $165.3 million, or 12.7 percent, for the first quarter of 2025, compared to the same period in 2024, due primarily to growth in the construction, commercial real estate, land acquisition and development and builder lines segments of the loan portfolio. Average deposits increased $131.6 million, or 6.4 percent, for the first quarter of 2025, compared to the same period in 2024, due primarily to higher balance of time deposits and noninterest-bearing demand deposits.

    Average interest-earning asset yields were higher for the first quarter of 2025, compared to the same period of 2024, due primarily to a shift in the mix of the loan portfolio, renewals of fixed rate loans originated during periods of lower interest rates and purchases of securities available for sale in the overall higher interest rate environment. Average costs of interest-bearing deposits were higher for the first quarter of 2025, compared to the same period of 2024, due primarily to the continued effects of a shift in the mix of deposits with customers seeking higher yielding opportunities as a result of higher interest rates paid on time deposits.

    The community banking segment’s nonaccrual loans were $1.2 million at March 31, 2025 compared to $333,000 at December 31, 2024. The increase in nonaccrual loans compared to December 31, 2024 is due primarily to the downgrade of one residential mortgage relationship in the first quarter of 2025. The community banking segment recorded $100,000 in provision for credit losses for the first quarter of 2025, compared to $500,000 for the same period of 2024. At March 31, 2025, the allowance for credit losses increased to $17.5 million, compared to $17.4 million at December 31, 2024, due primarily to growth in the loan portfolio and increased macroeconomic uncertainties. The allowance for credit losses as a percentage of total loans decreased to 1.18 percent at March 31, 2025 from 1.20 percent at December 31, 2024 due primarily to growth in loans with shorter expected lives, which resulted in lower estimated losses over the life of the loan. Management believes that the level of the allowance for credit losses is adequate to reflect the net amount expected to be collected.

    Mortgage Banking Segment. The mortgage banking segment reported net income of $431,000 for the first quarter of 2025, compared to $294,000 for the same period of 2024, due primarily to:

    • higher gains on sales of loans and higher mortgage banking fee income due to higher volume of mortgage loan originations;

    partially offset by:

    • higher variable expenses tied to mortgage loan origination volume such as commissions and bonuses, reported in salaries and employee benefits; and
    • lower reversal of provision for indemnifications.

    Despite the sustained elevated level of mortgage interest rates, higher home prices and low levels of inventory, mortgage banking segment loan originations increased for the first quarter of 2025 compared to the same period of 2024. Mortgage loan originations for the mortgage banking segment were $113.8 million for the first quarter of 2025, comprised of $12.1 million refinancings and $101.7 million home purchases, compared to $94.3 million, comprised of $7.5 million refinancings and $86.8 million home purchases, for the same period in 2024. Mortgage loan originations in the first quarter of 2025 decreased $16.7 million compared to the fourth quarter of 2024 due in part to normal industry seasonal fluctuations. Mortgage loan segment originations include originations of loans sold to the community banking segment, at prices similar to those paid by third-party investors. These transactions are eliminated to reach consolidated totals.

    During the first quarter of 2025, the mortgage banking segment recorded a reversal of provision for indemnification losses of $25,000, compared to a reversal of provision for indemnification losses of $140,000 in the same period of 2024. The allowance for indemnifications was $1.32 million and $1.35 million at March 31, 2025 and December 31, 2024, respectively. The release of indemnification reserves in 2025 and 2024 was due primarily to lower volume of mortgage loan originations in recent years, improvement in the mortgage banking segment’s assessment of borrower payment performance and other factors affecting expected losses on mortgage loans sold in the secondary market, such as time since origination. Management believes that the indemnification reserve is sufficient to absorb losses related to loans that have been sold in the secondary market.

    Consumer Finance Segment. The consumer finance segment reported net income of $226,000 for the first quarter of 2025, compared to net loss of $63,000 for the same period in 2024, due primarily to:

    • lower interest expense on borrowings from the community banking segment as a result of lower average balances of borrowings;
    • lower salaries and employee benefits expense due to an effort to reduce overhead costs; and
    • higher interest income resulting from the effects of higher interest rates on loan yields, partially offset by lower average balances of loans.

    Average loans decreased $8.3 million, or 1.8 percent, for the first quarter of 2025, compared to the same period in 2024. The consumer finance segment experienced net charge-offs at an annualized rate of 2.64 percent of average total loans for the first quarter of 2025, compared to 2.54 percent for the first quarter of 2024, due primarily to an increase in delinquent loans, repossessions and the average amount charged-off when a loan was uncollectable. At March 31, 2025, total delinquent loans as a percentage of total loans was 3.05 percent, compared to 3.90 percent at December 31, 2024, and 2.78 percent at March 31, 2024.

    The consumer finance segment, at times, offers payment deferrals as a portfolio management technique to achieve higher ultimate cash collections on select loan accounts. A significant reliance on deferrals as a means of managing collections may result in a lengthening of the loss confirmation period, which would increase expectations of credit losses inherent in the portfolio. Average amounts of payment deferrals of automobile loans on a monthly basis, which are not included in delinquent loans, were 1.75 percent of average automobile loans outstanding during the first quarter of 2025, compared to 1.62 percent during the same period during 2024. The allowance for credit losses was $22.5 million at March 31, 2025 and $22.7 million at December 31, 2024. The allowance for credit losses as a percentage of total loans was 4.88 percent at March 31, 2025 compared to 4.86 percent at December 31, 2024. Management believes that the level of the allowance for credit losses is adequate to reflect the net amount expected to be collected. If loan performance deteriorates resulting in further elevated delinquencies or net charge-offs, the provision for credit losses may increase in future periods.

    Liquidity. The objective of the Corporation’s liquidity management is to ensure the continuous availability of funds to satisfy the credit needs of our customers and the demands of our depositors, creditors and investors. Uninsured deposits represent an estimate of amounts above the Federal Deposit Insurance Corporation (FDIC) insurance coverage limit of $250,000. As of March 31, 2025, the Corporation’s uninsured deposits were approximately $644.4 million, or 29.1 percent of total deposits. Excluding intercompany cash holdings and municipal deposits, which are secured with pledged securities, amounts uninsured were approximately $496.6 million, or 22.4 percent of total deposits as of March 31, 2025. The Corporation’s liquid assets, which include cash and due from banks, interest-bearing deposits at other banks and nonpledged securities available for sale, were $315.0 million and borrowing availability was $598.7 million as of March 31, 2025, which in total exceed uninsured deposits, excluding intercompany cash holdings and secured municipal deposits, by $417.1 million as of March 31, 2025.

    In addition to deposits, the Corporation utilizes short-term and long-term borrowings as sources of funds. Short-term borrowings from the Federal Reserve Bank and the Federal Home Loan Bank of Atlanta (FHLB) may be used to fund the Corporation’s day-to-day operations. Short-term borrowings also include securities sold under agreements to repurchase. Total borrowings decreased to $119.5 million at March 31, 2025 from $122.6 million at December 31, 2024 due primarily to fluctuations in short-term borrowings.

    Additional sources of liquidity available to the Corporation include cash flows from operations, loan payments and payoffs, deposit growth, maturities, calls and sales of securities, the issuance of brokered certificates of deposit and the capacity to borrow additional funds.

    Capital and Dividends. During the first quarter of 2025, the Corporation increased its quarterly cash dividend by 5 percent, to 46 cents per share, compared to the previous quarterly dividend. This dividend, which was paid to shareholders on April 1, 2025, represents a payout ratio of 27.7 percent of earnings per share for the first quarter of 2025. The Board of Directors of the Corporation continually reviews the amount of cash dividends per share and the resulting dividend payout ratio in light of changes in economic conditions, current and future capital levels and requirements, and expected future earnings.

    Total consolidated equity increased $8.3 million at March 31, 2025, compared to December 31, 2024, due primarily to net income and lower unrealized losses in the market value of securities available for sale, which are recognized as a component of other comprehensive income, partially offset by dividends paid on the Corporation’s common stock. The Corporation’s securities available for sale are fixed income debt securities and their unrealized loss position is a result of increased market interest rates since they were purchased. The Corporation expects to recover its investments in debt securities through scheduled payments of principal and interest. Unrealized losses are not expected to affect the earnings or regulatory capital of the Corporation or C&F Bank. The accumulated other comprehensive loss related to the Corporation’s securities available for sale, net of deferred income taxes, decreased to $19.1 million at March 31, 2025 compared to $23.7 million at December 31, 2024 due primarily to fluctuations in debt security market interest rates and a decrease in the balance of securities available for sale in an unrealized loss position as a result of maturities, calls and paydowns.

    As of March 31, 2025, the most recent notification from the FDIC categorized C&F Bank as well capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized under regulations applicable at March 31, 2025, C&F Bank was required to maintain minimum total risk-based, Tier 1 risk-based, CET1 risk-based and Tier 1 leverage ratios. In addition to the regulatory risk-based capital requirements, C&F Bank must maintain a capital conservation buffer of additional capital of 2.5 percent of risk-weighted assets as required by the Basel III capital rules. The Corporation and C&F Bank exceeded these ratios at March 31, 2025. For additional information, see “Capital Ratios” below. The above mentioned ratios are not impacted by unrealized losses on securities available for sale. In the event that all of these unrealized losses become realized into earnings, the Corporation and C&F Bank would both continue to exceed minimum capital requirements, including the capital conservation buffer, and be considered well capitalized.

    In December 2024, the Board of Directors authorized a program, effective January 1, 2025 through December 31, 2025, to repurchase up to $5.0 million of the Corporation’s common stock (the 2025 Repurchase Program). During the first quarter of 2025, the Corporation did not make any repurchases of its common stock under the 2025 Repurchase Program.

    About C&F Financial Corporation. The Corporation’s common stock is listed for trading on The Nasdaq Stock Market under the symbol CFFI. The common stock closed at a price of $65.33 per share on April 23, 2025. At March 31, 2025, the book value per share of the Corporation was $72.51 and the tangible book value per share was $64.39. For more information about the Corporation’s tangible book value per share, which is not calculated in accordance with GAAP, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures,” below.

    C&F Bank operates 31 banking offices and four commercial loan offices located throughout eastern and central Virginia and offers full wealth management services through its subsidiary C&F Wealth Management, Inc. C&F Mortgage Corporation and its subsidiary C&F Select LLC provide mortgage loan origination services through offices located in Virginia and the surrounding states. C&F Finance Company provides automobile, marine and recreational vehicle loans through indirect lending programs offered primarily in the Mid-Atlantic, Midwest and Southern United States from its headquarters in Henrico, Virginia.

    Additional information regarding the Corporation’s products and services, as well as access to its filings with the Securities and Exchange Commission (SEC), are available on the Corporation’s website at http://www.cffc.com.

    Use of Certain Non-GAAP Financial Measures. The accounting and reporting policies of the Corporation conform to GAAP in the United States and prevailing practices in the banking industry. However, certain non-GAAP measures are used by management to supplement the evaluation of the Corporation’s performance. These may include adjusted net income, adjusted earnings per share, adjusted return on average equity, adjusted return on average assets, return on average tangible common equity (ROTCE), adjusted ROTCE, tangible book value per share, price to tangible book value ratio, and the following fully-taxable equivalent (FTE) measures: interest income on loans-FTE, interest income on securities-FTE, total interest income-FTE and net interest income-FTE.

    Management believes that the use of these non-GAAP measures provides meaningful information about operating performance by enhancing comparability with other financial periods, other financial institutions, and between different sources of interest income. The non-GAAP measures used by management enhance comparability by excluding the effects of balances of intangible assets, including goodwill, that vary significantly between institutions, and tax benefits that are not consistent across different opportunities for investment. These non-GAAP financial measures should not be considered an alternative to, or more important than, GAAP-basis financial statements, and other bank holding companies may define or calculate these or similar measures differently. A reconciliation of the non-GAAP financial measures used by the Corporation to evaluate and measure the Corporation’s performance to the most directly comparable GAAP financial measures is presented below.

    Forward-Looking Statements. This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on the beliefs of the Corporation’s management, as well as assumptions made by, and information currently available to, the Corporation’s management, and reflect management’s current views with respect to certain events that could have an impact on the Corporation’s future financial performance. These statements, including without limitation statements made in Mr. Cherry’s quote and statements regarding future interest rates and conditions in the Corporation’s industries and markets, relate to expectations concerning matters that are not historical fact, may express “belief,” “intention,” “expectation,” “potential” and similar expressions, and may use the words “believe,” “expect,” “anticipate,” “estimate,” “plan,” “may,” “might,” “will,” “intend,” “target,” “should,” “could,” or similar expressions. These statements are inherently uncertain, and there can be no assurance that the underlying assumptions will prove to be accurate. Actual results could differ materially from those anticipated or implied by such statements. Forward-looking statements in this release may include, without limitation, statements regarding expected future operations and financial performance, expected trends in yields on loans, expected future recovery of investments in debt securities, future dividend payments, deposit trends, charge-offs and delinquencies, changes in cost of funds and net interest margin and items affecting net interest margin, strategic business initiatives and the anticipated effects thereof, changes in interest rates and the effects thereof on net interest income, mortgage loan originations, expectations regarding C&F Bank’s regulatory risk-based capital requirement levels, technology initiatives, our diversified business strategy, asset quality, credit quality, adequacy of allowances for credit losses and the level of future charge-offs, market interest rates and housing inventory and resulting effects in mortgage loan origination volume, sources of liquidity, adequacy of the reserve for indemnification losses related to loans sold in the secondary market, the effect of future market and industry trends, the effects of future interest rate fluctuations, cybersecurity risks, and inflation. Factors that could have a material adverse effect on the operations and future prospects of the Corporation include, but are not limited to, changes in:

    • interest rates, such as volatility in short-term interest rates or yields on U.S. Treasury bonds, increases in interest rates following actions by the Federal Reserve and increases or volatility in mortgage interest rates
    • general business conditions, as well as conditions within the financial markets
    • general economic conditions, including unemployment levels, inflation rates, supply chain disruptions and slowdowns in economic growth
    • general market conditions, including disruptions due to pandemics or significant health hazards, severe weather conditions, natural disasters, terrorist activities, financial crises, political crises, changes in trade policy and the implementation of tariffs, war and other military conflicts or other major events, or the prospect of these events
    • average loan yields and average costs of interest-bearing deposits and borrowings
    • financial services industry conditions, including bank failures or concerns involving liquidity
    • labor market conditions, including attracting, hiring, training, motivating and retaining qualified employees
    • the legislative/regulatory climate, regulatory initiatives with respect to financial institutions, products and services, the Consumer Financial Protection Bureau (the CFPB) and the regulatory and enforcement activities of the CFPB
    • monetary and fiscal policies of the U.S. Government, including policies of the FDIC, U.S. Department of the Treasury and the Board of Governors of the Federal Reserve System, and the effect of these policies on interest rates and business in our markets
    • demand for financial services in the Corporation’s market area
    • the value of securities held in the Corporation’s investment portfolios
    • the quality or composition of the loan portfolios and the value of the collateral securing those loans
    • the inventory level, demand and fluctuations in the pricing of used automobiles, including sales prices of repossessed vehicles
    • the level of automobile loan delinquencies or defaults and our ability to repossess automobiles securing delinquent automobile finance installment contracts
    • the level of net charge-offs on loans and the adequacy of our allowance for credit losses
    • the level of indemnification losses related to mortgage loans sold
    • demand for loan products
    • deposit flows
    • the strength of the Corporation’s counterparties
    • the availability of lines of credit from the FHLB and other counterparties
    • the soundness of other financial institutions and any indirect exposure related to the closing of other financial institutions and their impact on the broader market through other customers, suppliers and partners, or that the conditions which resulted in the liquidity concerns experienced by closed financial institutions may also adversely impact, directly or indirectly, other financial institutions and market participants with which the Corporation has commercial or deposit relationships
    • competition from both banks and non-banks, including competition in the non-prime automobile finance markets and marine and recreational vehicle finance markets
    • services provided by, or the level of the Corporation’s reliance upon third parties for key services
    • the commercial and residential real estate markets, including changes in property values
    • the demand for residential mortgages and conditions in the secondary residential mortgage loan markets
    • the Corporation’s technology initiatives and other strategic initiatives
    • the Corporation’s branch expansion, relocation and consolidation plans
    • cyber threats, attacks or events
    • C&F Bank’s product offerings
    • accounting principles, policies and guidelines, and elections by the Corporation thereunder.

    These risks and uncertainties should be considered in evaluating the forward-looking statements contained herein, and readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this release. For additional information on risk factors that could affect the forward-looking statements contained herein, see the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024 and other reports filed with the SEC. The Corporation undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.

    C&F Financial Corporation

    Selected Financial Information
    (dollars in thousands, except for per share data)
    (unaudited)
                         
    Financial Condition   3/31/2025    12/31/2024    3/31/2024  
    Interest-bearing deposits in other banks   $ 62,490   $ 49,423   $ 39,303  
    Investment securities – available for sale, at fair value     431,513     418,625     430,421  
    Loans held for sale, at fair value     27,278     20,112     22,622  
    Loans, net:                    
    Community Banking segment     1,463,679     1,436,226     1,324,690  
    Consumer Finance segment     439,604     444,085     452,537  
    Total assets     2,612,530     2,563,374     2,469,751  
    Deposits     2,216,654     2,170,860     2,087,932  
    Repurchase agreements     25,909     28,994     27,803  
    Other borrowings     93,546     93,615     93,772  
    Total equity     235,271     226,970     216,949  
      For The  
      Quarter Ended  
    Results of Operations 3/31/2025     3/31/2024  
    Interest income $ 35,988     $ 32,708  
    Interest expense   10,978       9,550  
    Provision for credit losses:              
    Community Banking segment   100       500  
    Consumer Finance segment   2,900       3,000  
    Noninterest income:              
    Gains on sales of loans   1,847       1,288  
    Other   5,726       6,204  
    Noninterest expenses:              
    Salaries and employee benefits   13,483       14,252  
    Other   9,576       8,898  
    Income tax expense   1,129       565  
    Net income   5,395       3,435  
                   
    Fully-taxable equivalent (FTE) amounts1              
    Interest income on loans-FTE   32,428       29,636  
    Interest income on securities-FTE   3,346       3,098  
    Total interest income-FTE   36,276       32,993  
    Net interest income-FTE   25,298       23,443  

    ________________________
    1For more information about these non-GAAP financial measures, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures.”

        For the Quarter Ended  
          3/31/2025      3/31/2024     
        Average      Income/      Yield/   Average      Income/      Yield/  
    Yield Analysis   Balance     Expense     Rate   Balance     Expense     Rate  
    Assets                                  
    Securities:                                  
    Taxable   $ 339,450     $ 2,193   2.58 % $ 365,244     $ 1,980   2.17 %
    Tax-exempt     119,033       1,153   3.87     120,920       1,118   3.70  
    Total securities     458,483       3,346   2.92     486,164       3,098   2.55  
    Loans:                                  
    Community banking segment     1,467,555       19,966   5.52     1,302,260       17,331   5.35  
    Mortgage banking segment     20,968       339   6.56     17,700       281   6.39  
    Consumer finance segment     465,526       12,123   10.56     473,848       12,024   10.21  
    Total loans     1,954,049       32,428   6.73     1,793,808       29,636   6.64  
    Interest-bearing deposits in other banks     55,830       502   3.65     28,417       259   3.67  
    Total earning assets     2,468,362       36,276   5.95     2,308,389       32,993   5.75  
    Allowance for credit losses     (40,605 )               (40,292 )            
    Total non-earning assets     154,554                 156,800              
    Total assets   $ 2,582,311               $ 2,424,897              
                                       
    Liabilities and Equity                                  
    Interest-bearing deposits:                                  
    Interest-bearing demand deposits   $ 332,341       600   0.67   $ 335,570       553   0.66  
    Savings and money market deposit accounts     489,217       1,205   1.00     484,645       1,061   0.88  
    Certificates of deposit     821,949       7,964   3.93     705,167       6,916   3.94  
    Total interest-bearing deposits     1,643,507       9,769   2.40     1,525,382       8,530   2.25  
    Borrowings:                                  
    Repurchase agreements     28,192       112   1.59     27,997       111   1.59  
    Other borrowings     93,597       1,097   4.69     78,445       909   4.64  
    Total borrowings     121,789       1,209   3.97     106,442       1,020   3.83  
    Total interest-bearing liabilities     1,765,296       10,978   2.51     1,631,824       9,550   2.35  
    Noninterest-bearing demand deposits     545,346                 531,885              
    Other liabilities     40,874                 44,125              
    Total liabilities     2,351,516                 2,207,834              
    Equity     230,795                 217,063              
    Total liabilities and equity   $ 2,582,311               $ 2,424,897              
    Net interest income         $ 25,298             $ 23,443      
    Interest rate spread               3.44 %             3.40 %
    Interest expense to average earning assets               1.79 %             1.66 %
    Net interest margin               4.16 %             4.09 %
                                       
                       
        3/31/2025
    Funding Sources    Capacity      Outstanding      Available
    Unsecured federal funds agreements   $ 75,000   $ —   $ 75,000
    Borrowings from FHLB     248,508     40,000     208,508
    Borrowings from Federal Reserve Bank     315,221     —     315,221
    Total   $ 638,729   $ 40,000   $ 598,729
                       
    Asset Quality   3/31/2025   12/31/2024  
    Community Banking              
    Total loans   $ 1,481,190   $ 1,453,605  
    Nonaccrual loans   $ 1,189   $ 333  
                   
    Allowance for credit losses (ACL)   $ 17,511   $ 17,379  
    Nonaccrual loans to total loans     0.08 %   0.02 %
    ACL to total loans     1.18 %   1.20 %
    ACL to nonaccrual loans     1,472.75 %   5,218.92 %
    Annualized year-to-date net charge-offs to average loans     0.01 %   0.01 %
                   
    Consumer Finance              
    Total loans   $ 462,136   $ 466,793  
    Nonaccrual loans   $ 975   $ 614  
    Repossessed assets   $ 976   $ 779  
    ACL   $ 22,532   $ 22,708  
    Nonaccrual loans to total loans     0.21 %   0.13 %
    ACL to total loans     4.88 %   4.86 %
    ACL to nonaccrual loans     2,310.97 %   3,698.37 %
    Annualized year-to-date net charge-offs to average loans     2.64 %   2.62 %
                   
      For The
      Quarter Ended
    Other Performance Data 3/31/2025   3/31/2024
    Net Income (Loss):          
    Community Banking $ 5,445     $ 4,012  
    Mortgage Banking   431       294  
    Consumer Finance   226       (63 )
    Other1   (707 )     (808 )
    Total $ 5,395     $ 3,435  
               
    Net income attributable to C&F Financial Corporation $ 5,368     $ 3,401  
               
    Earnings per share – basic and diluted $ 1.66     $ 1.01  
    Weighted average shares outstanding – basic and diluted   3,234,935       3,370,934  
               
    Annualized return on average assets   0.84 %     0.57 %
    Annualized return on average equity   9.35 %     6.33 %
    Annualized return on average tangible common equity2   10.65 %     7.30 %
    Dividends declared per share $ 0.46     $ 0.44  
               
    Mortgage loan originations – Mortgage Banking $ 113,750     $ 94,346  
    Mortgage loans sold – Mortgage Banking   106,431       86,079  

    ________________________
    1 Includes results of the holding company that are not allocated to the business segments and elimination of inter-segment activity.
    2 For more information about these non-GAAP financial measures, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures.”

                   
    Market Ratios 3/31/2025   12/31/2024
    Market value per share $ 67.39     $ 71.25  
    Book value per share $ 72.51     $ 70.00  
    Price to book value ratio   0.93       1.02  
    Tangible book value per share1 $ 64.39     $ 61.86  
    Price to tangible book value ratio1   1.05       1.15  
    Price to earnings ratio (ttm)   11.16       11.86  

    ________________________
    1 For more information about these non-GAAP financial measures, please see “Use of Certain Non-GAAP Financial Measures” and “Reconciliation of Certain Non-GAAP Financial Measures.”

                         
                         
                    Minimum Capital
    Capital Ratios   3/31/2025   12/31/2024   Requirements3
    C&F Financial Corporation1                    
    Total risk-based capital ratio     14.1 %   14.1 %   8.0 %
    Tier 1 risk-based capital ratio     11.9 %   11.9 %   6.0 %
    Common equity tier 1 capital ratio     10.8 %   10.7 %   4.5 %
    Tier 1 leverage ratio     9.9 %   9.8 %   4.0 %
                         
    C&F Bank2                    
    Total risk-based capital ratio     13.7 %   13.5 %   8.0 %
    Tier 1 risk-based capital ratio     12.4 %   12.3 %   6.0 %
    Common equity tier 1 capital ratio     12.4 %   12.3 %   4.5 %
    Tier 1 leverage ratio     10.3 %   10.1 %   4.0 %

    ________________________
    1 The Corporation, a small bank holding company under applicable regulations and guidance, is not subject to the minimum regulatory capital regulations for bank holding companies. The regulatory requirements that apply to bank holding companies that are subject to regulatory capital requirements are presented above, along with the Corporation’s capital ratios as determined under those regulations.
    2 All ratios at March 31, 2025 are estimates and subject to change pending regulatory filings. All ratios at December 31, 2024 are presented as filed.
    3 The ratios presented for minimum capital requirements are those to be considered adequately capitalized.

        For The Quarter Ended
        3/31/2025   3/31/2024
    Reconciliation of Certain Non-GAAP Financial Measures        
    Return on Average Tangible Common Equity            
    Average total equity, as reported   $ 230,795     $ 217,063  
    Average goodwill     (25,191 )     (25,191 )
    Average other intangible assets     (1,118 )     (1,366 )
    Average noncontrolling interest     (637 )     (649 )
    Average tangible common equity   $ 203,849     $ 189,857  
                 
    Net income   $ 5,395     $ 3,435  
    Amortization of intangibles     62       65  
    Net income attributable to noncontrolling interest     (27 )     (34 )
    Net tangible income attributable to C&F Financial Corporation   $ 5,430     $ 3,466  
                 
    Annualized return on average equity, as reported     9.35 %     6.33 %
    Annualized return on average tangible common equity     10.65 %     7.30 %
                     
        For The Quarter Ended
        3/31/2025   3/31/2024
    Fully Taxable Equivalent Net Interest Income1                
    Interest income on loans   $ 32,382     $ 29,586  
    FTE adjustment     46       50  
    FTE interest income on loans   $ 32,428     $ 29,636  
                     
    Interest income on securities   $ 3,104     $ 2,863  
    FTE adjustment     242       235  
    FTE interest income on securities   $ 3,346     $ 3,098  
                     
    Total interest income   $ 35,988     $ 32,708  
    FTE adjustment     288       285  
    FTE interest income   $ 36,276     $ 32,993  
                     
    Net interest income   $ 25,010     $ 23,158  
    FTE adjustment     288       285  
    FTE net interest income   $ 25,298     $ 23,443  

    ____________________
    1 Assuming a tax rate of 21%.

        3/31/2025   12/31/2024
    Tangible Book Value Per Share        
    Equity attributable to C&F Financial Corporation   $ 234,634     $ 226,360  
    Goodwill     (25,191 )     (25,191 )
    Other intangible assets     (1,084 )     (1,147 )
    Tangible equity attributable to C&F Financial Corporation   $ 208,359     $ 200,022  
                 
    Shares outstanding     3,235,781       3,233,672  
                 
    Book value per share   $ 72.51     $ 70.00  
    Tangible book value per share   $ 64.39     $ 61.86  
                     
    Contact:     Jason Long, CFO and Secretary
    (804) 843-2360
         

    The MIL Network –

  • MIL-OSI USA: Gang Members Convicted of Racketeering Conspiracy and Murdering Man They Misidentified as a Rival Gang Member

    Source: US State of California

    Following a two-week trial, a federal jury in Minneapolis convicted three Minnesota men yesterday for their involvement in the Highs — a violent Minneapolis street gang — and a gang-related murder on Aug. 7, 2021.

    “These defendants participated in a senseless murder and other acts of violence that terrorized their community,” said Matthew R. Galeotti, Head of the Department’s Criminal Division. “Today’s conviction sends a message to gang members in Minneapolis that there is no glory in gun violence. Working with our federal, state, and local law enforcement partners, the Department is committed to prosecuting criminal enterprises that use violence and intimidation to exert power in our cities — dismantling violent gangs and securing justice for the victims and their loved ones.”

    “Minneapolis criminal street gangs have inflicted devastating harm on our community for far too long. Three years ago, the U.S. Attorney’s Office announced our federal violent crime initiative to address the skyrocketing and completely unacceptable rates of violent crime in Minnesota,” said Acting U.S. Attorney Lisa D. Kirkpatrick for the District of Minnesota. “Since then, we have brought large RICO cases against three criminal street gangs — charging them as the violent enterprises they are. Make no mistake: we will not stop. Criminal street gangs in Minneapolis will continue to see federal justice. The citizens of Minnesota — the many victims of these crimes — deserve no less.”

    “This conviction sends a strong message that violent street gangs will not be tolerated in our communities,” said Special Agent in Charge Travis Riddle of the ATF St. Paul Field Division. “Through the power of the RICO statute, ATF agents, in partnership with federal, state, and local law enforcement, have been able to target the violent criminal activity of the Highs gang. This conviction is a direct result of the tireless work by our agents who are committed to dismantling these criminal organizations and ensuring that those who use violence to control neighborhoods are held accountable. ATF will continue to lead efforts to take down street gangs and protect the citizens of Minneapolis.”

    “This was cold-blooded, calculated violence meant to control through fear,” said Special Agent in Charge Alvin M. Winston Sr. of FBI Minneapolis. “They believed violence gave them power—but today’s conviction proves that justice is stronger. The FBI, together with our law enforcement partners, is committed to dismantling these criminal enterprises and holding violent offenders accountable.

    “Minneapolis has seen a significant drop in violent crime, especially gun violence, thanks to the outstanding work of MPD officers and our law enforcement partners. Most notably, the U.S. Attorney’s Office has been instrumental in helping us target the small number of individuals driving violence, without causing harm to the broader communities we serve. Together, we’re not just reducing crime — we’re rebuilding trust,” said Minneapolis Police Chief Brian O’Hara.

    “The verdict marks a decisive victory in the fight against violent criminal organizations,” said Ramsey E. Covington, Special Agent in Charge, IRS Criminal Investigation, Chicago Field Office. “Reducing violence in this community has required a change in tactics, and IRS Criminal Investigation special agents are perfectly poised to support our law enforcement partners in this effort. Our agents will continue to apply their financial expertise and investigative skills to bring justice to those who endanger our communities and threaten our way of life.”

    According to court documents and evidence presented at trial, Keon Pruitt, 22, Dantrell Johnson, 32, and Gregory Hamilton, 29, each of Minneapolis, were members of various “cliques,” or subsets, of the Highs — a criminal enterprise that controlled territory north of West Broadway Avenue in Minneapolis. Evidence at trial proved that the Highs gang committed multiple murders, narcotics trafficking, weapons violations, burglaries, assaults, and robberies. As members of the Highs, the defendants were expected to retaliate against the rival Lows gang, which operated south of West Broadway Avenue.

    On Aug. 7, 2021, a prominent Highs member was shot and killed by a Lows member at the Winner gas station, a Highs hangout. The following day, Highs members organized a memorial for the deceased member at the gas station, where they distributed firearms and encouraged each other to retaliate against Lows members for the murder. Defendants Pruitt, Johnson, and Hamilton were all in attendance at the memorial.

    Later that day, Johnson and Hamilton drove to a known Lows hangout — Wally’s Foods — and shot a Lows associate, who survived his injuries. Approximately two hours later, Johnson, Hamilton, and Pruitt drove to Skyline Market, another known Lows hangout, to shoot another Lows member. Inside the market, they shot a man whom they mistakenly believed to be a Lows member — which was captured on the store’s cameras. The victim ran for his life from the store and into the street. Pruitt, who was driving two juvenile members in a stolen Porsche, let the juveniles out of the car. The juvenile members then chased the victim into a nearby alley and fatally shot him. The victim was shot at least eight times.

    The jury convicted Prutt, Johnson, and Hamilton of Racketeering Influenced and Corrupt Organizations (RICO) conspiracy and using and carrying a firearm in relation to a crime of violence resulting in death. A sentencing hearing will be scheduled at a later date. Each defendant faces a maximum penalty of life in prison. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    This is the first of several trials scheduled in this case, which charged a total of 28 defendants with RICO conspiracy, narcotics trafficking, firearms offenses, and other charges related to their activities as members and associates of the Highs gang. Sixteen defendants are pending trial.

    The ATF, FBI, Minneapolis Police Department, IRS Criminal Investigation, U.S. Postal Inspection Service, Hennepin County Sheriff’s Office, Minnesota Bureau of Criminal Apprehension, and Minnesota Department of Corrections are investigating the case, with assistance from the U.S. Marshals Service, DEA, Homeland Security Investigations, and the Hennepin County Attorney’s Office. The Ramsey County Sheriff’s Office, Dakota County Sheriff’s Office, St. Paul Police Department, and numerous other law enforcement agencies contributed to the investigation.

    Trial Attorney Brian Lynch of the Criminal Division’s Violent Crime and Racketeering Section and Assistant U.S. Attorneys Thomas Lopez-Calhoun, Albania Concepcion, and Rebecca Kline for the District of Minnesota tried this case.

    MIL OSI USA News –

  • MIL-OSI Security: Gang Members Convicted of Racketeering Conspiracy and Murdering Man They Misidentified as a Rival Gang Member

    Source: United States Attorneys General 7

    Following a two-week trial, a federal jury in Minneapolis convicted three Minnesota men yesterday for their involvement in the Highs — a violent Minneapolis street gang — and a gang-related murder on Aug. 7, 2021.

    “These defendants participated in a senseless murder and other acts of violence that terrorized their community,” said Matthew R. Galeotti, Head of the Department’s Criminal Division. “Today’s conviction sends a message to gang members in Minneapolis that there is no glory in gun violence. Working with our federal, state, and local law enforcement partners, the Department is committed to prosecuting criminal enterprises that use violence and intimidation to exert power in our cities — dismantling violent gangs and securing justice for the victims and their loved ones.”

    “Minneapolis criminal street gangs have inflicted devastating harm on our community for far too long. Three years ago, the U.S. Attorney’s Office announced our federal violent crime initiative to address the skyrocketing and completely unacceptable rates of violent crime in Minnesota,” said Acting U.S. Attorney Lisa D. Kirkpatrick for the District of Minnesota. “Since then, we have brought large RICO cases against three criminal street gangs — charging them as the violent enterprises they are. Make no mistake: we will not stop. Criminal street gangs in Minneapolis will continue to see federal justice. The citizens of Minnesota — the many victims of these crimes — deserve no less.”

    “This conviction sends a strong message that violent street gangs will not be tolerated in our communities,” said Special Agent in Charge Travis Riddle of the ATF St. Paul Field Division. “Through the power of the RICO statute, ATF agents, in partnership with federal, state, and local law enforcement, have been able to target the violent criminal activity of the Highs gang. This conviction is a direct result of the tireless work by our agents who are committed to dismantling these criminal organizations and ensuring that those who use violence to control neighborhoods are held accountable. ATF will continue to lead efforts to take down street gangs and protect the citizens of Minneapolis.”

    “This was cold-blooded, calculated violence meant to control through fear,” said Special Agent in Charge Alvin M. Winston Sr. of FBI Minneapolis. “They believed violence gave them power—but today’s conviction proves that justice is stronger. The FBI, together with our law enforcement partners, is committed to dismantling these criminal enterprises and holding violent offenders accountable.

    “Minneapolis has seen a significant drop in violent crime, especially gun violence, thanks to the outstanding work of MPD officers and our law enforcement partners. Most notably, the U.S. Attorney’s Office has been instrumental in helping us target the small number of individuals driving violence, without causing harm to the broader communities we serve. Together, we’re not just reducing crime — we’re rebuilding trust,” said Minneapolis Police Chief Brian O’Hara.

    “The verdict marks a decisive victory in the fight against violent criminal organizations,” said Ramsey E. Covington, Special Agent in Charge, IRS Criminal Investigation, Chicago Field Office. “Reducing violence in this community has required a change in tactics, and IRS Criminal Investigation special agents are perfectly poised to support our law enforcement partners in this effort. Our agents will continue to apply their financial expertise and investigative skills to bring justice to those who endanger our communities and threaten our way of life.”

    According to court documents and evidence presented at trial, Keon Pruitt, 22, Dantrell Johnson, 32, and Gregory Hamilton, 29, each of Minneapolis, were members of various “cliques,” or subsets, of the Highs — a criminal enterprise that controlled territory north of West Broadway Avenue in Minneapolis. Evidence at trial proved that the Highs gang committed multiple murders, narcotics trafficking, weapons violations, burglaries, assaults, and robberies. As members of the Highs, the defendants were expected to retaliate against the rival Lows gang, which operated south of West Broadway Avenue.

    On Aug. 7, 2021, a prominent Highs member was shot and killed by a Lows member at the Winner gas station, a Highs hangout. The following day, Highs members organized a memorial for the deceased member at the gas station, where they distributed firearms and encouraged each other to retaliate against Lows members for the murder. Defendants Pruitt, Johnson, and Hamilton were all in attendance at the memorial.

    Later that day, Johnson and Hamilton drove to a known Lows hangout — Wally’s Foods — and shot a Lows associate, who survived his injuries. Approximately two hours later, Johnson, Hamilton, and Pruitt drove to Skyline Market, another known Lows hangout, to shoot another Lows member. Inside the market, they shot a man whom they mistakenly believed to be a Lows member — which was captured on the store’s cameras. The victim ran for his life from the store and into the street. Pruitt, who was driving two juvenile members in a stolen Porsche, let the juveniles out of the car. The juvenile members then chased the victim into a nearby alley and fatally shot him. The victim was shot at least eight times.

    The jury convicted Prutt, Johnson, and Hamilton of Racketeering Influenced and Corrupt Organizations (RICO) conspiracy and using and carrying a firearm in relation to a crime of violence resulting in death. A sentencing hearing will be scheduled at a later date. Each defendant faces a maximum penalty of life in prison. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors.

    This is the first of several trials scheduled in this case, which charged a total of 28 defendants with RICO conspiracy, narcotics trafficking, firearms offenses, and other charges related to their activities as members and associates of the Highs gang. Sixteen defendants are pending trial.

    The ATF, FBI, Minneapolis Police Department, IRS Criminal Investigation, U.S. Postal Inspection Service, Hennepin County Sheriff’s Office, Minnesota Bureau of Criminal Apprehension, and Minnesota Department of Corrections are investigating the case, with assistance from the U.S. Marshals Service, DEA, Homeland Security Investigations, and the Hennepin County Attorney’s Office. The Ramsey County Sheriff’s Office, Dakota County Sheriff’s Office, St. Paul Police Department, and numerous other law enforcement agencies contributed to the investigation.

    Trial Attorney Brian Lynch of the Criminal Division’s Violent Crime and Racketeering Section and Assistant U.S. Attorneys Thomas Lopez-Calhoun, Albania Concepcion, and Rebecca Kline for the District of Minnesota tried this case.

    MIL Security OSI –

  • MIL-OSI Canada: 2025-26 Budget Delivers Affordable Housing Solutions

    Source: Government of Canada regional news

    Released on April 24, 2025

    The 2025-26 Budget delivers affordable housing and housing supports for Saskatchewan residents. 

    With more than $150 million for housing initiatives, the investments in this year’s provincial budget will help address barriers to home ownership and rental supply. It prioritizes affordability for entry-level homes and the development of affordable rental housing.

    “This year’s budget recognizes the challenges of a growing province and has incorporated measures to help address the affordability of home ownership and increase the supply of affordable rentals,” Deputy Premier and Finance Minister Jim Reiter said. “Affordability measures such as these will continue to support a strong and steady Saskatchewan.”

    Earlier this year it was announced that Saskatchewan’s population had exceeded 1.25 million people for the first time. This means more residents are putting down roots in our communities. While housing in Saskatchewan remains relatively more affordable than the Canadian average, homeownership and rental housing continue to be cost-of-living pressures for Saskatchewan residents. 

    The majority of the housing funding in the 2025-26 Budget – $100 million – will be invested in programs to help with the cost of housing and affordable rental units.

    These investments include:

    • New funding to start multi-year repair and renovation projects for 285 Saskatchewan Housing Corporation-owned units in Saskatoon, Regina and Prince Albert. This will help increase the number of rentable units, reduce vacancies and respond to demands for larger family spaces.
    • Continuing to invest in the monthly Saskatchewan Housing Benefit to help eligible renters with their shelter costs. This benefit is cost-shared with the federal government under the National Housing Strategy.
    • Increased investment in the Rental Development Program to partner with housing providers to develop new supportive housing units for people who need additional support to live independently. 

    “The 2025-26 Budget is increasing the availability of safe and appropriate housing to help more Saskatchewan families access housing that best meets their needs,” Social Services Minister Terry Jenson said. “Making rent-ready housing units available across the province is a significant focus of the investment in provincially-owned housing.”

    In addition to rental housing, a number of initiatives are being implemented through the 2025-26 Budget to address affordability concerns related to homeownership and ensure Saskatchewan’s vibrant communities continue to grow and thrive. Three initiatives were introduced in this year’s budget to address these issues, with a combined value of more than $30 million.

    • Home Renovation Tax Credit – allows Saskatchewan homeowners renovating their primary residences to save money on taxes. Homeowners can claim a non-refundable tax credit on eligible home renovation expenses of up to $4,000 every year on their primary residences, to a maximum benefit of $420 annually. Seniors will be able to claim an additional $1,000 every year, for a maximum benefit of $525 annually.
    • First-Time Homebuyers’ Tax Credit – provides additional support for residents looking to purchase their first homes. This year’s budget introduces an increase to the non-refundable tax credit from $10,000 to $15,000 for eligible home purchases, effective October 1, 2024, increasing the maximum benefit for an individual from $1,050 to $1,575. Combined with the federal tax credit of $1,500, Saskatchewan first-time homebuyers will be eligible for a $3,075 reduction in income tax. 
    • Provincial Sales Tax (PST) Rebate for New Home Construction – provides a rebate of up to 42 per cent of the PST paid on the purchase of a new, previously unoccupied home to make homeownership more affordable for Saskatchewan residents. The now permanent program is available for newly constructed homes with a total price of less than $550,000, before taxes and excluding the value of the land and the price of any furniture, furnishings and appliances. 

    The 2025-26 Budget also invests in the Secondary Suite Incentive to increase the availability of rental properties while providing homeowners with secondary income.

    To learn more about the Government of Saskatchewan’s housing measures and other 2025-26 Budget initiatives, please visit: budget.saskatchewan.ca.

    -30-

    For more information, contact:

    MIL OSI Canada News –

  • MIL-OSI: WENDEL: Q1 2025 Trading update

    Source: GlobeNewswire (MIL-OSI)

    Q1 2025 NAV per share at €176.7

    Continued strategic deployment :

    €34bn of private Assets under Management for third parties

    Solid financial structure:
    Strong liquidity and LTV ratio at 17.2%

    Fully diluted Net Asset Value1as of March 31, 2025: €176.7 per share

    • Fully diluted NAV per share down -4.8% since the start of the year reflecting market volatility and evolution of valuation multiples:
      • Listed assets (29% of Gross Asset Value): flat total value year-to-date
      • Unlisted assets (33% of GAV): total value down 7.3%, mainly due to lower market multiples
      • Following the acquisition of Monroe Capital, Asset Management now represents 17% of GAV

    Good performance of Group companies in Q1 20205

    • Principal investments: all Group companies generated positive total sales growth in Q1, except Scalian

    Asset management: good momentum in fundraising and revenue growth

    • IK Partners’ revenues up +33% in Q1. Successful closing of the IK X flagship fund at €3.3 billion, the largest fund raised in its history and continued momentum in fundraising of IK Small & Dev Cap
    • Altogether IK Partners and Monroe have successfully raised more than €3 billion of new funds on various strategies over Q1 2025

    Successful implementation of new strategic directions

    • Principal Investments: successful Forward Sale of 6.7% of Bureau Veritas’ share capital, at a price of €27.25 per share on March 12, 2025
      • Wendel entered into a call spread transaction to benefit from up to c.15% of the stock price appreciation over the next three years on the equivalent number of shares underlying the Forward Sale Transaction
      • Total net proceeds for Wendel of €750 million
      • Wendel has retained 26.5% of the share capital and 41.2% of the voting rights of Bureau Veritas
    • Asset Management: With Monroe Capital acquisition, Wendel’s third party asset management platform reached €34 billion in AUM2
      • On March 31, 2025, Wendel has invested $1.133 billion to acquire 72% of Monroe Capital’s shares together with rights to c.20% of the carried interest generated on past and future funds

    Dividend: €4.70 per share, up 17.5%, proposed to May 15, 2025, AGM

    • c.2.5% of NAV as of December 31, 2024, as stated in the strategic roadmap
    • Representing a yield of c. 5.5% compared to the current share price4

    Strong financial structure and committed to remaining Investment Grade

    • Debt maturity of 3.4 years with an average cost of 2.4%
    • LTV ratio at 17.2%5 as of March 31, 2025, on a pro forma basis
    • Pro forma total liquidity of €1.76 billion as of March 31, 2025, including c.€800 million in cash and €875 million in committed credit facility (fully undrawn)
    • On March 31, 2025, S&P revised Wendel outlook to ‘Stable’ from ‘Negative’ on debt reduction and reaffirmed its ‘BBB’ rating
    Laurent Mignon, Wendel Group CEO, commented:

    “The first quarter of 2025 marks a significant milestone for Wendel, with the successful closing of Monroe Capital’s acquisition, materializing our strategy to grow third-party asset management alongside our principal investment activity. With €34 billion of assets under management and €3.4 billion raised in Q12025 now with Monroe Capital and IK Partners, we are building a strong and significant Asset management player generating recurring and predictable income, enhancing significantly Wendel’s value creation profile.

    We also successfully completed a forward sale of Bureau Veritas shares, achieved in good conditions, generating €750M of proceeds, that, combined with our financial discipline, contributed to significantly improve of our LTV ratio. This strengthened financial profile is a key lever to successfully deliver our 2027 value creation roadmap. Our teams remain fully mobilized to generate value through the current portfolio and put in place the asset management platform.”

    Wendel’s net asset value as of March 31, 2025: €176.7 per share on a fully diluted basis

    Wendel’s Net Asset Value (NAV) as of March 31, 2025, was prepared by Wendel to the best of its knowledge and on the basis of market data available at this date and in compliance with its methodology.

    Fully diluted Net Asset Value was €176.7 per share as of March 31, 2025 (see detail in the table below), as compared to €185.7 on December 31, 2024, representing a decrease of -4.8% since the start of the year. Compared to the last 20-day average share price as of March 31, the discount to the March 31, 2025, fully diluted NAV per share was -47.9%.

    Bureau Veritas contributed negatively to Net Asset Value, as end of March 2025, its 20-day average share price was down YTD (-3.2%). IHS Towers (+37.2%) and Tarkett (+55.5%) 20-day average share prices impacted positively the NAV. Total value creation per share of listed assets was therefore neutral (+€0.0) on a fully diluted basis over the first quarter.

    Unlisted asset contribution to NAV was negative over the course of the quarter with a total change per share of -€6.5 reflecting overall multiples’ decrease.

    Asset management activities contribution to NAV was slightly negative, -€0.8, due to IK Partners multiples’ evolution. A total of €29M of sponsor money is included in the NAV as of end of March, both for IK Partners and Monroe.

    Cash operating costs, Net Financing Results and Other items impacted NAV by -€1.7, as Wendel benefits from a positive carry and maintains a good cost control.

    Total Net Asset Value evolution per share amounted to -€9.0 since the start of the year.

    Fully diluted NAV per share of €176.7 as of March 31, 2025

    (in millions of euros)     03/31/2025 12/31/2024
    Listed investments Number of shares Share price (1) 2,965 3,793
    Bureau Veritas 89.9m(2)/120.3m €28.5/€29.5 2,565 3,544
    IHS 63.0m/63.0m $4.4/$3.2 254 192
    Tarkett   €16.4/€10.5 146 57
    Investment in unlisted assets (3) 3,346 3,612
    Asset Management Activities (4) 1,778 616
    Asset Managers (IK Partners & Monroe) 1,749 616
    Sponsor Money 29 –
    Other assets and liabilities of Wendel and holding companies (5) 161 174
    Net cash position & financial assets (6) 2,058 2,407
    Gross asset value     10,308 10,603
    Wendel bond debt     -2,378 -2,401
    IK Partners transaction deferred payment and Monroe earnout -244 -131
    Net Asset Value     7,686 8,071
    Of which net debt     -564 -124
    Number of shares     44,461,997 44,461,997
    Net Asset Value per share €172.9 €181.5
    Wendel’s 20 days share price average   €92.0 €93.5
    Premium (discount) on NAV -46.8% -48.5%
    Number of shares – fully diluted 42,456,176 42,466,569
    Fully diluted Net Asset Value, per share €176.7 €185.7
    Premium (discount) on fully diluted NAV -47.9% -49.6%

    (1)  Last 20 trading days average as of March 31, 2025, and December 31, 2024.
    (2)  Number of shares adjusted from the Forward Sale Transaction of 30,357,140 shares of Bureau Veritas. The value of the call spread transaction to benefit from up to c.15% of the stock price appreciation on the equivalent number of shares is taken into account in Other assets & liabilities.
    (3)  Investments in unlisted companies (Stahl, Crisis Prevention Institute, ACAMS, Scalian, Globeducate, Wendel Growth). Aggregates retained for the calculation exclude the impact of IFRS16.
    (4)  Investment in IK Partners (excl. Cash to be distributed to shareholders), in Monroe and sponsor money.
    (5)  Of which 2,005,821 treasury shares as of March 31, 2025, and 1,995,428 as of December 31, 2024.
    (6)  Cash position and short-term financial assets of Wendel & holdings.
    Assets and liabilities denominated in currencies other than the euro have been converted at exchange rates prevailing on the date of the NAV calculation.
    If co-investment and managements LTIP conditions are realized, subsequent dilutive effects on Wendel’s economic ownership are accounted for in NAV calculations. See page 285 of the 2024 Registration Document.

    Wendel’s Principal Investments’ portfolio rotation

    On March 12, 2025, Wendel realized a successful placement of Bureau Veritas shares as part of a prepaid 3-year forward sale representing approximately 6.7% of Bureau Veritas share capital and increased its financial flexibility by reducing the pro forma loan-to-value ratio to approximately 17%. The transaction immediately generated net cash proceeds of approximately €750M to Wendel.

    Wendel reinvested €11.5m in Scalian upon the acquisition of a specialized IT services player focused on the Defense sector in January 2025.

    Wendel’s Asset Management platform evolution

    Acquisition of a controlling stake in Monroe Capital LLC closed, a transformational transaction in line with the strategic roadmap

    Wendel completed on March 31, 2025 the definitive partnership agreement including the acquisition, together with AXA IM Prime, of 75% of Monroe Capital LLC (“Monroe Capital” or “the Company”), and a sponsoring program of $800 million to accelerate Monroe Capital’s growth, together with an investment of up to $200 million in GP commitment.

    With IK Partners and Monroe Capital, Wendel’s third party asset management platform reached €34 billion in AUM7, and should generate, on a full-year basis, c.€ 455 million revenues8, c.€160 million pre-tax FRE (c.€100 million in pre-tax FRE (Wendel share) in 2025. Wendel’s ambition is to reach €150 million (Wendel share) in pre-tax FRE in 2027.

    Strong value creation and performance of Third Party Asset Management (17% of Gross Asset Value)

    Q1 2025 performance

    Over the first quarter of 2025, IK Partners registered again particularly strong levels of activity, generating a total of €46.4 million in revenue, up 33 % vs. Q1 2024. Total Assets under Management (€14.9 billion, of which €4.8 billion of Dry Powder9) grew by 8% since the beginning of the year, and FPAuM10 (€10.2 billion) by 2%. Over the period, €0.64 billion of new funds were raised (IK X, IK PF III, IK SC IV and IK CV I) and 2 exits have been realized, for over €0.26 billion.

    As of March 31, 2025, Wendel’s third party asset management platform11 represented total assets under management of €34 billion and achieved €3.4 billion of fundraising.

    Sponsor money invested by Wendel

    Wendel committed €500 million in IK Partners funds (of which €300 million in IK X). As of March 31, 2025, €29 million of sponsor money have been called in IK Partners and Monroe Capital funds.

    Principal Investment companies’ sales

    Listed Assets: 29% of Gross Asset Value

    Bureau Veritas – A robust first quarter and an unchanged 2025 outlook; Increased returns to shareholders with a €200m share buyback program
    (full consolidation)

    Bureau Veritas revenue in the first quarter of 2025 amounted to €1,558.7 million, an 8.3% increase compared to the first quarter of 2024. Bureau Veritas delivered an organic growth of 7.3%.
    Three businesses led the growth: Industry, up 14.3%, Marine & Offshore, up 11.8%, and Certification, up 10.9%. Agri-Food & Commodities grew 6.0% while both Consumer Products Services and Buildings & Infrastructure grew low-single-digit organically in the first quarter of 2025.
    The scope effect was a positive 1.4%, reflecting bolt-on acquisitions (contributing to +3.0%) finalized in the past few quarters and partly offset by the impact of divestments completed over the last twelve months (contributing to -1.6%). Currency fluctuations had a negative impact of 0.4%, due to the strength of the euro against most currencies.

    2025 Share buyback program
    On April 24, 2025, Bureau Veritas announces a new EUR 200 million share buyback program to be completed by the end of June 2025. This decision reflects the Group’s confidence in its resilient business model and takes advantage of the current share price.

    2025 Outlook unchanged

    • While customers are navigating an uncertain period, Bureau Veritas has a robust opportunities pipeline, a solid backlog, and mid-to-long-term strong market fundamentals. Therefore, Bureau Veritas keeps its outlook unchanged, and expects to deliver for the full year 2025: Mid-to-high single-digit organic revenue growth;
    • Improvement in adjusted operating margin at constant exchange rates;
    • Strong cash flow, with a cash conversion12 above 90%.

    For more information: https://group.bureauveritas.com

    IHS Towers – IHS Towers will report its Q1 results in May 2025

    Tarkett reported its Q1 on April 17, 2025

    For more information: https://www.tarkett-group.com/en/investors/

    Unlisted Assets: 33% of Gross Asset Value

      Sales (in millions)
      Q1 2024 Q1 2025
    Stahl €225.6 €231.0
    CPI $29.0 $30.7
    ACAMS $20.7 $22.0
    Scalian €140.6 €131.8
    Globeducate (1) n/a €109.6

    (1)   Indian operations are deconsolidated and accounted for by the equity method due to the absence of audited figures. 3 months revenue from December 1, 2024, to February 28, 2025.

    Stahl – Total sales13up +2.4% in Q1 2025, in challenging market conditions
    (full consolidation)

    Stahl, the world leader in specialty coatings for flexible materials, posted total sales of €231.0 million in Q1 2025, representing a total increase of +2.4% versus Q1 2024.

    Q1 2025 was marked by increased levels of market uncertainty driven by geopolitical and trade tensions. Organic growth was -5.4%, against a high comparison basis with Q1 2024 (when sales grew organically by +9.8%). Scope contributed positively by +8.1% thanks to the Weilburger Graphics acquisition completed in September 2024, while FX was negative (-0.3%).

    Proforma for the sale of the wet-end leather chemicals activities, total growth over the quarter would have been +6.0%.

    Crisis Prevention Institute – Revenue growth of +5.8% as compared with Q1 2024

    (full consolidation)

    Crisis Prevention Institute recorded first quarter 2025 revenue of $30.7 million, up +5.8% vs. Q1 2024. Of this increase, +5.3% was organic growth, -0.9% came from FX movements and +1.4% from scope effect. Despite ongoing federal oversight and funding uncertainty for some of CPI’s customers, staff training sessions have continued to grow, however customers have been slower to add or replace new certified instructors during this period of uncertainty.

    On January 21, 2025, CPI announced the acquisition of Verge, a Norwegian leader in behavior intervention and training. This acquisition extends CPI’s presence in the Nordics, and enhances CPI’s ability to support professionals worldwide, leveraging Verge’s innovative techniques to address challenging behaviors, aggression and violence.

    ACAMS – Total sales up +6.4% in Q1, reflecting double-digit growth in the core North American segment as well as continued momentum in the conference sponsorship & exhibition business

    (full consolidation)

    ACAMS, the global leader in training and certifications for anti-money laundering and financial-crime prevention professionals, generated total revenue of $22.0 million, up +6.4% compared to the first quarter of 202414. First-quarter results were driven by double-digit growth in the core North American segment, with both bank and non-bank customers, as well as improved conference sponsorship & exhibition sales, offset by headwinds in select EMEA and APAC markets.

    Q1 growth reflects momentum from recent strategic and organizational changes including the senior leadership additions in 2024, a shift in focus to selling solutions for large enterprise customers, market expansion with the introduction of the Certified Anti-Fraud Specialist certification (CAFS), and investments in the technology platform. ACAMS anticipates continued growth in 2025 as these strategic changes and investments take hold.

    Scalian – Decrease of total sales of -6.3% in Q1 2025, in the context of continued market growth slowdown. Acquisition of a French IT services specializing in the defense sector in January 2025.

    (full consolidation)  

    Scalian, a leading consulting firm in digital transformation and operational performance reported total sales of €131.8M as of March 31, 2025, a -6.3% decrease vs. last year. The slowdown is spread across several sectors and geographies particularly automotive in Europe and Aeronautics (supply chain disruptions). Sales are down -11.2% organically but have benefited from a positive scope effect of +4.9%.

    In January 2025, Scalian completed the acquisition of a French IT services specialist. The acquisition was funded through shareholders’ equity contribution, including a €11.5m equity injection from Wendel in Scalian. This acquisition further reinforces Scalian’s unique positioning in the OT/IT space and is fully in line with the buy-and-build strategy implemented by the Group and which has resulted in the acquisitions of Yucca in 2023 as well as Mannarino and Dulin in 2024.

    Globeducate – Revenue growth of +11%15

    (Accounted for by the equity method. Globeducate acquisition was completed on October 16th, 2024. Indian operations are deconsolidated and accounted for by the equity method due to the absence of audited figures. 3 months revenue from December 1, 2024- February 28, 2025.)

    Globeducate, one of the world’s leading bilingual K-12 education groups, recorded first quarter 2025 revenue of €109.6 million, up +11% vs. Q1 2024. Of this increase, +3.5% came from accretive M&A transactions.

    Over September and November 2024, Globeducate completed 2 acquisitions:1 in Cyprus (Olympion School) and 1 in the UK (Ecole des Petits).

    Preliminary estimated impact of new tariffs on Wendel’s businesses

    Wendel Group’s companies are mainly business services, and are therefore only slightly directly impacted by conflicts over tariffs. For industrial companies (Stahl and Tarkett), these two companies have production units generally located in the countries in which they generate their revenues. According to the information available, the direct impact for these two companies is limited. The lack of visibility on the evolution of tariffs, as well as their real impact on global economic growth and USD exchange rates, constitute the main risk on the value creation potential of our assets.

    1 Fully diluted of share buybacks and treasury shares. Without adjusting for dilution, NAV stands at €7,719m and €173.6 per share.
    2 As of end of March 2025, AuM of IK Partners and Monroe Capital

    3 This amount includes usual closing adjustments

    4 Share price as of April 23, 2025: €86.05

    5 Including sponsor money commitment in IK (-€500m partly called as of 03.31.2025) & expected commitments in Monroe Capital (-$200m partly called as of 03.31.2025), IK Partners transaction deferred payment (-€131m), Monroe Capital 100% acquisition (including estimated earnout and puts on residual capital, i.e -$528M).

    6 €2.1bn of cash as of March 31, 2025, restated from sponsor money commitment in IK (-€500m partly called as of 03.31.2025) & expected commitments in Monroe Capital (-$200m partly called as of 03.31.2025), IK Partners transaction deferred payment (-€131m), Monroe Capital 100% acquisition (including estimated earnout and puts on residual capital, i.e -$528M).

    7 As of end of March 2025

    8 Based on USD/EUR exchange rate of 1.05

    9 Commitments not yet invested

    10 Fee Paying AuM

    11 IK Partners and Monroe Capital

    12 (Net cash generated from operating activities – lease payments + corporate tax)/adjusted operating profit.

    13 Total sales including wet-end activities, of which sale closing is expected in Q2 2025.

    14 Revenue in Q1 2024 excludes PPA restatement impact of $0.3m. Including this restatement, revenue is $20.4m in Q1 2024.

    15 Indian operations are deconsolidated and accounted for by the equity method due to the absence of audited figures. 3 months revenue from December 1, 2024 to February 28, 2025. These figures are compared with the same period last year and are estimated and non audited, accordingly, changes in percentages are rounded to the nearest whole figure.

    Agenda

    Thursday, May 15, 2025, at 3 PM CEST

    Annual General Meeting

    Wednesday, July 30, 2025

    H1 2025 results – Publication of NAV as of June 30, 2025, and condensed Half-Year consolidated financial statements (post-market release)

    Thursday, October 23, 2025

    Q3 2025 Trading update – Publication of NAV as of September 30, 2025 (post-market release)

    Friday, December 12, 2025

    2025 Investor Day.

    About Wendel

    Wendel is one of Europe’s leading listed investment firms. Regarding its principal investment strategy, the Group invests in companies which are leaders in their field, such as ACAMS, Bureau Veritas, Crisis Prevention Institute, Globeducate, IHS Towers, Scalian, Stahl and Tarkett. In 2023, Wendel initiated a strategic shift into third-party asset management of private assets, alongside its historical principal investment activities. In May 2024, Wendel completed the acquisition of a 51% stake in IK Partners, a major step in the deployment of its strategic expansion in third-party private asset management and also completed in March 2025 the acquisition of 72% of Monroe Capital. As of March 31, 2025, Wendel manages 34 billion euros on behalf of third-party investors, and c.6.3 billion euros invested in its principal investments activity.

    Wendel is listed on Eurolist by Euronext Paris.

    Standard & Poor’s ratings: Long-term: BBB, stable outlook – Short-term: A-2 

    Wendel is the Founding Sponsor of Centre Pompidou-Metz. In recognition of its long-term patronage of the arts, Wendel received the distinction of “Grand Mécène de la Culture” in 2012.

    For more information: wendelgroup.com

    Follow us on LinkedIn @Wendel 

    Attachment

    The MIL Network –

  • MIL-OSI USA: Governor Mike Kehoe Reminds Missourians of May 7 REAL ID Deadline

    Source: US State of Missouri

    APRIL 24, 2025

    Jefferson City — With less than two weeks until the federal REAL ID enforcement deadline of May 7, 2025, Governor Mike Kehoe is encouraging Missourians do their part in improving the security of state-issued driver’s licenses and identification cards by obtaining a REAL ID-compliant identification card.

    “Starting on May 7, a REAL ID, passport, or another approved identification will be required to fly and enter federal buildings,” said Governor Mike Kehoe. “This is about keeping our state and country safe by preventing fraud and and enhancing security. We appreciate the Trump Administration and Secretary Noem for enforcing federal law to help keep American travelers safe. The Missouri Department of Revenue stands ready to assist Missourians with obtaining a REAL ID.”

    Beginning May 7, 2025, residents of every U.S. state and territory will be required to present a REAL ID-compliant driver license or ID card, or another form of ID accepted by the Transportation Security Administration, to board federally regulated domestic flights. Also beginning May 7, 2025, individuals must present a REAL ID-compliant driver license or ID card, or another form of acceptable ID, to access federal facilities and to enter nuclear power plants.

    Currently, just over 45 percent of the Missouri Department of Revenue’s total document holders have a REAL ID. A Missouri-issued REAL ID-compliant driver license or ID card will have a star, in the upper right-hand corner. A driver license or ID card that is noncompliant with REAL ID will have “NOT FOR REAL ID PURPOSES” in the upper right-hand corner.

    The Missouri Department of Revenue continues to provide resources and information to Missourians ahead of the May 7 enforcement deadline. Refer to the questions and answers below to learn more:

    Who will need a REAL ID?

    Under Missouri law, applying for a REAL ID is a choice, and is not mandatory. However, individuals will soon be required to present a REAL ID-compliant document for official purposes including, but not limited to, entering nuclear power plants, accessing federal facilities, and boarding federally regulated domestic flights.  If you plan on flying in the future but do not want to apply for a REAL ID, you can present another Transportation Security Administration approved acceptable form of ID such as your U.S. passport.

    A noncompliant driver license or ID card is, and will continue to be, acceptable for verification of identity, driving privileges, verification of age, voting and registering to vote, and other purposes not limited by the REAL ID Act.

    What documents do I need to obtain a REAL ID?

    To apply for a REAL ID-compliant driver license or ID card, Missourians will need to submit valid, original documents verifying their identity, lawful status, Social Security number, proof of residency, and official name change if needed. For a full list of acceptable documents, click here. Anyone wishing to apply for a REAL ID-compliant driver license or ID card must notify the person assisting them at the start of their transaction.

    When will REAL ID requirements start being enforced?

    REAL ID will start being enforced on May 7, 2025.

    Where can I apply for a REAL ID?

    Residents can apply for a REAL ID-compliant driver license or non-driver identification card at one of Missouri’s many contract license office locations. The transaction and processing fees for a REAL ID-compliant driver license or ID card, new or renewal, are the same as for a license or ID card that is noncompliant with REAL ID. Detailed fee information can be found at dor.mo.gov/driver-license/resources/license.html#fees.  Duplicate transaction fee waiver provisions may apply for an otherwise eligible first-time REAL ID-compliant card applicant, currently holding a valid document with more than six-months remaining until expiration.

    Why are these changes being made?

    The REAL ID Act was passed by the U.S. Congress in 2005 after the 9/11 Commission recommended the federal government set new standards for the issuance of identification to achieve enhanced security. Missourians can learn more about REAL ID at dor.mo.gov/driver-license/issuance/real-id/. Information is also available on the TSA website at tsa.gov/real-id and on the DHS website at dhs.gov/real-id.

    ###

    MIL OSI USA News –

  • MIL-OSI Security: Former Detroit Riverfront Conservancy Chief Financial Officer Sentenced for Embezzling over $40 Million from the Conservancy

    Source: Office of United States Attorneys

    DETROIT – Former Detroit Riverfront Conservancy Chief Financial Officer William A. Smith was sentenced to 19 years in prison today for embezzling over $40 million from his employer over an eleven year period, announced Acting United States Attorney Julie Beck. Smith was also sentenced to a three year term of supervised release, ordered to pay approximately $44.3 million in restitution, and ordered to forfeit ill-gotten gains that were traceable to his scheme.

    Beck was joined in the announcement by Cheyvoryea Gibson, Special Agent in Charge of the FBI’s Detroit Field Office and Charles Miller, Special Agent in Charge of the IRS-Criminal Investigations Detroit Field Office.

    Smith, 52, pleaded guilty in November 2024 to one count of wire fraud and one count of money laundering before United States District Judge Susan K. DeClercq.

    Acting United States United States Attorney Beck stated, “William Smith stole an astonishing amount of money from an important community institution, and he spent that money to finance an extravagant lifestyle. Every dollar that Smith spent on luxury goods for himself is dollar that the Conservancy could not spent beautifying and improving our city’s riverfront. This is one of the most egregious economic crimes in recent memory in this District. Smith has now been held accountable for his criminal activity and we hope that today’s sentence deters any others who contemplate enriching themselves at the expense of a public trust.”

    “Today’s sentencing of William Smith marks the conclusion of a scheme, spanning more than a decade, deeply violating the trust of his employer and the community,” said Cheyvoryea Gibson, Special Agent in Charge of the FBI Detroit Field Office. “Mr. Smith exploited his position of authority for personal financial gain. This outcome is the hard work and dedication from members assigned to the FBI Detroit’s Complex Financial Crimes (CFC) Squad and the successful prosecution by the U.S. Attorney’s Office of the Eastern District of Michigan. We remain committed to working with our partners to investigate and pursue those who violate federal laws.”

    “As the trusted leader of a local advocacy nonprofit, William Smith had a duty to be a responsible steward of the organization’s funds, especially the money raised to beautify and increase access to the Detroit Riverfront,” said Special Agent in Charge Charles Miller, Detroit Field Office, IRS Criminal Investigation (IRS-CI). “Mr. Smith proved he did not deserve that trust when he stole over $40 million from the Conservancy and by proxy, everyone who would enjoy the riverfront for many years to come. IRS Criminal Investigation is proud to work with the US Attorney’s Office of Eastern Michigan and our law enforcement partners to ensure that justice is served, and Mr. Smith is held accountable for such an egregious breach of trust;  stealing a huge amount of money to fund his personal lifestyle.”

    According to court documents, Smith Smith was employed as the Chief Financial Officer for the Detroit Riverfront Conservancy, Inc. (the Conservancy) from 2011 through May 2024.  The Conservancy is a 501(c)(3) organization formed with the mission of developing access to the Detroit riverfront. The Conservancy envisions creation of a continuous Riverwalk from the Ambassador Bridge in the west to Gabriel Richard Park in the east, along with plazas, pavilions, and green spaces.  Funding for the Conservancy is provided by both private donors and public grants. In his position as Chief Financial Officer of the Conservancy, Smith enjoyed substantial discretion in overseeing and managing the Conservancy’s financial affairs.

    Court Documents indicate that beginning no later than November 2012 and continuing until May 2024, Smith orchestrated a scheme to embezzle millions of dollars in funds belonging to the DRFC.  The embezzlement scheme took three principal forms:

    •          First, Smith diverted Conservancy funds from the organization’s bank accounts to a bank account in the name of  “The Joseph Group, Inc.,” an entity owned and controlled by Smith. The Joseph Group was not an approved vendor for the Conservancy and provided no goods or services of any kind to the organization. However, between February 2013 and May 2024, Smith transferred approximately $24.4 million from the Conservancy’s bank accounts to an account in the name of the Joseph Group.

    •          Second, Smith maintained an American Express account in the name of another of the many entities he owned and controlled, this one called “William Smith & Associates LLC.”  There were four American Express credit cards issued on this account. Between November 2012 and May 2024, Smith used approximately $14.9 million in Conservancy funds to pay off purchases made on this account. None of these expenditures were authorized by the Conservancy, which maintained other credit card accounts for Conservancy purchases. Smith used the American Express account to purchase furniture, designer clothing, handbags, lawn care services, airline tickets, and other consumer goods and services for himself and his family.

    •          Third, Smith used Conservancy funds to purchase cashier’s checks from various financial institutions. These cashier check purchases were unauthorized, and Smith used the cashier’s checks for his own purposes without the knowledge or approval of the Conservancy’s Board of Directors.

    Court documents indicate Smith engaged in various practices to cover up and sustain this massive fraud scheme. In some instances, Smith falsified bank statements that he provided to the Conservancy’s bookkeeper, altering or deleting unauthorized transfers on the statements in order to keep them off of the Conservancy’s books. In at least one other instance, he took out a line of credit with a financial institution (Citizen’s Bank) on behalf of the Conservancy. Smith claimed to be acting with the authorization of the Conservancy’s Board of Directors in taking out this line of credit. In fact, Smith had no such authority, and the documents he provided Citizen’s Bank purporting to show that he had such authorization were forgeries.  Smith used the funds from this line of credit (which eventually totaled $5 million) to infuse monies into the Conservancy’s bank accounts to help cover up his substantial embezzlement from those accounts.

    Sentencing documents indicate that Smith spent the money he appropriated from the Conservancy to live a lavish and extravagant lifestyle. Over the course of his scheme, Smith spent enormous sums of money on basketball tickets, cruises, private jet travel, designer clothing, jewelry, and the like.

    The case was prosecuted by Assistant United States Attorneys John K. Neal and Robert A. Moran. Assistant United States Attorneys K. Craig Welkener and Jessica Nathan handled the asset forfeiture. The investigation was conducted by the FBI and the Internal Revenue Service-Criminal Investigations Division.

    MIL Security OSI –

  • MIL-OSI: Sword Group: Q1 2025 Sword achieves its Double-Digit Growth Target despite the current Geopolitical Context: +11.8% (i)

    Source: GlobeNewswire (MIL-OSI)

    KEY FIGURES
    Consolidated revenue for the 1st quarter of 2025 is €85.5m, an increase of +11.8% on a like-for-like basis compared with the first quarter of 2024.
    Profitability (EBITDA margin) is 12.0%, or €10.3m.

    Q1 2025 ACCOUNTS

    Q1 | non audited figures

    €m 2025 2024 Organic Growth (i)
    Revenue 85.5 75.8 +11.8%
    EBITDA 10.3 9.1 –
    EBITDA Margin 12.0% 12.0% –

    (i) on a like-for-like basis

    ANALYSIS
    Revenue shows double-digit growth, in line with budget forecasts.
    Profitability remains stable, as expected, while a number of ambitious projects are currently under review. Such projects could enable us to outperform over the next few years.
    The backlog remains solid and continues to support our expectations.
    Our external growth strategy is continuing, with a focus on micro-acquisitions that will strengthen our expertise, particularly in Artificial Intelligence and Cybersecurity.
    In this regard, Sword finalised the acquisition of iDelta on 7 April, and several other targets are currently being evaluated.

    OUTLOOK
    The Group confirms its 2028 Business Plan.

    Dividend
    €2.0 gross per shre
    Ex-date: April 30, 2025
    Record Date: May 2, 2025
    Payment: May 5, 2025
    Pending approval at the Annual General Meeting on April 28.

    Agenda
    28/04/25: 2024 Annual Shareholders Meeting
    24/07/25: Publication of Q2 2025 Revenue

    Sword Group
    Sword has 3,500+ IT/Digital specialists active in 50+ countries to accompany you in the growth of your organisation in the digital age.
    As a leader in technological and digital transformation, Sword has a solid reputation in complex IT & business project management.
    Sword optimises your processes and enhances your data.

    Attachment

    The MIL Network –

  • MIL-OSI: LECTRA: Q1 2025: Business slowdown due to unprecedented environment

    Source: GlobeNewswire (MIL-OSI)

    Q1 2025: Business slowdown due to unprecedented environment

    • Revenues: 134.4 million euros (+4%)*
    • EBITDA before non-recurring items: 21.1 million euros (stable)*
    • Net income: 5.8 million euros (-13%)*
    • Update of 2025 annual forecast premature

     *At actual exchange rates 

      January 1 – March 31
       2025 2024   Changes 2025/2024  
    (in millions of euros)        Actual
    exchange rates    		 Like-for-like(1)  
    Revenues  134.4 129.6   +4% +1%  
    ARR (2)  90.3     +2% +3%  
    EBITDA before non-recurring items  21.1 21.1   +0% -6%  
    EBITDA margin before non-recurring items  15.7% 16.3%   -0,6 point -0,9 point  
    Net income  5.8 6.7   -13% –  
    Shareholders’ Equity  368.8 341.6   – –  
    Net cash (+) / Net financial debt (-)  -4.6 -18.8   – –  

    (1) On a constant currency basis and for a comparable scope of consolidation
    (2) At December 31, 2024 and March 31, 2025

    Paris, April 24, 2025. Today, Lectra’s Board of Directors, chaired by Daniel Harari, reviewed the unaudited consolidated financial statements for the first quarter of 2025.

    MACROECONOMIC AND GEOPOLITICAL SITUATION: AN UNPRECEDENTED SHOCK

    Since early March, the global economic situation has deteriorated. The unexpectedly sweeping new tariffs announced on April 2 have caused considerable volatility in global financial markets and led to significant declines in market valuations and indices across all countries. They have also had major negative impacts on businesses worldwide, creating uncertainty and restraining their near-term growth prospects. 

    Limited direct impact

    As of today, software and services are not subject to customs duties. Half of the equipment sales in the United States come from local production. On the other hand, a small portion of this production is sold in China. Therefore, only 10% of the revenue is affected by the announced customs duties.

    The Group has reflected the increased customs duties in its selling prices.

    Robust competitive position 

    The distortion of competition regarding equipment is virtually nil in the near term, as manufacturing by competitors in the United States is extremely limited. Were the situation to continue over the long term, it would be expected to work in Lectra’s favor, as competitors manufacture for the most part in Asia and in Europe. The Group is also the only one to have three production sites, in France, China and the United Sates.

    A sense of apprehension that reinforces customers’ wait-and-see attitude 

    Customers and contract manufacturers must now adjust to this new economic landscape — in terms of pricing policy, production, investment, or future strategy. 

    The long-term effects of these new tariffs, if confirmed, could have repercussions on inflation, growth, and supply chains.

    Should the situation deteriorate, a global economic slowdown could be observed, with higher prices for consumers and lower profits for companies, leading to financing difficulties and reduced investment.

    SUMMARY FOR Q1 2025

    To facilitate the analysis of the Group’s results, the accounts are compared to those published for 2024 (at actual exchange rates) and, for the 2025 vs 2024 comparisons, to the aux 2024 pro-forma accounts (presented on a like-for-like basis), including Launchmetrics from January 1.

    Given the importance of SaaS activity for Lectra, the Group has decided to publish a new indicator, ARR (Annual Recurring Revenue), which is commonly used in the SaaS industry.

    ARR at March 31, 2025, came to 90.3 million euros, up 3% higher than at the end of 2024 at comparable exchange rates. 

    Q1 2025 revenues (134.5 million euros) were up 4% at actual exchange rates and up 1% on a like-for-like basis, reflecting the slowdown observed early in March.

    EBITDA before non-recurring items totaled 21.1 million euros, holding stable at actual exchange rates and down 6% on a like-for-like basis. The EBITDA margin before non-recurring items was 15.7%.

    After accounting for an amortization charge of intangible assets amounting to 5.9 million euros, the income from operation before non-recurring items decreased by 12% on a comparable basis, to 10.3 million euros.

    Net income amounted to 5.8 million euros, down 13% at actual exchange rates. 

    High free cash flow before non-recurring items

    Free cash flow before non-recurring items remained high at 17.7 million euros in Q1 2025, after the record level of 22.0 million euros posted in Q1 2024.

    A particularly robust sheet

    At March 31, 2025, the Group had a particularly robust balance sheet with a consolidated shareholders’ equity of 368.8 million euros and a net financial debt of 4.6 million euros. The Group has thus continued to reduce its debt at a sustained pace, 14 months after financing the acquisition of a majority stake in Launchmetrics.

    OUTLOOK 

    In the management discussion and analysis of the consolidated financial statements for the fourth quarter and full year 2024, published on February 12, 2025, Lectra reiterated its long-term vision, together with the objectives of its strategic roadmap for 2023-2025.  

    The Group noted that in a challenging environment, having proven its resilience and the quality of its fundamentals, Lectra had approached the year 2025 with confidence, pursuing its strategy by meeting customers’ needs as closely as possible through the quality of its offer for Industry 4.0 and by developing its SaaS activity. 

    In light of the unprecedented circumstances stemming from economic and policy announcements, leading to a stronger-than-anticipated wait-and-see attitude among its customers, it is premature to provide updated annual forecasts at this time.  

    The 2024 Financial Report, as well as the Management Discussion and analysis of financial conditions and results of operations and the financial statements for Q1 2025 are available on lectra.com. The Shareholders’ General and Special Meetings will be held on April 25, 2025, in the Company’s offices. Q2 and H1 2025 earnings will be published on July 24, 2025, after the close of the Paris Stock Exchange.

    About Lectra

    At the forefront of innovation since its founding in 1973, Lectra provides industrial intelligence technology solutions—combining software in SaaS mode, cutting equipment, data, and associated services—to players in the fashion, automotive and furniture industries. With boldness and passion, Lectra accelerates the transformation and success of its customers in a world in perpetual motion thanks to the key technologies of Industry 4.0: AI, big data, cloud and the internet of things. 

    The Group is present in more than one hundred countries. It operates three production sites for its cutting equipment, located in France, China and the United States. Lectra’s 3,000 employees are driven by three core values: being open-minded thinkers, trusted partners and passionate innovators. They all share the same concern for social responsibility, which is one of the pillars of Lectra’s strategy to ensure its sustainable growth and that of its customers.

    Lectra reported revenues of €527 million in 2024, including €77 million coming from its SaaS offerings. The company is listed on Euronext, and is included in the CAC All Shares, CAC Technology, EN Tech Leaders and ENT PEA-PME 150 indices.

    For more information, visit ww.lectra.com. 

    Lectra – World Headquarters: 16–18, rue Chalgrin • 75016 Paris • France 

    Tel. +33 (0)1 53 64 42 00 – www.lectra.com 

    A French Société Anonyme with capital of €37,966,274 • RCS Paris B 300 702 305 

    Attachment

    The MIL Network –

  • MIL-OSI: Cegedim: Like-for-like revenues grew 4.5% in the first quarter

    Source: GlobeNewswire (MIL-OSI)

    Quarterly financial information as of March 31, 2025
    IFRS – Regulated information – Not audited

    • Revenue grew 3.5% as reported and 4.5% LFL to €161.3 million in the first quarter of 2025.
    • The marketing, health insurance, HR, and cloud businesses delivered the most solid growth.

    Boulogne-Billancourt, France, April 24, 2025, after the market close

    Revenue

      First quarter Change Q1 2025 / 2024
    in millions of euros 2025 2024 Reported Life for like(1)(2)
    Software & Services 72.4 74.4 (2.6)% (0.4)%
    Flow 27.6 25.3 +8.9% +8.8%
    Data & Marketing 29.9 27.0 +10.6% +10.6%
    BPO 21.1 20.2 +4.3% +4.3%
    Cloud & Support 10.3 9.0 +14.8% +14.8%
    Cegedim 161.3 155.9 +3.5% +4.5%

    Cegedim’s consolidated first-quarter 2025 revenues rose to €161.3 million, up 3.5% as reported and 4.5% like for like(1) compared with the same period in 2024.

    Marketing, health insurance, HR, and cloud businesses delivered the most solid growth over the first quarter. The deconsolidation of INPS on December 10, 2024, following its voluntary placement in administration, weighed on reported growth at the Software & Services division and Group level.

    Analysis of business trends by division 

    • Software & Services
    Software & Services First quarter Change Q1 2025 / 2024
    in millions of euros 2025 2024 Reported Like for like(1)
    Cegedim Santé 18.9 18.1 +4.7% (4.7)%
    Insurance, HR, Pharmacies, and other services 44.1 42.7 +3.4% +3.4%
    International businesses 9.4 13.6 (31.1)% (6.9)%
    Software & Services 72.4 74.4      (2.6)% (0.4%

    Revenues at Cegedim Santé grew 4.7% as reported in the first quarter but fell 4.7% like for like. Reported growth got a boost from the consolidation over the full quarter of Visiodent, which was first consolidated on March 1, 2024. The Maiia suite of products and the Claude Bernard database are both doing well, but their momentum was obscured by the expiration of a contract to supply data. That contract is being renegotiated, but it did not generate any revenues in the first quarter.

    Other French subsidiaries saw revenue growth of 3.4% both as reported and like for like. The division was propelled by growth at the insurance businesses, thanks to robust project-based sales and the start of the run phase of projects started in 2024. The HR business is still getting a boost from its client diversification strategy and strong growth in its core market. On the other hand, because it is between waves of Ségur public health investments, sales of products and services for pharmacies in France are experiencing a lacklustre business environment.

    International businesses posted reported revenues down 31.1% owing to the deconsolidation of INPS from December 10, 2024, following its voluntary placement in administration. Like-for-like revenues declined 6.9% due to an unfavorable comparison in sales to pharmacies in the UK—which got a boost from the Pharmacy First program in Q1 2024—and because a client of Activus, a UK subsidiary selling software for health insurance and personal protection insurance for expats, went out of business at the end of 2024. Both businesses have clear prospects that will reverse the downward trend in the months ahead. Other international activities had a positive quarter and remain on track.

    Flow First quarter Change Q1 2025 / 2024
    in millions of euros 2025 2024 Reported Like for like(2)
    e-business 16.9 15.4 +9.0% +8.8%
    Third-party payer 10.7 9.9 +8.7% +8.7%
    Flow 27.6 25.3 +8.9% +8.8%

    First-quarter growth in e-business, e-invoicing, and digitized data exchanges was 9.0% as reported and 8.8% like for like, and both business segments contributed to the gains. E-Invoicing & Procurement continues to expand in France and abroad, whereas the Healthcare Flow segment is still getting a boost from dynamic new offerings for hospitals that are designed to make their drug purchasing secure.

    The Third-party payer business experienced 8.7% growth in Q1. It was boosted by strong growth in demand for its fraud and long-term illness detection offerings, a trend that began in H2 2024.

    • Data & Marketing
    Data & Marketing First quarter Change Q1 2025 / 2024
    in millions of euros 2025 2024 Reported Like for like(1)
    Data 13.8 13.0 +5.9% +5.9%
    Marketing 16.1 14.0 +14.9% +14.9%
    Data & Marketing 29.9 27.0 +10.6% +10.6%

    Data businesses were up 5.9% in the first quarter on the back of a strong showing in France, where sales are stronger than they are abroad.

    The Marketing segment posted robust growth of 14.9% owing to strong sales after new client wins and brisk business with existing clients.

    BPO First quarter Change Q1 2025 / 2024
    in millions of euros 2025 2024 Reported Like for like(1)
    Insurance BPO 15.2 14.5 +4.7% +4.7%
    Business Services BPO 5.9 5.7 +3.4% +3.4%
    BPO 21.1 20.2 +4.3% +4.3%

    The Insurance BPO business grew by 4.7% over the quarter, chiefly owing to its overflow business, which has been flourishing lately because it serves a critical need for clients.

    Business Services BPO (HR and digitalization) reported growth of 3.4% in the first quarter on the back of a popular compliance
    offering.

    • Cloud & Support
    Cloud & Support First quarter Change Q1 2025 / 2024
    in millions of euros 2025 2024 Reported Like for like(1)
    Cloud & Support 10.3 9.0 +14.8% +14.8%

    The Cloud & Support division continued to build on the momentum it generated in 2024, with growth of 14.8% in Q1 reflecting an expanded range of sovereign cloud-backed products and services.

    Highlights

    To the best of the company’s knowledge, there were no events or changes during the first quarter of 2025 that would materially alter the Group’s financial situation.

    Significant transactions and events post March 31, 2025
    To the best of the company’s knowledge, there were no post-closing events or changes after March 31, 2025, that would materially alter the Group’s financial situation.

    Outlook

    Based on the currently available information, the Group expects 2025 like-for-like revenue(3) growth to be in the range of 2-4% relative to 2024. Recurring operating income should continue to improve, following a similar trajectory as in 2024.

    These targets are not forecasts and may need to be revised if there is a significant worsening of geopolitical, macroeconomic, or currency risks.

                        

    WEBCAST ON APRIL 24, 2025, AT 6:15 PM (PARIS TIME)
    The webcast is available at: www.cegedim.fr/webcast
    The Q1 2025 revenue presentation is available at:
    https://www.cegedim.fr/documentation/Pages/presentation.aspx

    Financial calendar:

    2025 June 13 at 9:30

    July 24 after the close

    September 25 after the close

    September 26 at 10:00 am

    October 23 after the close

    		 Shareholders’ general meeting

    H1 2025 revenues

    H1 2025 results

    SFAF meeting

    Q3 2025 revenues

    Financial calendar: https://www.cegedim.fr/finance/agenda/Pages/default.aspx

    Disclaimer
    This press release is available in French and in English. In the event of any difference between the two versions, the original French version takes precedence. This press release may contain inside information. It was sent to Cegedim’s authorized distributor on April 24, 2025, no earlier than 5:45 pm Paris time.
    The figures cited in this press release include guidance on Cegedim’s future financial performance targets. This forward-looking information is based on the opinions and assumptions of the Group’s senior management at the time this press release is issued and naturally entails risks and uncertainty. For more information on the risks facing Cegedim, please refer to Chapter 7, “Risk management”, section 7.2, “Risk factors and insurance”, and Chapter 3, “Overview of the financial year”, section 3.6, “Outlook”, of the 2024 Universal Registration Document filled with the AMF on April 7, 2025, under number D.24-0233.

    About Cegedim:
    Founded in 1969, Cegedim is an innovative technology and services company in the field of digital data flow management for healthcare ecosystems and B2B, and a business software publisher for healthcare and insurance professionals. Cegedim employs nearly
    6,700 people in more than 10 countries and generated revenue of over €654 million in 2024.
    Cegedim SA is listed in Paris (EURONEXT: CGM).
    To learn more please visit: www.cegedim.fr
    And follow Cegedim on X @CegedimGroup, LinkedIn, and Facebook.

    Aude Balleydier
    Cegedim
    Media Relations
    and Communications Manager

    Tel.: +33 (0)1 49 09 68 81
    aude.balleydier@cegedim.fr

    		 Damien Buffet
    Cegedim
    Head of Financial
    Communication

    Tel.: +33 (0)7 64 63 55 73
    damien.buffet@cegedim.com

    		 Céline Pardo
    Becoming RP Agency
    Media Relations Consultant

    Tel.:        +33 (0)6 52 08 13 66
    cegedim@becoming-group.com

    		  

    ____________________________________________________________________________________________________________________________________________________

    Appendix

    Breakdown of revenue by quarter and division

    in millions of euros   Q1 Q2 Q3 Q4 Total
    Software & Services   72.4       72.4
    Flow   27.6       27.6
    Data & Marketing   29.9       29.9
    BPO   21.1       21.1
    Cloud & Support   10.3       10.3
    Group revenue   161.3       161.3
    in millions of euros   Q1 Q2 Q3 Q4 Total
    Software & Services   74.4 77.8 75.6 80.1 307.8
    Flow   25.4 24.2 23.7 27.0 100.3
    Data & Marketing   27.0 32.3 28.2 38.4 125.9
    BPO   20.2 19.7 21.6 21.2 82.7
    Cloud & Support   9.0 9.1 7.7 12.0 37.8
    Group revenue   155.9 163.1 156.8 178.7 654.5

    Breakdown of revenue by geographic zone, currency, and division at March 31, 2025

    as a % of consolidated revenues   Geographic zone   Currency
      France EMEA
    ex. France    		 Americas   Euro GBP Other
    Software & Services   87.1% 12.8% 0.1%   91.1% 6.8% 2.0%
    Flow   91.6% 8.4% 0.0%   94.3% 5.7% 0.0%
    Data & marketing   97.7% 2.3% 0.0%   98.3% 0.0% 1.7%
    BPO   100.0% 0.0% 0.0%   100.0% 0.0% 0.0%
    Cloud & Support   97.0% 3.0% 0.0%   97.0% 0.0% 3.0%
    Cegedim   92.1% 7.8% 0.1%   94.5% 4.0% 1.5%

    (1)   At constant scope and exchange rates.
    (2)   The positive currency impact of 0.1% was mainly due to the pound sterling. The negative scope effect of 1.1% was attributable to the deconsolidation of INPS as of December 10, 2024, which the consolidation of Visiodent starting March 1, 2024 only partly offset.
    (2)At constant scope and exchange rates.

    (3)At constant scope and exchange rates.

    Attachment

    The MIL Network –

  • MIL-OSI: ACNB Corporation Reports 2025 First Quarter Financial Results

    Source: GlobeNewswire (MIL-OSI)

    GETTYSBURG, Pa., April 24, 2025 (GLOBE NEWSWIRE) — ACNB   Corporation   (NASDAQ:   ACNB)   (“ACNB”   or   the “Corporation”), financial holding company for ACNB Bank and ACNB Insurance Services, Inc., announced a net loss of $272 thousand, or $0.03 diluted loss per share, for the three months ended March 31, 2025 compared to net income of $6.8 million, or $0.80 diluted earnings per share, for the three months ended March 31, 2024 and compared to net income of $6.6 million, or $0.77 diluted earnings per share, for the three months ended December 31, 2024.

    Financial results for the three months ended March 31, 2025 were impacted by two discrete items that were related to the acquisition of Traditions Bancorp, Inc. (“Traditions”): a provision for credit losses on non- purchase credit deteriorated (“PCD”) loans of $4.2 million, net of taxes, and merger-related expenses, net of taxes, totaling $6.2 million.

    2025 First Quarter Highlights

    • ACNB closed the acquisition of Traditions effective February 1, 2025 (“Acquisition”). This strategic acquisition will result in a premier community bank that is locally headquartered, managed, and focused.
    • Traditions contributed, after acquisition accounting adjustments, $877.7 million in assets, $648.5 million in loans and $741.5 million in deposits at the Acquisition date.
    • Fully taxable equivalent (“FTE”) net interest margin was 4.07% for the three months ended March 31, 2025 compared to 3.81% for the three months ended December 31, 2024 and 3.77% for the three months ended March 31, 2024. The accretion impact of acquisition accounting adjustments on loans and deposits from the Acquisition was $1.5 million for the three months ended March 31, 2025.
    • The allowance for credit losses was $24.6 million at March 31, 2025 compared to $17.3 million at December 31, 2024 and $20.2 million at March 31, 2024. The increases from both prior periods were driven primarily by an initial allowance for credit losses of $5.5 million for non-PCD loans and $1.5 million for accruing PCD loans at the Acquisition date.
    • Tangible common equity to tangible assets ratio1 of 9.33% at March 31, 2025 compared to 10.72% at December 31, 2024 and 9.61% at March 31, 2024. The net unrealized loss on the available for sale securities portfolio was $39.7 million at March 31, 2025 compared to a net unrealized loss of $47.7 million at December 31, 2024 and a net unrealized loss of $53.0 million at March 31, 2024.
    • As announced on Form 8-K on April 23, 2025, the Board of Directors approved and declared a regular quarterly cash dividend of $0.34 per share of ACNB Corporation common stock for the second quarter, reflecting a $0.02, or 6.3%, increase over the same quarter of 2024. ACNB repurchased 75,872 shares of ACNB common stock in open market transactions during the three months ended March 31, 2025.

    “At ACNB Corporation, we remain focused on executing our strategic plan to be the community bank of choice in the markets that we serve by building relationships and finding solutions for our customers. As a result, we are pleased to share our first quarter operating results. The quarter represents a solid start to a new year and exciting opportunities for our future,” said James P. Helt, ACNB Corporation President and Chief Executive Officer.

    “We are pleased and excited to welcome Traditions Bancorp, Inc. shareholders, employees and customers to the ACNB family as we successfully completed our acquisition in the first quarter. In addition, at the close of the acquisition, three former Traditions directors, Eugene J, Draganosky, Elizabeth F. Carson and John M. Polli joined the Boards of Directors of ACNB Corporation and ACNB Bank. We believe this combination brings together organizations that are unified by a shared vision to banking to create an even stronger community bank and substantially enhance our presence in York and Lancaster counties.”

    Mr. Helt continued, “We are cautiously optimistic for the remainder of 2025 in spite of the uncertain economic headwinds as a result of ongoing tariff turmoil. We are not only focused on the challenges, but also the exciting opportunities that lie ahead and are fully committed to the continued growth and profitability of ACNB Corporation and to enhancing long term shareholder value.”

    Acquisition Update

    During the first quarter of 2025, ACNB acquired Traditions, holding company for Traditions Bank, York, Pennsylvania. Traditions was merged with and into a wholly-owned subsidiary of ACNB Corporation immediately followed by the merger of Traditions Bank with and into ACNB Bank effective February 1, 2025. ACNB Bank is operating the former Traditions Bank offices as “Traditions Bank, A Division of ACNB Bank”. The acquisition method of accounting was used to account for the acquisition. ACNB recorded the assets and liabilities of Traditions at their respective fair values as of February 1, 2025. The transaction was valued at approximately $83.8 million and substantially expanded ACNB’s footprint in the York and Lancaster, Pennsylvania markets. Traditions contributed, after acquisition accounting adjustments, $877.7 million in assets, $648.5 million in loans and $741.5 million in deposits at the Acquisition date. The excess of the merger consideration over the fair value of Traditions assets acquired and liabilities assumed resulted in goodwill of $20.3 million.

    As of March 31, 2025, total acquisition accounting adjustments on loans were $24.5 million. The majority of the loan acquisition accounting adjustments are expected to accrete back through as income as loans pay off or mature. Total acquisition accounting adjustments on time deposits were $226 thousand as of March 31, 2025. The acquisition accounting adjustments on time deposits are expected to amortize as an expense over the life of the time deposits. The core deposit intangible was $18.3 million as of March 31, 2025.

    ________________________________________
    1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.

    The core deposit intangible is expected to amortize as an expense over an expected life of 10 years using sum of the year’s digits method. The acquisition accounting adjustments are subject to refinement for up to one year from the acquisition date as allowable by U.S. Generally Accepted Accounting Principles (“GAAP”).

    ACNB recorded an allowance for credit losses of $6.9 million at the Acquisition date, comprised of $5.5 million for non-PCD loans, which was recognized through the provision for credit losses, and $1.5 million for accruing PCD loans, which was recognized as an acquisition accounting adjustment to the amortized cost basis of the acquired loans.

    ACNB completed, following the Acquisition date, the sale of approximately $98.0 million of Traditions’ investments with a yield of 5.03%. With the proceeds from the sale, ACNB paid off $40.2 million of Federal Home Loan Bank (“FHLB”) borrowings with a cost of 4.73% and invested the remainder of the proceeds into investment securities with a yield of 5.07%.

    ACNB’s financial results for any periods ended prior to February 1, 2025 reflect ACNB on a standalone basis. As a result, ACNB’s financial results for the three months ended March 31, 2025 may not be directly comparable to prior reported periods.

    Net Interest Income and Margin

    Net interest income for the three months ended March 31, 2025 totaled $27.1 million, an increase of $6.5 million from the three months ended March 31, 2024 and an increase of $6.0 million from the three months ended December 31, 2024. The increases were driven primarily by the Acquisition. The FTE net interest margin for the three months ended March 31, 2025 was 4.07%, a 30 basis points increase from the three months ended March 31, 2024 and a 26 basis points increase from the three months ended December 31, 2024. The accretion impact of acquisition accounting adjustments on loans and deposits from the Acquisition was $1.5 million for the three months ended March 31, 2025. For the three months ended March 31, 2025, total average loans increased $499.3 million compared to three months ended March 31, 2024 and increased $461.3 million compared to the three months ended December 31, 2024. The yield on total loans was 6.08% for the three months ended March 31, 2025, an increase of 71 basis points compared to the three months ended March 31, 2024 and an increase of 47 basis points from the three months ended December 31, 2024. The increases in total average loans and yields on total loans were driven primarily by the Acquisition. For the three months ended March 31, 2025, total average interest-bearing deposits increased $421.8 million from the three months ended March 31, 2024 and increased $406.8 million from the three months ended December 31, 2024. The average rate paid on interest-bearing deposits was 1.38% for the three months ended March 31, 2025, an increase of 73 basis points from the three months ended March 31, 2024 and an increase of 42 basis points from the three months ended December 31, 2024. The increases in average interest-bearing deposits and average rate paid on interest-bearing deposits were driven primarily by the Acquisition. For the three months ended March 31, 2025, total average noninterest-bearing demand deposits increased $26.3 million from the three months ended March 31, 2024 and increased $48.0 million from the three months ended December 31, 2024. The increase in total average noninterest-bearing demand deposits was driven primarily by the Acquisition.

    Noninterest Income

    Noninterest income for the three months ended March 31, 2025 was $7.2 million, an increase of $1.5 million from the three months ended March 31, 2024 and an increase of $1.4 million from the three months ended December 31, 2024. Gain from mortgage loans held for sale for the three months ended March 31, 2025 was $855 thousand, an increase $807 thousand from the three months ended March 31, 2024 and increase of $748 thousand from the three months ended December 31, 2024. Earnings on investment in bank-owned life insurance for the three months ended March 31, 2025 was $580 thousand, an increase of $103 thousand from the three months ended March 31, 2024 and increase of $74 thousand from the three months ended December 31, 2024. The increases in gain from mortgage loans held for sale and earnings on investment in bank-owned life insurance for three months ended March 31, 2025 compared to the three months ended March 31, 2024 and three months ended December 31, 2024 were driven primarily by the Acquisition. Wealth management income was $1.1 million for the three months ended March 31, 2025, an increase of $98 thousand from three months ended March 31, 2024 and an increase of $53 thousand from the three months ended December 31, 2024. The increases in wealth management income were driven primarily by increased sales activity and market performance. Gain on life insurance proceeds was $254 thousand for the three months ended March 31, 2025 as a result of a death benefit paid on a life insurance policy.

    Noninterest Expense

    Noninterest expense for the three months ended March 31, 2025 increased $11.7 million from the three months ended March 31, 2024 and increased $10.9 million from the three months ended December 31, 2024. The increases were driven primarily by the Acquisition. Merger-related expense totaled $8.0 million for the three months ended March 31, 2025 compared to none for the three months ended March 31, 2024 and $885 thousand for the three months ended December 31, 2024. Salaries and employee benefits expense increased $1.7 million during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 and increased $2.5 million compared to three months ended December 31, 2024 driven primarily by higher base wages as a result of the Acquisition, higher restricted stock compensation and higher payroll taxes. Net occupancy increased $312 thousand for the three months ended March 31, 2025 compared to the three months ended March 31, 2024 and increased $346 thousand compared to three months ended December 31, 2024 driven primarily by the Acquisition and higher snow removal costs. Equipment expense increased $551 thousand for the three months ended March 31, 2025 compared to the three months ended March 31, 2024 driven primarily by the Acquisition. Equipment expense decreased $44 thousand for the three months ended March 31, 2025 compared to the three months ended December 31, 2024 as the prior quarter included incremental expenses of $355 thousand for the purchase of office equipment related to Acquisition. Intangible assets amortization increased $536 thousand during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 and increased $553 thousand compared to the three months ended December 31, 2024 driven by the Acquisition.

    Loans and Asset Quality

    Total loans outstanding were $2.32 billion at March 31, 2025, an increase of $639.3 million from December 31, 2024 and an increase of $657.2 million from March 31, 2024. The increases from both December 31, 2024 and March 31, 2024 were driven primarily by the Acquisition. The allowance for credit losses was $24.6 million at March 31, 2025, an increase of $7.4 million compared to December 31, 2024 and $4.5 million compared to March 31, 2024. The increase was driven primarily by an initial $5.5 million allowance for credit losses for non-PCD loans, which was recognized through the provision for credit losses, and a $1.5 million allowance for credit loss for accruing PCD loans, which was recognized as an acquisition accounting adjustment to the amortized cost basis of the acquired loans, at the Acquisition date. Reversal of $480 thousand was booked to unfunded commitments for the three months ended March 31, 2025 compared to a provision of $44 thousand and a reversal of $151 thousand for the three months ended December 31, 2024 and March 31, 2024, respectively.

    Non-performing loans were $10.0 million, or 0.43%, of total loans, net of unearned income, at March 31, 2025 compared to $6.8 million, or 0.40%, of total loans at December 31, 2024 and $3.9 million, or 0.24%, of total loans at March 31, 2024. The increase in non-performing loans at March 31, 2025 compared to March 31, 2024 was driven primarily by one long-standing commercial relationship in the healthcare industry, comprised of both owner-occupied commercial real estate and commercial and industrial loans, that moved into non-performing loan status during 2024 and by the Acquisition. The increase in non-performing loans at March 31, 2025 compared to the three months ended December 31, 2024 was driven primarily by the Acquisition. Annualized net charge-offs for the three months ended March 31, 2025 were 0.01% of total average loans compared to 0.04% for the three months ended December 31, 2024 and 0.00% for the three months ended March 31, 2024.

    Deposits and Borrowings

    Total deposits totaled $2.54 billion at March 31, 2025, an increase of $747.5 million from December 31, 2024 and an increase of $704.8 million from March 31, 2024. Included in total deposits at March 31, 2025 were $1.98 billion of interest-bearing deposits, which increased $636.3 million from December 31, 2024 and increased $641.7 million from March 31, 2024. Time deposits, included in interest-bearing deposits, increased $204.1 million and $219.8 million since December 31, 2024 and March 31, 2024, respectively. In January 2025, ACNB Bank issued $20.0 million in brokered time deposits to offset seasonal fluctuations in commercial deposits during the quarter, and ACNB assumed, as a result of the Acquisition, $15.0 million of brokered time deposits of which $5.0 million matured in February 2025. Total noninterest-bearing deposits were $562.7 million at March 31, 2025 compared to $451.5 million at December 31, 2024 and $499.6 million at March 31, 2024. The increases in total deposits, interest-bearing deposits, time deposits and noninterest-bearing deposits were driven primarily by the Acquisition.

    Total borrowings were $299.5 million at March 31, 2025, an increase of $28.4 million compared to December 31, 2024 and an increase of $26.9 million compared to March 31, 2024. The increases in total borrowings were driven primarily by general balance sheet management.

    Stockholders’ Equity

    Total stockholders’ equity was $386.9 million at March 31, 2025 compared to $303.3 million at December 31, 2024 and $279.9 million at March 31, 2024. The increase at March 31, 2025 compared to December 31, 2024 and March 31, 2025 was driven primarily by the equity issued in the Acquisition slightly offset by dividends paid of $3.4 million, common stock repurchased of $3.1 million and a $272 thousand net loss for the three months ended March 31, 2025. Tangible book value1 per share was $28.23, $29.51 and $26.70 at March 31, 2025, December 31, 2024 and March 31, 2024, respectively. ACNB repurchased 75,872 shares of ACNB common stock in open market transactions during the three months ended March 31, 2025. As of March 31, 2025, there were 111,795 shares remaining under the current previously disclosed plan.

    ________________________________________
    1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.

    About ACNB Corporation

    ACNB Corporation, headquartered in Gettysburg, PA, is the $3.27 billion financial holding company for the wholly-owned subsidiaries of ACNB Bank, Gettysburg, PA, and ACNB Insurance Services, Inc., Westminster, MD. Originally founded in 1857, ACNB Bank serves its marketplace with banking and wealth management services, including trust and retail brokerage, via a network of 33 community banking offices and one loan office located in the Pennsylvania counties of Adams, Cumberland, Franklin, Lancaster and York, and the Maryland counties of Baltimore, Carroll and Frederick. ACNB Insurance Services, Inc. is a full-service insurance agency with licenses in 46 states. The agency offers a broad range of property, casualty, health, life and disability insurance serving personal and commercial clients through office locations in Westminster, MD and Gettysburg, PA. For more information regarding ACNB Corporation and its subsidiaries, please visit investor.acnb.com.

    SAFE HARBOR AND FORWARD-LOOKING STATEMENTS – Should there be a material subsequent event prior to the filing of the Quarterly Report on Form 10-Q with the Securities and Exchange Commission, the financial information reported in this press release is subject to change to reflect the subsequent event. In addition to historical information, this press release may contain forward-looking statements. Examples of forward-looking statements include, but are not limited to, (a) projections or statements regarding future earnings, expenses, net interest income, other income, earnings or loss per share, asset mix and quality, growth prospects, capital structure, and other financial terms, (b) statements of plans and objectives of Management or the Board of Directors, and (c) statements of assumptions, such as economic conditions in the Corporation’s market areas. Such forward-looking statements can be identified by the use of forward-looking terminology such as “believes”, “expects”, “may”, “intends”, “will”, “should”, “anticipates”, or the negative of any of the foregoing or other variations thereon or comparable terminology, or by discussion of strategy. Forward-looking statements are subject to certain risks and uncertainties such as national, regional and local economic conditions, competitive factors, and regulatory limitations. Actual results may differ materially from those projected in the forward-looking statements. Such risks, uncertainties, and other factors that could cause actual results and experience to differ from those projected include, but are not limited to, the following: short-term and long-term effects of inflation and rising costs on the Corporation, customers and economy; banking instability caused by bank failures and financial uncertainty of various banks which may adversely impact the Corporation and its securities and loan values, deposit stability, capital adequacy, financial condition, operations, liquidity, and results of operations; effects of governmental and fiscal policies, as well as legislative and regulatory changes; effects of new laws and regulations (including laws and regulations concerning taxes, banking, securities and insurance) and their application with which the Corporation and its subsidiaries must comply; impacts of the capital and liquidity requirements of the Basel III standards; effects of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Financial Accounting Standards Board and other accounting standard setters; ineffectiveness of the business strategy due to changes in current or future market conditions; future actions or inactions of the United States government, including the effects of short-term and long-term federal budget and tax negotiations and a failure to increase the government debt limit or a prolonged shutdown of the federal government; effects of economic conditions particularly with regard to the negative impact of any pandemic, epidemic or health-related crisis and the responses thereto on the operations of the Corporation and current customers, specifically the effect of the economy on loan customers’ ability to repay loans; effects of competition, and of changes in laws and regulations on competition, including industry consolidation and development of competing financial products and services; inflation, securities market and monetary fluctuations; risks of changes in interest rates on the level and composition of deposits, loan demand, and the values of loan collateral, securities, and interest rate protection agreements, as well as interest rate risks; difficulties in acquisitions and integrating and operating acquired business operations, including information technology difficulties; challenges in establishing and maintaining operations in new markets; effects of technology changes; effects of general economic conditions and more specifically in the Corporation’s market areas; failure of assumptions underlying the establishment of reserves for credit losses and estimations of values of collateral and various financial assets and liabilities; acts of war or terrorism or geopolitical instability; disruption of credit and equity markets; ability to manage current levels of impaired assets; loss of certain key officers; ability to maintain the value and image of the Corporation’s brand and protect the Corporation’s intellectual property rights; continued relationships with major customers; and, potential impacts to the Corporation from continually evolving cybersecurity and other technological risks and attacks, including additional costs, reputational damage, regulatory penalties, and financial losses. Management considers subsequent events occurring after the balance sheet date for matters which may require adjustment to, or disclosure in, the consolidated financial statements. The review period for subsequent events extends up to and including the filing date of the Corporation’s consolidated financial statements when filed with the SEC. Accordingly, the financial information in this announcement is subject to change. We caution readers not to place undue reliance on these forward-looking statements. They only reflect Management’s analysis as of this date. The Corporation does not revise or update these forward-looking statements to reflect events or changed circumstances. Please carefully review the risk factors described in other documents the Corporation files from time to time with the SEC, including the Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Please also carefully review any Current Reports on Form 8-K filed by the Corporation with the SEC.

    ACNB #2025-10
    April 24, 2025

     
     
    ACNB Corporation Financial Highlights
    Selected Financial Data by Respective Quarter End
    (Unaudited)
     
    (Dollars in thousands, except per share data) March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024
    BALANCE SHEET DATA          
    Assets $         3,270,041     $         2,394,830     $         2,420,914     $         2,457,753     $         2,414,288    
    Investment securities   521,306       459,472       483,604       483,868       490,626    
    Total loans, net of unearned income   2,322,209       1,682,910       1,677,112       1,679,600       1,664,980    
    Allowance for credit losses   (24,646 )     (17,280 )     (17,214 )     (17,162 )     (20,172 )  
    Deposits   2,540,009       1,792,501       1,791,317       1,838,588       1,835,224    
    Allowance for unfunded commitments   1,883       1,394       1,349       1,310       1,569    
    Borrowings   299,531       271,159       293,091       304,286       272,605    
    Stockholders’ equity   386,883       303,273       306,755       289,331       279,920    
    INCOME STATEMENT DATA          
    Interest and dividend income $         36,290     $         27,381     $         27,241     $         26,869     $         25,974    
    Interest expense   9,200       6,269       6,299       5,905       5,381    
    Net interest income   27,090       21,112       20,942       20,964       20,593    
    Provision for (reversal of) credit losses   5,968       249       81       (2,990 )     223    
    (Reversal of) provision for unfunded commitments   (480 )     44       40       (259 )     (151 )  
    Net interest income after provisions for (reversal of) credit losses and unfunded commitments   21,602       20,819       20,821       24,213       20,521    
    Noninterest income   7,184       5,803       6,833       6,427       5,667    
    Noninterest expenses   29,335       18,388       18,244       16,391       17,662    
    (Loss) income before income taxes   (549 )     8,234       9,410       14,249       8,526    
    Income tax (benefit) expense   (277 )     1,639       2,206       2,970       1,758    
    Net (loss) income $         (272 )   $         6,595     $         7,204     $         11,279     $         6,768    
    PROFITABILITY RATIOS          
    Total loans, net of unearned income to deposits   91.43   %   93.89   %   93.62   %   91.35   %   90.72   %
    Return on average assets (annualized)   (0.04 )     1.08       1.17       1.86       1.12    
    Return on average equity (annualized)   (0.31 )     8.57       9.63       16.12       9.76    
    Efficiency ratio1   60.13       63.83       60.56       58.61       66.18    
    FTE Net interest margin   4.07       3.81       3.77       3.82       3.77    
    Yield on average earning assets   5.45       4.93       4.90       4.89       4.74    
    Yield on investment securities   2.91       2.58       2.59       2.65       2.70    
    Yield on total loans   6.08       5.61       5.56       5.53       5.37    
    Cost of funds   1.45       1.19       1.19       1.12       1.02    
    PER SHARE DATA          
    Diluted (loss) earnings per share $         (0.03 )   $         0.77     $         0.84     $         1.32     $         0.80    
    Cash dividends paid per share   0.32       0.32       0.32       0.32       0.30    
    Tangible book value per share1   28.23       29.51       29.90       27.82       26.70    
    CAPITAL RATIOS2
    Tier 1 leverage ratio   11.81   %   12.52   %   12.46   %   12.25   %   11.91   %
    Common equity tier 1 ratio   13.65       16.27       16.07       15.78       15.40    
    Tier 1 risk based capital ratio   13.86       16.56       16.36       16.07       15.69    
    Total risk based capital ratio   15.45       18.36       18.15       17.86       17.68    
    CREDIT QUALITY                                        
    Net charge-offs to average loans outstanding (annualized)   0.01   %   0.04   %   0.01   %   0.00   %   0.00   %
    Total non-performing loans to total loans, net of unearned income3   0.43       0.40       0.39       0.19       0.24    
    Total non-performing assets to total assets4   0.32       0.30       0.29       0.14       0.18    
    Allowance for credit losses to total loans, net of unearned income   1.06       1.03       1.03       1.02       1.21    

    ________________________________________
    1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.
    2 Regulatory capital ratios as of March 31, 2025 are preliminary.
    3 Non-performing Loans consists of loans on nonaccrual status and loans greater than 90 days past due and still accruing interest.
    4 Non-performing Assets consists of Non-performing Loans and Foreclosed assets held for resale.

     
    Consolidated Statements of Condition
    (Unaudited)
     
    (Dollars in thousands, except per share data) March 31, 2025 December 31, 2024 March 31, 2024
    ASSETS      
    Cash and due from banks $         23,422   $         16,352   $         17,395  
    Interest-bearing deposits with banks   100,141     30,910     35,740  
    Total Cash and Cash Equivalents   123,563     47,262     53,135  
    Equity securities with readily determinable fair values   933     919     918  
    Investment securities available for sale, at estimated fair value   455,819     393,975     425,114  
    Investment securities held to maturity, at amortized cost (fair value $56,219, $56,924 and $58,084)   64,554     64,578     64,594  
    Loans held for sale   21,413     426     88  
    Total loans, net of unearned income   2,322,209     1,682,910     1,664,980  
    Less: Allowance for credit losses   (24,646 )   (17,280 )   (20,172 )
    Loans, net   2,297,563     1,665,630     1,644,808  
    Premises and equipment, net   32,398     25,454     25,916  
    Right of use asset   5,440     2,663     2,447  
    Restricted investment in bank stocks   13,560     10,853     10,877  
    Investment in bank-owned life insurance   98,814     81,850     80,348  
    Investments in low-income housing partnerships   846     877     971  
    Goodwill   64,449     44,185     44,185  
    Intangible assets, net   25,835     7,838     8,761  
    Foreclosed assets held for resale   438     438     467  
    Other assets   64,416     47,882     51,659  
    Total Assets $         3,270,041   $         2,394,830   $         2,414,288  
           
    LIABILITIES AND STOCKHOLDERS’ EQUITY      
    Deposits:      
    Noninterest-bearing $         562,700   $         451,503   $         499,583  
    Interest-bearing   1,977,309     1,340,998     1,335,641  
    Total Deposits   2,540,009     1,792,501     1,835,224  
    Short-term borrowings   44,188     15,826     17,303  
    Long-term borrowings   255,343     255,333     255,302  
    Lease liability   5,790     2,764     2,447  
    Allowance for unfunded commitments   1,883     1,394     1,569  
    Other liabilities   35,945     23,739     22,523  
    Total Liabilities   2,883,158     2,091,557     2,134,368  
           
    Stockholders’ Equity:      
    Preferred Stock, $2.50 par value; 20,000,000 shares authorized; no shares outstanding at March 31, 2025, December 31, 2024 and March 31, 2024   —     —     —  
    Common stock, $2.50 par value; 20,000,000 shares authorized; 11,011,051, 8,945,293, and 8,928,441 shares issued; 10,543,671, 8,553,785, and 8,539,575 shares outstanding at March 31, 2025, December 31, 2024 and March 31, 2024, respectively   27,521     22,357     22,315  
    Treasury stock, at cost; 467,380, 391,508, and 388,866 at March 31, 2025, December 31, 2024, and March 31, 2024, respectively   (14,309 )   (11,203 )   (11,101 )
    Additional paid-in capital   178,011     99,163     97,818  
    Retained earnings   230,978     234,624     217,712  
    Accumulated other comprehensive loss   (35,318 )   (41,668 )   (46,824 )
    Total Stockholders’ Equity   386,883     303,273     279,920  
    Total Liabilities and Stockholders’ Equity $         3,270,041   $         2,394,830   $         2,414,288  
     
    Consolidated Income Statements
    (Unaudited)
     
       Three Months Ended March 31,
    (Dollars in thousands, except per share data)   2025     2024  
    INTEREST AND DIVIDEND INCOME    
    Loans, including fees    
    Taxable $         31,676   $         21,470  
    Tax-exempt   292     319  
    Investment securities:    
    Taxable   2,902     2,911  
    Tax-exempt   288     284  
    Dividends   340     240  
    Other   792     750  
    Total Interest and Dividend Income   36,290     25,974  
    INTEREST EXPENSE    
    Deposits   5,996     2,160  
    Short-term borrowings   294     339  
    Long-term borrowings   2,910     2,882  
    Total Interest Expense   9,200     5,381  
    Net Interest Income   27,090     20,593  
    Provision for credit losses   5,968     223  
    Reversal of provision for unfunded commitments   (480 )   (151 )
    Net Interest Income after Provisions for (Reversal of) Credit Losses and Unfunded Commitments   21,602     20,521  
    NONINTEREST INCOME    
    Insurance commissions   2,147     2,115  
    Service charges on deposits   1,094     991  
    Wealth management   1,060     962  
    Gain from mortgage loans held for sale   855     48  
    ATM debit card charges   831     819  
    Earnings on investment in bank-owned life insurance   580     477  
    Gain on life insurance proceeds   254     —  
    Net gains on sales or calls of investment securities   —     69  
    Net gains (losses) on equity securities   14     (10 )
    Other   349     196  
    Total Noninterest Income   7,184     5,667  
    NONINTEREST EXPENSES    
    Salaries and employee benefits   12,861     11,168  
    Equipment   2,280     1,729  
    Net occupancy   1,442     1,130  
    Professional services   577     616  
    Other tax   527     370  
    FDIC and regulatory   401     375  
    Intangible assets amortization   857     321  
    Merger-related   8,031     —  
    Other   2,359     1,953  
    Total Noninterest Expenses   29,335     17,662  
    (Loss) Income Before Income Taxes   (549 )   8,526  
    Income tax (benefit) expense   (277 )   1,758  
    Net (Loss) Income $         (272 ) $         6,768  
    PER SHARE DATA    
    Basic (loss) earnings $         (0.03 ) $         0.80  
    Diluted (loss) earnings $         (0.03 ) $         0.80  
    Weighted average shares basic   9,806,299     8,493,104  
    Weighted average shares diluted   9,823,475     8,511,648  
                                                                                   
    Average Balances, Income and Expenses, Yields and Rates
                                                                                   
      Three months ended
    March 31, 2025    		   Three months ended
    December 31, 2024    		   Three months ended
    September 30, 2024    		   Three months ended
    June 30, 2024    		   Three months ended
    March 31, 2024
    (Dollars in thousands)   Average
    Balance    		     Interest1 Yield/
    Rate    		       Average
    Balance    		     Interest1 Yield/
    Rate    		       Average
    Balance    		     Interest1 Yield/
    Rate    		       Average
    Balance    		     Interest1 Yield/
    Rate    		       Average
    Balance    		     Interest1 Yield/
    Rate    		  
    ASSETS                                                                              
    Loans:                                                                              
    Taxable $ 2,080,231   $ 31,676 6.18 %   $ 1,619,245   $ 23,294 5.72 %   $ 1,618,879   $ 23,108 5.68 %   $ 1,612,380   $ 22,675 5.66 %   $ 1,573,109   $ 21,470 5.49 %
    Tax-exempt   57,969     370 2.59       57,683     366 2.52       62,401     394 2.51       64,276     396 2.48       65,825     404 2.47  
    Total Loans2   2,138,200     32,046 6.08       1,676,928     23,660 5.61       1,681,280     23,502 5.56       1,676,656     23,071 5.53       1,638,934     21,874 5.37  
    Investment Securities:                              
    Taxable   447,986     3,242 2.93       431,338     2,786 2.57       441,135     2,868 2.59       442,390     2,913 2.65       467,466     3,151 2.71  
    Tax-exempt   54,659     365 2.71       54,453     359 2.62       54,549     359 2.62       54,644     359 2.64       54,740     359 2.64  
    Total Investments3   502,645     3,607 2.91       485,791     3,145 2.58       495,684     3,227 2.59       497,034     3,272 2.65       522,206     3,510 2.70  
    Interest-bearing deposits with banks   73,181     792 4.39       60,104     728 4.82       48,794     670 5.46       50,851     684 5.41       54,156     750 5.57  
    Total Earning Assets   2,714,026     36,445 5.45       2,222,823     27,533 4.93       2,225,758     27,399 4.90       2,224,541     27,027 4.89       2,215,296     26,134 4.74  
    Cash and due from banks   20,603         20,413         21,684         21,041         20,540      
    Premises and equipment   29,903         25,679         25,716         25,903         26,102      
    Other assets   224,522         181,180         184,105         187,937         187,075      
    Allowance for credit losses   (19,939 )       (17,153 )       (17,147 )       (20,124 )       (19,963 )    
    Total Assets $ 2,969,115       $ 2,432,942       $ 2,440,116       $ 2,439,298       $ 2,429,050      
    LIABILITIES                                        
    Interest-bearing demand deposits $ 573,341     $         524   0.37 %   $ 519,833     $         511   0.39 %   $ 518,368     $         552   0.42 %   $ 513,163     $         275   0.22 %   $ 512,701     $         264   0.21 %
    Money markets   447,297       1,984   1.80       251,781       747   1.18       246,653       692   1.12       248,191       613   0.99       248,297       536   0.87  
    Savings deposits   331,103       27   0.03       315,512       34   0.04       318,291       26   0.03       327,274       30   0.04       335,215       29   0.03  
    Time deposits   410,749       3,461   3.42       268,559       1,987   2.94       258,053       1,842   2.84       263,045       1,725   2.64       244,481       1,331   2.19  
    Total Interest-Bearing Deposits   1,762,490       5,996   1.38       1,355,685       3,279   0.96       1,341,365       3,112   0.92       1,351,673       2,643   0.79       1,340,694       2,160   0.65  
    Short-term borrowings   38,721       294   3.08       23,087       12   0.21       38,666       204   2.10       37,256       304   3.28       47,084       339   2.90  
    Long-term borrowings   257,558       2,910   4.58       255,326       2,978   4.64       255,316       2,983   4.65       255,305       2,958   4.66       248,701       2,882   4.66  
    Total Borrowings   296,279       3,204   4.39       278,413       2,990   4.27       293,982       3,187   4.31       292,561       3,262   4.48       295,785       3,221   4.38  
    Total Interest-Bearing Liabilities   2,058,769       9,200   1.81       1,634,098       6,269   1.53       1,635,347       6,299   1.53       1,644,234       5,905   1.44       1,636,479       5,381   1.32  
    Noninterest-bearing demand deposits   512,966           464,949           477,350           485,351           486,648        
    Other liabilities   36,934           27,887           29,946           28,348           26,904        
    Stockholders’ Equity   360,446           306,008           297,473           281,365           279,019        
    Total Liabilities and Stockholders’ Equity $ 2,969,115         $ 2,432,942         $ 2,440,116         $ 2,439,298         $ 2,429,050        
    Taxable Equivalent Net Interest Income       27,245           21,264           21,100           21,122           20,753    
    Taxable Equivalent Adjustment       (155 )         (152 )         (158 )         (158 )         (160 )  
    Net Interest Income     $ 27,090         $ 21,112         $ 20,942         $ 20,964         $ 20,593    
    Cost of Funds       1.45 %         1.19 %         1.19 %         1.12 %         1.02 %
    FTE Net Interest Margin       4.07 %         3.81 %         3.77 %         3.82 %         3.77 %

    ________________________________________
    1 Income on interest-earning assets has been computed on a fully taxable equivalent (FTE) basis using the 21% federal income tax statutory rate.
    2 Average balances include non-accrual loans and are net of unearned income.
    3 Average balances of investment securities is computed at fair value.


    Non-GAAP     Reconciliation

    Note: The Corporation has presented the following non-GAAP financial measures because it believes that these measures provide useful and comparative information to assess trends in the Corporation’s results of operations and financial condition. These non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Corporation’s industry. Investors should recognize that the Corporation’s presentation of these non- GAAP financial measures might not be comparable to similarly-titled measures of other corporations. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures, and the Corporation strongly encourages a review of its condensed consolidated financial statements in their entirety.

      Three Months Ended
    (Dollars in thousands, except per share data) March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024
    Tangible book value per share          
    Stockholders’ equity $         386,883     $         303,273     $         306,755     $         289,331     $         279,920    
    Less: Goodwill and intangible assets   (90,284 )     (52,023 )     (52,327 )     (52,631 )     (52,946 )  
    Tangible common stockholders’ equity (numerator) $         296,599     $         251,250     $         254,428     $         236,700     $         226,974    
    Shares outstanding, less unvested shares, end of period (denominator)   10,506,822       8,515,347       8,510,187       8,507,191       8,501,137    
    Tangible book value per share $         28.23     $         29.51     $         29.90     $         27.82     $         26.70    
    Tangible common equity to tangible assets (TCE/TA Ratio)          
    Tangible common stockholders’ equity (numerator) $         296,599     $         251,250     $         254,428     $         236,700     $         226,974    
    Total assets $         3,270,041     $         2,394,830     $         2,420,914     $         2,457,753     $         2,414,288    
    Less: Goodwill and intangible assets   (90,284 )     (52,023 )     (52,327 )     (52,631 )     (52,946 )  
    Total tangible assets (denominator) $         3,179,757     $         2,342,807     $         2,368,587     $         2,405,122     $         2,361,342    
    Tangible common equity to tangible assets   9.33   %   10.72   %   10.74   %   9.84   %   9.61   %
    Efficiency Ratio          
    Noninterest expense $         29,335     $         18,388     $         18,244     $         16,391     $         17,662    
    Less: Intangible amortization   857       304       304       315       321    
    Less: Merger-related expense   8,031       885       1,137       23       —    
    Noninterest expense (numerator) $         20,447     $         17,199     $         16,803     $         16,053     $         17,341    
    Net interest income $         27,090     $         21,112     $         20,942     $         20,964     $         20,593    
    Plus: Total noninterest income   7,184       5,803       6,833       6,427       5,667    
    Less: Gain on life insurance proceeds   254       —       —       —       —    
    Less: Net gains on sales or calls of securities   —       —       —       —       69    
    Less: Net gains (losses) on equity securities   14       (28 )     28       1       (10 )  
    Total revenue (denominator) $         34,006     $         26,943     $         27,747     $         27,390     $         26,201    
    Efficiency ratio   60.13   %   63.83   %   60.56   %   58.61   %   66.18   %
    Contact: Jason H. Weber
      EVP/Treasurer & Chief Financial Officer
      717.339.5090
      jweber@acnb.com
       

    The MIL Network –

  • MIL-OSI Security: Two Men Accused of Involvement in Impostor Scam Targeting Missouri Residents

    Source: Office of United States Attorneys

    ST. LOUIS – Two men from Wisconsin have been accused of acting as couriers for an impostor scam that targeted a Missouri resident.

    Srinivas Putta, 42, and Ankurkumar Patel, 43, were indicted in U.S. District Court in St. Louis on February 26 on one count of conspiracy to commit wire fraud and two counts of wire fraud. Putta was arrested in Wisconsin on April 14. He appeared in court Wednesday and pleaded not guilty to the charges. Patel was arrested March 27 and has also pleaded not guilty.

    The indictment accuses the men of involvement in a conspiracy that defrauded victims by pretending to contact them on behalf of financial institutions, law enforcement organizations and government agencies such as the Internal Revenue Service, the Department of Treasury and the Federal Trade Commission. One victim was told that his identity had been stolen and that he would be deported if he didn’t act, the indictment says. The indictment also alleges that the victim had been told that his money had been converted to “black money” through identity theft and that he needed to give cards or prepaid debit cards to couriers to transfer the money into an uncontaminated account that the government set up. On Sept. 25, 2023, Putta and Patel tried to collect $144,000 from the victim, who had been told to meet them in a Target parking lot in Missouri, the indictment says. The indictment also alleges that other couriers collected $125,000 from that victim.

    Charges set forth in an indictment are merely accusations and do not constitute proof of guilt.  Every defendant is presumed to be innocent unless and until proven guilty.

    The conspiracy and wire fraud charges each are punishable by up to 20 years in prison, a $250,000 fine or both prison and a fine.

    U.S. Immigration and Customs Enforcement’s Homeland Security Investigations and the O’Fallon (Missouri) Police Department are investigating the case. Assistant U.S. Attorney Tracy Berry is prosecuting the case.

    MIL Security OSI –

  • MIL-OSI Security: Couple Sentenced to Federal Prison for SNAP Fraud, Drugs and Illegal Firearms Possession

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

    Hagåtña, Guam – SHAWN N. ANDERSON, United States Attorney for the Districts of Guam and the Northern Mariana Islands, announced that the following defendants pled guilty and were sentenced in the District Court of Guam on April 23, 2025:

    Antonio J. Toves, age 48, from Chalan Pago, Guam was sentenced to 12 months and one day for Conspiracy to Commit Wire Fraud and Unauthorized Use, Transfer, Acquisition, Alteration, or Possession of Supplemental Nutrition Assistance Program (SNAP) Benefits, in violation of 18 U.S.C. § 1343 and 7 U.S.C. § 2024.  He was also sentenced to serve 36 months imprisonment for Possession of Methamphetamine Hydrochloride with Intent to Distribute, in violation of 21 U.S.C. § 841(a)(l), and Possession of a Firearm in Furtherance of a Drug Trafficking Crime, in violation of 18 U.S.C. § 924(c)(1)(A).  The terms of imprisonment were also ordered to run consecutive.  The Court also ordered four years of supervised release, $40,869 in restitution, and $400 in mandatory special assessment fees.  Toves also forfeited several firearms and a Lexus vehicle.  Defendants convicted of SNAP fraud are barred from further participation in the program.

    Christina J. Toves, age 47, from Chalan Pago, Guam was sentenced to 12 months and one day for Conspiracy to Commit Wire Fraud, in violation of 18 U.S.C. §§ 1343 and 1349; Unauthorized Use, Transfer, Acquisition, Alteration, or Possession of Supplemental Nutrition Assistance Program (“SNAP”) Benefits, in violation of 7 U.S.C. § 2024(b)(1); and Illegal Possession of Firearms and Ammunition in violation of 18 U.S.C. § 922(g).  The Court also ordered three years of supervised release, $40,869 in restitution, and $300 in mandatory special assessment fees.  Toves was also ordered to forfeit several firearms, ammunition, and a Lexus vehicle.

    From September 2015 to September 2020, Antonio and Christina Toves defrauded the Guam Department of Public Health and Social Services (DPHSS) to obtain SNAP benefits to which they were not entitled. The couple made false statements about their household size and income.  They also failed to disclose to DPHSS that Christina Toves was employed as a social worker with the Guam Department of Corrections – information on which DPHSS relies in making benefits determinations. As a result of this deceit, they received $40,846.00 in fraudulently obtained SNAP benefits.

    Following his arrest, Antonio Toves was found in possession of over five grams of methamphetamine hydrochloride, two pistols, an AR-15 rifle, and over 800 rounds of ammunition.  Christina Toves was found in possession of a concealed handgun.

    “Citizens with low income rely on SNAP benefits to meet their nutritional needs,” stated United States Attorney Anderson.  “Unfortunately, some people seek to obtain these benefits through fraud and other abuse of the program.  Taxpayers deserve justice for this criminal conduct.  We will continue to pursue these prosecutions to ensure that federal funds are appropriately used.  As this case demonstrates, those who engage in this type of fraud, in addition to drug trafficking, risk significant federal penalties.”

    “Fraud, drugs and firearms are a dangerous mixture for failure,” said ATF Seattle Special Agent in Charge Jonathan Blais. “The Tove’s actions not only cost them prison time and restitution, but also cost the taxpayers of Guam because of their fraudulent claim and receipt of SNAP benefits.  This sentence is well deserved and should serve as a warning against anyone that illegal actions will be investigated and prosecuted.”

    This investigation was conducted by the Drug Enforcement Administration, the Bureau of Alcohol, Tobacco, Firearms and Explosives, and the Guam DPHSS Investigation & Recovery Office.

    Assistant U.S. Attorney Benjamin K. Petersburg prosecuted these cases in the District of Guam.

    MIL Security OSI –

  • MIL-OSI: Best Instant Withdrawal and Fast Payout Casinos: JACKBIT Wins Best Choice

    Source: GlobeNewswire (MIL-OSI)

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    Frequently Asked Questions

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    The MIL Network –

  • MIL-OSI: North Dallas Bank & Trust Co. Announces First Quarter Earnings

    Source: GlobeNewswire (MIL-OSI)

    DALLAS, April 24, 2025 (GLOBE NEWSWIRE) — NDBT (North Dallas Bank & Trust Co.), an independent community bank established in 1961, today announced net earnings for three months of $1,307,716 or $0.51 per share, for the period ending March 31, 2025.

    Earnings were prepared internally without review by the company’s independent accountants. Financial results are the results of past performance, events and market conditions, and are not a guarantee for future results. Any forward-looking implications derived from this information may differ materially from actual results.

    Further information about the earning and financial performance is available from Glenn Henry, Chief Financial Officer, by contacting NDBT.

    ABOUT NDBT
    Founded in 1961, NDBT (North Dallas Bank & Trust Co.) is an independent community bank with five banking centers located in Dallas, Addison, Frisco, Las Colinas, and Plano. Headquartered on the corner of Preston Road and LBJ at 12900 Preston Road in Dallas, NDBT is dedicated to helping people make smarter choices in business and life by offering authentic banking solutions, wealth management, and innovative online banking tools. NDBT is Member FDIC and an Equal Housing Lender. For more information, call 972.716.7100, or visit online at www.ndbt.com.

     
    NORTH DALLAS BANK & TRUST CO.
    12900 PRESTON ROAD
    DALLAS, TEXAS
                       
    FINANCIAL HIGHLIGHTS       Three Months Ended      
            March 31      
    Income Statement       2025   2024      
                       
    Interest Income       19,978,180     18,722,387        
    Interest Expense       10,515,928     10,455,963        
    Net Interest Income       9,462,252     8,266,424        
                       
    Provision for Credit Losses       0     (440,000 )      
    Noninterest Income       1,531,050     1,428,713        
    Noninterest Expenses       (9,466,604 )   (8,453,319 )      
    Income Before Taxes & Extraordinary   1,526,698     801,818        
                       
    Income Tax       (218,982 )   (87,133 )      
    Net Income       1,307,716     714,685        
                       
    Earnings per Share       0.51     0.28        
                       
                Three Month Average
       As of March 31     Ended March 31
                       
    Balance Sheet 2025     2024   2025   2024  
                       
    Total Assets 1,877,362,025     1,832,966,265     1,880,610,912     1,807,631,873  
    Total Loans 1,243,202,542     1,199,991,678     1,250,054,847     1,196,779,701  
    Deposits 1,594,703,504     1,517,726,655     1,599,360,667     1,498,970,001  
    Stockholders’ Equity 173,736,749     164,835,517     172,762,422     164,583,709  
                       
    (Prepared internally without review by
    our independent accountants)

    Media Contact:
    Brian C. Jensen
    972-716-7124
    brian.jensen@ndbt.com

    The MIL Network –

  • MIL-OSI USA: U.S. Chamber, Quad Cities Chamber Host Miller-Meeks for Roundtable on Tax Reform

    Source: United States House of Representatives – Representative Mariannette Miller-Meeks’ (IA-02)

    DAVENPORT – Today, the U.S. Chamber of Commerce and the Quad Cities Chamber of Commerce hosted Congresswoman Mariannette Miller-Meeks (R-IA) for a roundtable discussion in Davenport, Iowa with local business leaders on the need to extend pro-growth business tax provisions before portions of President Trump’s 2017 Tax Cuts and Jobs Act (TCJA) expire at the end of the year. Doing so will create new opportunities for American workers and businesses to thrive.

    Absent Congressional action, the country will see the largest automatic tax increase in American history. Miller-Meeks is on the frontlines, working to ensure that the constituents of the 1st District of Iowa will not face this massive tax increase at the end of 2025.

    “I was delighted to be with local business owners as we advocate together for an extension of the Tax Cuts and Jobs Act,” said Miller-Meeks. “Starting in 2026, failure to extend these tax cuts would be a devastating 25% average tax hike on Iowa families, farmers, and small businesses, the backbone of our economy and community. Thank you to the U.S. Chamber of Commerce for being an advocate for our small businesses. Together, we will continue to champion policies that foster growth, and help southeast Iowa thrive!”

    “With congress passing budget language earlier this month, the hard work of developing a tax package that avoids a historic tax hike on small business is underway”, said Peter Tokar III, President and CEO of the Quad Cities Chamber of Commerce. “We are proud to work with Congresswoman Miller-Meeks and are thankful for her support of common-sense pro-growth, pro-business tax policy that ensures small businesses can do what they do best, run their business and invest in their employees.” 

    The U.S. Chamber’s tax roundtables and business tour are the latest effort in its Growing America’s Future campaign, an education and advocacy blitz in support of maintaining a pro-growth tax code to foster a robust U.S. economy that benefits all Americans. These events will continue over the coming months in communities across the country.

    ###

    MIL OSI USA News –

  • MIL-OSI: Truxton Corporation Reports First Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    NASHVILLE, Tenn., April 24, 2025 (GLOBE NEWSWIRE) — Truxton Corporation, the parent company for Truxton Trust Company (“Truxton” or “the Bank”) and subsidiaries, announced its operating results for the quarter ended March 31, 2025. First quarter net income attributable to common shareholders was $5.1 million, or $1.75 per diluted share, compared to $4.3 million, or $1.48 per diluted share, for the same quarter in 2024. Net income and fully diluted earnings per share for the quarter rose by 17% and 18%, respectively, compared to the first quarter of 2024.

    “We are pleased to start 2025 with another quarter of financial growth lead by our core businesses,” said Chairman and CEO Tom Stumb. “Net Interest Income increased by 18% compared to the first quarter of 2024 while non-interest income increased by 23%. We achieved another quarterly earnings high-water mark while continuing to invest in technology and human capital to better serve our clients.”

    Key Highlights

    • Non-interest income totaled $6.4 million in the first quarter of 2025, which was $657 thousand higher than the fourth quarter of 2024 and $1.2 million over the first quarter of 2024. Wealth revenue in the first quarter of 2025 was $5.3 million, up 2% from the fourth quarter of 2024 and 8% from the first quarter of 2024. Other non-interest income was elevated due to capital advisory fee revenue associated with a successful sell-side engagement.
    • Loans increased by 5% to $702 million at quarter end compared to $670 million on December 31, 2024, and were up 6% compared to $660 million on March 31, 2024.
    • Total deposits increased by 19% from $866 million at December 31, 2024, to $1.03 billion at March 31, 2025, and were 21% higher in comparison to $850 million at March 31, 2024. Truxton continues to fund its growth from a single banking location led by its commitment to provide what it believes is superior deposit operations service and technology.
    • Net interest margin for the first quarter of 2025 was 2.90%, an increase of 11 basis points from the 2.79% experienced in the quarter ended December 31, 2024, and an increase of 28 basis points from the 2.62% in the quarter ended March 31, 2024. Cost of funds was 2.91% in the first quarter of 2025, down from 3.08% for the quarter ended December 31, 2024, and down from 3.33% for the quarter ended March 31, 2024.
    • Allowance for credit losses, excluding that for unfunded commitments, was $6.7 million at quarter end March 31, 2025, compared to $6.4 million at December 31, 2024, and $6.3 million at March 31, 2024. For each of those three periods, such allowance amounts were 0.96% of gross loans outstanding at period end. For the same three periods, the Bank’s allowance for unfunded commitments was $589 thousand, $483 thousand, and $374 thousand, respectively.
    • The Bank’s capital position remains strong. Its Tier 1 leverage ratio was 10.46% at March 31, 2025, compared to 10.63% at December 31, 2024, and 10.53% at March 31, 2024. Book value per common share was $34.46, $34.42, and $30.62 at March 31, 2025, December 31, 2024, and March 31, 2024, respectively.
    • During the three months ended March 31, 2025, Truxton Corporation paid dividends of $1.50 per common share, inclusive of a $1.00 special cash dividend, and repurchased 5,000 shares of its common stock for $400 thousand in aggregate, or an average price of $80.00 per share.

    About Truxton
    Truxton is a premier provider of wealth, banking, and family office services for wealthy individuals, their families, and their business interests. Serving clients across the world, Truxton’s vastly experienced team of professionals provides customized solutions to its clients’ complex financial needs. Founded in 2004 in Nashville, Tennessee, Truxton upholds its original guiding principle: do the right thing. Truxton Trust Company is a subsidiary of financial holding company, Truxton Corporation (OTCPK: TRUX). For more information, visit truxtontrust.com.

    Investor Relations
    Austin Branstetter 
    615-250-0783  
    austin.branstetter@truxtontrust.com    		 Media Relations
    Swan Burrus
    615-250-0773
    swan.burrus@truxtontrust.com
    Truxton Corporation
    Consolidated Balance Sheets
    (000’s)
    (Unaudited)
           
      March 31,
    2025*    		 December 31,
    2024    		 March 31,
    2024*
    ASSETS      
    Cash and due from financial institutions $ 10,704   $ 4,225   $ 4,909  
    Interest bearing deposits in other financial institutions   24,887     25,698     34,361  
    Federal funds sold   10,231     4,054     6,733  
    Cash and cash equivalents   45,822     33,977     46,003  
           
    Time deposits in other financial institutions   –     245     490  
    Securities available for sale   414,190     258,322     256,517  
           
    Gross loans, excluding Paycheck Protection Program   701,660     669,962     659,622  
    Allowance for credit losses**   (6,708 )   (6,433 )   (6,324 )
    Paycheck Protection Program Loans   –     20     48  
    Net loans   694,952     663,549     653,346  
           
    Bank owned life insurance   16,863     16,722     10,865  
    Restricted equity securities   3,718     2,272     1,822  
    Premises and equipment, net   3,176     3,293     2,089  
    Accrued interest receivable   4,989     4,567     4,522  
    Deferred tax asset, net   5,297     5,257     5,576  
    Other assets   14,440     15,577     16,484  
           
    Total assets $ 1,203,447   $ 1,003,781   $ 997,714  
           
           
    LIABILITIES AND SHAREHOLDERS’ EQUITY      
    Deposits      
    Non-interest bearing $ 127,851   $ 126,016   $ 126,838  
    Interest bearing $ 900,489   $ 740,406   $ 723,645  
    Total deposits   1,028,340     866,422     850,483  
           
    Federal funds purchased   –     –     –  
    Swap counterparty cash collateral   2,790     4,230     5,570  
    Federal Home Loan Bank advances   45,000     8,250     3,250  
    Federal Reserve Bank borrowings   2,400     –     22,700  
    Subordinated debt   14,439     14,426     14,514  
    Other liabilities   11,154     11,747     11,706  
    Total liabilities   1,104,123     905,075     908,223  
           
    SHAREHOLDERS’ EQUITY      
    Common stock, $0.10 par value $ 284   $ 286   $ 290  
    Additional paid-in capital   28,957     28,945     31,881  
    Retained earnings   75,396     61,316     65,035  
    Accumulated other comprehensive income (loss)   (10,365 )   (10,252 )   (12,055 )
    Net Income $ 5,052   $ 18,411   $ 4,340  
    Total shareholders’ equity   99,324     98,706     89,491  
           
    Total liabilities and shareholders’ equity $ 1,203,447   $ 1,003,781   $ 997,714  
           
    *The information is preliminary, unaudited and based on company data available at the time of presentation. **Truxton adopted the Current Expected Credit Loss methodology as of January 1, 2023. The total excludes reserve for credit losses on unfunded commitments recorded in Other liabilities.
    Truxton Corporation
    Consolidated Statements of Net Income
    (000’s)
    (Unaudited)
               
      Three Months Ended
      March 31,
    2025*    		   December 31,
    2024*    		   March 31,
    2024*
    Non-interest income          
    Wealth management services $ 5,338   $ 5,242     $ 4,907  
    Capital advisory fees   555     70       40  
    Service charges on deposit accounts   45     85       91  
    Securities gains (losses), net   0     (122 )     0  
    Bank owned life insurance income   142     124       58  
    Other   297     321       68  
    Total non-interest income   6,377     5,720       5,164  
               
    Interest income          
    Loans, including fees $ 10,378   $ 10,354     $ 10,357  
    Taxable securities   3,371     3,039       2,599  
    Tax-exempt securities   182     217       188  
    Interest bearing deposits   331     348       231  
    Federal funds sold   34     75       41  
    Total interest income   14,296     14,033       13,414  
               
    Interest expense          
    Deposits   6,599     6,798       6,450  
    Short-term borrowings   60     90       618  
    Long-term borrowings   199     85       15  
    Subordinated debentures   188     188       188  
    Total interest expense   7,046     7,161       7,270  
               
    Net interest income   7,250     6,872       6,144  
               
    Provision for credit losses   390     145       (6 )
               
    Net interest income after provision for loan losses   6,860     6,727       6,150  
               
    Total revenue, net   13,237     12,447       11,314  
               
    Non interest expense          
    Salaries and employee benefits   5,127     4,635       4,076  
    Occupancy   351     326       453  
    Furniture and equipment   109     107       4  
    Data processing   407     282       418  
    Wealth management processing fees   215     195       214  
    Advertising and public relations   53     96       34  
    Professional services   222     247       209  
    FDIC insurance assessments   108     33       190  
    Other   391     291       278  
    Total non interest expense   6,983     6,212       5,877  
        0        
    Income before income taxes   6,254     6,235       5,438  
               
    Income tax expense   1,202     1,242       1,104  
               
    Net income $ 5,052   $ 4,993     $ 4,334  
               
    Earnings per share:          
    Basic $ 1.75   $ 1.74     $ 1.49  
    Diluted $ 1.75   $ 1.74     $ 1.48  
     
    *The information is preliminary, unaudited and based on company data available at the time of presentation. Totals may not foot due to rounding.
    Truxton Corporation
    Selected Quarterly Financial data
    At Or For The Three Months Ended
    (000’s)
    (Unaudited)
           
      March 31,
    2024*    		 December 31,
    2024*    		 March 31,
    2024*
           
    Per Common Share Data      
    Net income attributable to shareholders, per share      
    Basic $1.75 $1.74 $1.49
    Diluted $1.75 $1.74 $1.48
    Book value per common share $34.46 $34.42 $30.62
    Tangible book value per common share $34.46 $34.42 $30.62
    Basic weighted average common shares 2,793,834 2,787,805 2,831,217
    Diluted weighted average common shares 2,797,388 2,792,363 2,838,003
    Common shares outstanding at period end 2,882,241 2,867,850 2,922,761
           
           
    Selected Balance Sheet Data      
    Tangible common equity (TCE) ratio 8.25% 9.83% 8.97%
    Average Loans $691,360 $667,957 $656,790
    Average earning assets (1) $1,047,778 $998,861 $958,138
    Average total assets $1,085,506 $1,025,415 $970,228
    Average shareholders’ equity $99,923 $97,026 $89,441
           
           
    Selected Asset Quality Measures      
    Nonaccrual loans $0 $0 $0
    90+ days past due still accruing $0 $11 $0
    Total nonperforming loans $0 $11 $0
    Total nonperforming assets $0 $11 $0
    Net charge offs (recoveries) $8 $4 $11
    Nonperforming loans to assets 0.00% 0.00% 0.00%
    Nonperforming assets to total assets 0.00% 0.00% 0.00%
    Nonperforming assets to total loans and other real estate 0.00% 0.00% 0.00%
    Allowance for credit losses to total loans** 0.96% 0.96% 0.96%
    Net charge offs to average loans 0.00% 0.00% 0.00%
           
           
    Capital Ratios (Bank Subsidiary Only)      
    Tier 1 leverage 10.46% 10.63% 10.53%
    Common equity tier 1 13.82% 15.19% 14.58%
    Total risk-based capital 14.73% 16.15% 15.53%
           
    Selected Performance Ratios      
    Efficiency ratio 51.2% 48.5% 51.5%
    Return on average assets (ROA) 1.89% 1.94% 1.80%
    Return on average shareholders’ equity (ROE) 20.50% 20.47% 19.52%
    Return on average tangible common equity (ROTCE) 20.50% 20.47% 19.52%
    Net interest margin 2.90% 2.79% 2.62%
           
    *The information is preliminary, unaudited and based on company data available at the time of presentation.
    (1) Average earning assets is the daily average of earning assets. Earning assets consists of loans, mortgage loans held for sale, federal funds sold, deposits with banks, and investment securities.
    Truxton Corporation  
    Yield Tables  
    For The Periods Indicated  
    (000’s)  
    (Unaudited)  
                             
    The following table sets forth the amount of our average balances, interest income or interest expense for each category of interest earning assets and interest bearing liabilities and the average interest rate for interest earning assets and interest bearing liabilities, net interest spread and net interest margin for the periods indicated below:  
      Three Months Ended   Three Months Ended   Three Months Ended  
      March 31, 2024*   December 31, 2024*   March 31, 2024*  
                             
      Average Balances Rates/ Yields (%) Interest Income/ Expense   Average Balances Rates/ Yields (%) Interest Income/ Expense   Average Balances Rates/ Yields (%) Interest Income/ Expense  
                             
    Earning Assets                        
    Loans $691,360   6.04 $10,300   $667,957   6.08 $10,215   $656,790   6.28 $10,261  
    Loan fees $0   0.16 $271   $0   0.09 $146   $0   0.06 $95  
    Loans with fees $691,360   6.2 $10,571     667,957   6.17 $10,361   $656,790   6.34 $10,356  
    Mortgage loans held for sale $0   0.00 $0   $0   0.00 $0   $0   0.00 $0  
    Federal funds sold $3,308   4.15 $34   $6,232   4.71 $75   $3,255   4.93 $41  
    Deposits with banks $29,756   4.51 $331   $28,570   4.85 $348   $19,536   4.75 $231  
    Investment securities – taxable $291,104   4.63 $3,371   $260,605   4.66 $3,039   $245,516   4.23 $2,599  
    Investment securities – tax-exempt $32,250   3.37 $182   $35,497   3.65 $217   $33,041   3.4 $188  
    Total Earning Assets $1,047,778   5.62 $14,489   $998,861   5.64 $14,040   $958,138   5.66 $13,415  
    Non interest earning assets                        
    Allowance for loan losses   (6,618)           (6,359)           (6,309)        
    Cash and due from banks $17,307         $5,985         $5,270        
    Premises and equipment $3,249         $3,305         $1,260        
    Accrued interest receivable $3,608         $3,721         $3,478        
    Other real estate $0         $0         $0        
    Other assets $37,447         $36,453         $30,494        
    Unrealized gain (loss) on inv. securities   (17,265)           (16,551)           (22,103)        
    Total Assets $1,085,506         $1,025,415         $970,228        
    Interest bearing liabilities                        
    Interest bearing demand $326,793   3.04 $2,448   $329,625   3.26 $2,703   $330,343   3.53 $2,898  
    Savings and money market $229,304   2.63 $1,486   $200,257   2.83 $1,427   $162,640   3.4 $1,375  
    Time deposits – retail $12,965   3.61 $115   $13,170   3.39 $112   $15,557   3.43 $133  
    Time deposits – wholesale $241,662   4.28 $2,550   $228,144   4.46 $2,556   $173,570   4.74 $2,044  
    Total interest bearing deposits $810,724   3.3 $6,599   $771,196   3.51 $6,798   $682,110   3.8 $6,450  
    Federal Home Loan Bank advances $20,369   3.9 $199   $9,554   3.48 $85   $3,401   1.7 $15  
    Subordinated debt $14,687   5.09 $188   $14,520   5.08 $188   $14,610   5.09 $188  
    Other borrowings $9,419   4.12 $60   $12,369   4.04 $90   $57,060   4.28 $618  
    Total borrowed funds $44,475   4.02 $447   $36,443   3.90 $363   $75,071   4.32 $821  
    Total interest bearing liabilities $855,199   3.34 $7,046   $807,639   3.52 $7,161   $757,181   3.85 $7,271  
    Net interest rate spread   2.28 $7,443     2.12 $6,879     1.81 $6,144  
    Non-interest bearing deposits $126,049         $115,593         $118,809        
    Other liabilities $4,335         $5,157         $4,797        
    Shareholder’s equity $99,923         $97,026         $89,441        
    Total Liabilities and Shareholder’s Equity $1,085,506         $1,025,415         $970,228        
    Cost of funds   2.91       3.08       3.33    
    Net interest margin   2.90       2.79       2.62    
                             
    *The information is preliminary, unaudited and based on company data available at the time of presentation. Totals may not foot due to rounding.      
                             
    Yield Table Assumptions – Average loan balances are inclusive of nonperforming loans. Yields computed on tax-exempt instruments are on a tax equivalent basis. Net interest spread is calculated as the yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. Net interest margin is the result of net interest income calculated on a tax-equivalent basis divided by average interest earning assets for the period. Changes in net interest income are attributed to either changes in average balances (volume change) or changes in average rates (rate change) for earning assets and sources of funds on which interest is received or paid. Volume change is calculated as change in volume times the previous rate while rate change is change in rate times the previous volume. Changes not due solely to volume or rate changes are allocated to volume change and rate change in proportion to the relationship of the absolute dollar amounts of the change in each category.  

    The MIL Network –