Category: Trade

  • MIL-OSI Submissions: Historic ruling finds climate change ‘imperils all forms of life’ and puts laggard nations on notice

    Source: The Conversation – Global Perspectives – By Jacqueline Peel, Professor of Law and Director, Melbourne Climate Futures, The University of Melbourne

    Hilaire Bule/Getty

    Climate change “imperils all forms of life” and countries must tackle the problem or face consequences under international law, the International Court of Justice (ICJ) has found.

    The court delivered its long-awaited advisory opinion overnight. The momentous case opens the door for countries impacted by climate disasters to sue major emitting countries for reparations.

    And citizens could seek to hold governments to account for a failure to safeguard their human rights if their own or other countries fail to take adequate action to ensure a safe climate.

    Here’s what the court ruled – and the global ramifications likely to flow from it.

    Vanuatu’s Climate Change Minister Ralph Regenvanu delivers a speech at a demonstration before the International Court of Justice issued its first advisory opinion on state’s legal obligations to address climate change.
    John Thys/AFP

    Climate change breaches human rights

    The ICJ case was instigated by law students at the University of the South Pacific in Vanuatu in 2019. They successfully launched a campaign for the court to examine two key issues: the obligations of countries to protect the climate from greenhouse gases, and the legal consequences for failing to do so.

    The court found a clean, healthy and sustainable environment is essential for the enjoyment of many other human rights. As such, it found, the full enjoyment of human rights cannot be ensured without the protection of the climate system and other parts of the environment.

    The ruling confirms climate change is much more than a legal problem. Rather, the justices concluded, it is an:

    existential problem of planetary proportions that imperils all forms of life and the very health of our planet.

    Most nations have signed up to global human rights agreements such as the International Covenant on Civil and Political Rights. The ICJ ruling means parties to those agreements must take measures to protect the climate system and other parts of the environment.

    An advisory opinion from the International Court of Justice is not legally binding. But it is an authoritative description of the state of the law and the rights of countries to seek reparations if the law is breached. As such, it carries great legal weight.

    Just as climate science assessments of the Intergovernmental Panel on Climate Change have become the gold standard for understanding the causes and impacts of climate change, the court’s ruling provides a clear baseline against which to assess countries’ action, or inaction, on climate change.

    Keeping 1.5°C alive?

    In recent years, many states’ emissions reduction targets under the Paris Agreement have seemed to “settle” at levels which would hold global temperature increases to 2°C at best.

    But the International Court of Justice ruled the much more ambitious 1.5°C goal had become the scientifically based consensus target under the Paris Agreement.

    Some countries argued formal emissions targets should be left to the discretion of each government. However, the court found against this. Rather, each nation’s targets had to be in line with – and make an adequate contribution to – the global goal of holding heating to 1.5°C.

    The court found each state’s emissions reduction pledges should be judged against a stringent “due diligence” standard. The standard takes into account each country’s historical contributions to emissions, level of development and national circumstances, among other factors.

    The ruling means rich countries, such as Australia, will be required under international law to make more ambitious emission-reduction pledges under the Paris Agreement, such as for the 2035 target currently under consideration by the Albanese government.

    The court decision also provides a measure of climate justice for small island states, which have historically low emissions but face a much higher risk of damage from climate change than other nations.

    Holding states accountable for inaction

    Because climate change is global, it is difficult – but not impossible – to attribute damage from extreme weather to the actions of any one nation or group of nations.

    On this question, the court said while climate change is caused by the cumulative impact of many human activities, it is scientifically possible to determine each nation’s total contribution to global emissions, taking into account both historical and current emissions.

    If a nation experiences damage caused by the failure of another nation, or group of nations, to fulfil international climate obligations, the ruling means legal proceedings may be launched against the nations causing the harm. It may result in compensation or other remedies.

    For small, climate-vulnerable nations such as those in the Alliance of Small Island States, this opens more legal options in their efforts to encourage high-emitting nations to properly address climate change.

    Importantly, the court made clear nations can be legally liable even if damage from climate change comes from many causes, including from the activities of private actors such as companies.

    That means nations cannot seek an exemption because others have contributed to the problem. They must also act to regulate companies and other entities under their jurisdiction whose activities contribute to climate change.

    Pacific Island nations emit very little but face huge threats from climate change.
    Luca Turati/Unsplash, CC BY-NC-ND

    Paris Agreement quitters aren’t safe

    One line of argument put to the court by Australia and other states was that climate treaties represented the only obligations to tackle climate change under international law.

    But the court found this was not the case. Rather, other international laws applied.

    The United States pulled out of the Paris Agreement earlier this year. The court’s opinion means the US and other nations are still accountable for climate harms under other international laws by which all countries are bound.

    Could this lead to greater climate action?

    The International Court of Justice has produced a truly historic ruling.

    It will set a new baseline in terms what countries need to do to address climate change and opens up new avenues of recourse against high-emitting states not doing enough on climate change.

    Jacqueline Peel receives funding from the Australian Research Council under her Australian Laureate Fellowship and Kathleen Fitzpatrick Award on ‘Transforming International Law for Corporate Climate Accountability’.

    ref. Historic ruling finds climate change ‘imperils all forms of life’ and puts laggard nations on notice – https://theconversation.com/historic-ruling-finds-climate-change-imperils-all-forms-of-life-and-puts-laggard-nations-on-notice-261848

    MIL OSI

  • MIL-Evening Report: Historic ruling finds climate change ‘imperils all forms of life’ and puts laggard nations on notice

    Source: The Conversation (Au and NZ) – By Jacqueline Peel, Professor of Law and Director, Melbourne Climate Futures, The University of Melbourne

    Hilaire Bule/Getty

    Climate change “imperils all forms of life” and countries must tackle the problem or face consequences under international law, the International Court of Justice (ICJ) has found.

    The court delivered its long-awaited advisory opinion overnight. The momentous case opens the door for countries impacted by climate disasters to sue major emitting countries for reparations.

    And citizens could seek to hold governments to account for a failure to safeguard their human rights if their own or other countries fail to take adequate action to ensure a safe climate.

    Here’s what the court ruled – and the global ramifications likely to flow from it.

    Vanuatu’s Climate Change Minister Ralph Regenvanu delivers a speech at a demonstration before the International Court of Justice issued its first advisory opinion on state’s legal obligations to address climate change.
    John Thys/AFP

    Climate change breaches human rights

    The ICJ case was instigated by law students at the University of the South Pacific in Vanuatu in 2019. They successfully launched a campaign for the court to examine two key issues: the obligations of countries to protect the climate from greenhouse gases, and the legal consequences for failing to do so.

    The court found a clean, healthy and sustainable environment is essential for the enjoyment of many other human rights. As such, it found, the full enjoyment of human rights cannot be ensured without the protection of the climate system and other parts of the environment.

    The ruling confirms climate change is much more than a legal problem. Rather, the justices concluded, it is an:

    existential problem of planetary proportions that imperils all forms of life and the very health of our planet.

    Most nations have signed up to global human rights agreements such as the International Covenant on Civil and Political Rights. The ICJ ruling means parties to those agreements must take measures to protect the climate system and other parts of the environment.

    An advisory opinion from the International Court of Justice is not legally binding. But it is an authoritative description of the state of the law and the rights of countries to seek reparations if the law is breached. As such, it carries great legal weight.

    Just as climate science assessments of the Intergovernmental Panel on Climate Change have become the gold standard for understanding the causes and impacts of climate change, the court’s ruling provides a clear baseline against which to assess countries’ action, or inaction, on climate change.

    Keeping 1.5°C alive?

    In recent years, many states’ emissions reduction targets under the Paris Agreement have seemed to “settle” at levels which would hold global temperature increases to 2°C at best.

    But the International Court of Justice ruled the much more ambitious 1.5°C goal had become the scientifically based consensus target under the Paris Agreement.

    Some countries argued formal emissions targets should be left to the discretion of each government. However, the court found against this. Rather, each nation’s targets had to be in line with – and make an adequate contribution to – the global goal of holding heating to 1.5°C.

    The court found each state’s emissions reduction pledges should be judged against a stringent “due diligence” standard. The standard takes into account each country’s historical contributions to emissions, level of development and national circumstances, among other factors.

    The ruling means rich countries, such as Australia, will be required under international law to make more ambitious emission-reduction pledges under the Paris Agreement, such as for the 2035 target currently under consideration by the Albanese government.

    The court decision also provides a measure of climate justice for small island states, which have historically low emissions but face a much higher risk of damage from climate change than other nations.

    Holding states accountable for inaction

    Because climate change is global, it is difficult – but not impossible – to attribute damage from extreme weather to the actions of any one nation or group of nations.

    On this question, the court said while climate change is caused by the cumulative impact of many human activities, it is scientifically possible to determine each nation’s total contribution to global emissions, taking into account both historical and current emissions.

    If a nation experiences damage caused by the failure of another nation, or group of nations, to fulfil international climate obligations, the ruling means legal proceedings may be launched against the nations causing the harm. It may result in compensation or other remedies.

    For small, climate-vulnerable nations such as those in the Alliance of Small Island States, this opens more legal options in their efforts to encourage high-emitting nations to properly address climate change.

    Importantly, the court made clear nations can be legally liable even if damage from climate change comes from many causes, including from the activities of private actors such as companies.

    That means nations cannot seek an exemption because others have contributed to the problem. They must also act to regulate companies and other entities under their jurisdiction whose activities contribute to climate change.

    Pacific Island nations emit very little but face huge threats from climate change.
    Luca Turati/Unsplash, CC BY-NC-ND

    Paris Agreement quitters aren’t safe

    One line of argument put to the court by Australia and other states was that climate treaties represented the only obligations to tackle climate change under international law.

    But the court found this was not the case. Rather, other international laws applied.

    The United States pulled out of the Paris Agreement earlier this year. The court’s opinion means the US and other nations are still accountable for climate harms under other international laws by which all countries are bound.

    Could this lead to greater climate action?

    The International Court of Justice has produced a truly historic ruling.

    It will set a new baseline in terms what countries need to do to address climate change and opens up new avenues of recourse against high-emitting states not doing enough on climate change.

    Jacqueline Peel receives funding from the Australian Research Council under her Australian Laureate Fellowship and Kathleen Fitzpatrick Award on ‘Transforming International Law for Corporate Climate Accountability’.

    ref. Historic ruling finds climate change ‘imperils all forms of life’ and puts laggard nations on notice – https://theconversation.com/historic-ruling-finds-climate-change-imperils-all-forms-of-life-and-puts-laggard-nations-on-notice-261848

    MIL OSI AnalysisEveningReport.nz

  • MIL-OSI: STMicroelectronics Reports 2025 Second Quarter Financial Results

    Source: GlobeNewswire (MIL-OSI)

    PR No: C3349C

    STMicroelectronics Reports 2025 Second Quarter Financial Results

    • Q2 net revenues $2.77 billion; gross margin 33.5%; operating loss of $133 million, including $190 million related to impairment, restructuring charges and other related phase-out costs; net loss of $97 million
    • H1 net revenues $5.28 billion; gross margin 33.5%; operating loss of $130 million, including $198 million related to impairment, restructuring charges and other related phase-out costs; net loss of $41 million
    • Business outlook at mid-point: Q3 net revenues of $3.17 billion and gross margin of 33.5%

    Geneva, July 24, 2025 – STMicroelectronics N.V. (“ST”) (NYSE: STM), a global semiconductor leader serving customers across the spectrum of electronics applications, reported U.S. GAAP financial results for the second quarter ended June 28, 2025. This press release also contains non-U.S. GAAP measures (see Appendix for additional information).

    ST reported second quarter net revenues of $2.77 billion, gross margin of 33.5%, operating loss of $133 million, and net loss of $97 million or -$0.11 diluted earnings per share (non-U.S. GAAP1 operating income of $57 million, and non-U.S. GAAP1 net income of $57 million or $0.06 diluted earnings per share).

    Jean-Marc Chery, ST President & CEO, commented:

    • “Q2 net revenues came above the mid-point of our business outlook range, driven by higher revenues in Personal Electronics and Industrial, while Automotive was slightly below expectations. Gross margin was in line with the mid-point of our business outlook range.
    • “On a year-over-year basis, Q2 net revenues decreased 14.4%, non-U.S. GAAP1operating margin decreased to 2.1% from 11.6% and non-U.S. GAAP1net income decreased to $57 million from $353 million.”
    • “First half net revenues decreased 21.1% year-over-year, with a decrease in all reportable segments. Non-U.S. GAAP1operating margin was 1.3% and non-U.S. GAAP1net income was $120 million.”
    • “In the second quarter, our book-to-bill ratio remained above one for Industrial, while Automotive was below parity. Bookings continued to increase sequentially.”
    • “Our third quarter business outlook, at the mid-point, is for net revenues of $3.17 billion, decreasing year-over-year by 2.5% and increasing sequentially by 14.6%; gross margin is expected to be about 33.5%; including about 340 basis points of unused capacity charges. On a sequential basis, our Q3 gross margin will be negatively impacted by about 140 basis points, mainly from currency effect and, to a lesser extent, the start of non-recurring cost related to our manufacturing reshaping program.”
    • “While we expect Q3 revenues to show a solid sequential growth enabling a continued year-over-year improvement, we are still operating amid an uncertain macroeconomic environment. Given these external factors, our priorities remain supporting our customers, accelerating new product introductions, and executing our company-wide program to reshape our manufacturing footprint and resize our global cost base.”

    Quarterly Financial Summary

    U.S. GAAP
    (US$ m, except per share data)
    Q2 2025 Q1 2025 Q2 2024 Q/Q Y/Y
    Net Revenues $2,766 $2,517 $3,232 9.9% -14.4%
    Gross Profit $926 $841 $1,296 10.2% -28.5%
    Gross Margin 33.5% 33.4% 40.1% +10 bps – 660 bps
    Operating Income (Loss) $(133) $3 $375
    Operating Margin -4.8% 0.1% 11.6% -490 bps -1,640 bps
    Net Income (Loss) $(97) $56 $353
    Diluted Earnings Per Share $(0.11) $0.06 $0.38
    Non-U.S. GAAP2
    (US$ m, except per share data)
    Q2 2025 Q1 2025 Q2 2024 Q/Q Y/Y
    Operating Income $57 $11 $375 429.6% -84.7%
    Operating Margin 2.1% 0.4% 11.6% 170 bps -950 bps
    Net Income $57 $63 $353 -9.1% -83.9%
    Diluted Earnings Per Share $0.06 $0.07 $0.38 -14.3% -84.2%

    Second Quarter 2025 Summary Review
    Reminder: on January 1, 2025 we made some adjustments to our segment reporting. Prior year comparative periods have been adjusted accordingly. See Appendix for more detail.

    Net Revenues by Reportable Segment3 (US$ m) Q2 2025 Q1 2025 Q2 2024 Q/Q Y/Y
    Analog products, MEMS and Sensors (AM&S) segment 1,133 1,069 1,336 5.9% -15.2%
    Power and discrete products (P&D) segment 447 397 576 12.9% -22.2%
    Subtotal: Analog, Power & Discrete, MEMS and Sensors (APMS) Product Group 1,580 1,466 1,912 7.8% -17.4%
    Embedded Processing (EMP) segment 847 742 906 14.1% -6.5%
    RF & Optical Communications (RF&OC) segment 336 306 410 10.1% -17.9%
    Subtotal: Microcontrollers, Digital ICs and RF products (MDRF) Product Group 1,183 1,048 1,316 13.0% -10.1%
    Others 3 3 4
    Total Net Revenues $2,766 $2,517 $3,232 9.9% -14.4%

    Net revenues totaled $2.77 billion, representing a year-over-year decrease of 14.4%. Year-over-year net sales to OEMs and Distribution decreased 15.3% and 12.0%, respectively. On a sequential basis, net revenues increased 9.9%, 220 basis points better than the mid-point of ST’s guidance.

    Gross profit totaled $926 million, representing a year-over-year decrease of 28.5%. Gross margin of 33.5%, 10 basis points above the mid-point of ST’s guidance, decreased 660 basis points year-over-year, mainly due to product mix, lower manufacturing efficiencies and, to a lesser extent, higher unused capacity charges.

    Operating income decreased from $375 million in the year-ago quarter to an operating loss of $133 million. ST’s operating margin decreased 1,640 basis points on a year-over-year basis to -4.8% of net revenues, compared to 11.6% in the second quarter of 2024. Operating loss included $190M impairment, restructuring charges and other related phase-out costs for the quarter, reflecting impairment of assets and restructuring charges predominantly associated with the previously announced company-wide program to reshape our manufacturing footprint and resize our global cost base. Excluding these items, non-U.S. GAAP1 Operating income stood at $57 million in the second quarter.

    By reportable segment, compared with the year-ago quarter:

    In Analog, Power & Discrete, MEMS and Sensors (APMS) Product Group:

    Analog products, MEMS and Sensors (AM&S) segment:

    • Revenue decreased 15.2% mainly due to a decrease in Analog.   
    • Operating profit decreased by 55.9% to $85 million. Operating margin was 7.5% compared to 14.5%.

    Power and Discrete products (P&D) segment:

    • Revenue decreased 22.2%.
    • Operating profit decreased from $61 million to an operating loss of $56 million. Operating margin was -12.5% compared to 10.6%.

    In Microcontrollers, Digital ICs and RF products (MDRF) Product Group:

    Embedded Processing (EMP) segment:

    • Revenue decreased 6.5% mainly due to Custom Processing.
    • Operating profit decreased by 8.7% to $114 million. Operating margin was 13.5% compared to 13.8%.

    RF & Optical Communications (RF&OC) segment:

    • Revenue decreased 17.9%.
    • Operating profit decreased by 37.2% to $60 million. Operating margin was 17.9% compared to 23.4%.

    Net Earnings and diluted Earnings Per Share decreased to a negative $97 million and a negative $0.11 respectively compared to a positive $353 million and $0.38 respectively in the year-ago quarter. Non-U.S. GAAP1 Net income and diluted Earnings Per Share, stood at $57 million and $0.06 respectively in the second quarter of 2025.

    Cash Flow and Balance Sheet Highlights

            Trailing 12 Months
    (US$ m) Q2 2025 Q1 2025 Q2 2024 Q2 2025 Q2 2024 TTM Change
    Net cash from operating activities 354 574 702 2,332 4,922 -52.6%
    Free cash flow (non-U.S. GAAP1) (152) 30 159 142 1,384 -89.7%

    Net cash from operating activities was $354 million in the second quarter compared to $702 million in the year-ago quarter.

    Net Capex (non-U.S. GAAP1), was $465 million in the second quarter compared to $528 million in the year-ago quarter.

    Free cash flow (non-U.S. GAAP1) was negative at $152 million in the second quarter, compared to positive $159 million in the year-ago quarter.

    Inventory at the end of the second quarter was $3.27 billion, compared to $3.01 billion in the previous quarter and $2.81 billion in the year-ago quarter. Days sales of inventory at quarter-end was 166 days, compared to 167 days for the previous quarter and 130 days for the year-ago quarter.

    In the second quarter, ST paid cash dividends to its stockholders totaling $81 million and executed a $92 million share buy-back, as part of its current share repurchase program.

    ST’s net financial position (non-U.S. GAAP4) remained strong at $2.67 billion as of June 28, 2025, compared to $3.08 billion as of March 29, 2025, and reflected total liquidity of $5.63 billion and total financial debt of $2.96 billion. Adjusted net financial position (non-U.S. GAAP1), taking into consideration the effect on total liquidity of advances from capital grants for which capital expenditures have not been incurred yet, stood at $2.31 billion as of June 28, 2025.

    Corporate developments

    On May 28, 2025, STMicroelectronics held its 2025 Annual General Meeting of Shareholders in Amsterdam, the Netherlands. All proposed resolutions were approved by the Shareholders.

    Business Outlook

    ST’s guidance, at the mid-point, for the 2025 third quarter is:

    • Net revenues are expected to be $3.17 billion, an increase of 14.6% sequentially, plus or minus 350 basis points.
    • Gross margin of 33.5%, plus or minus 200 basis points.
    • This outlook is based on an assumed effective currency exchange rate of approximately $1.14 = €1.00 for the 2025 third quarter and includes the impact of existing hedging contracts.
    • The third quarter will close on September 27, 2025.

    This business outlook does not include any impact of potential further changes to global trade tariffs compared to the current situation.

    Conference Call and Webcast Information

    ST will conduct a conference call with analysts, investors and reporters to discuss its second quarter 2025 financial results and current business outlook today at 9:30 a.m. Central European Time (CET) / 3:30 a.m. U.S. Eastern Time (ET). A live webcast (listen-only mode) of the conference call will be accessible at ST’s website, https://investors.st.com, and will be available for replay until August 8, 2025.

    Use of Supplemental Non-U.S. GAAP Financial Information

    This press release contains supplemental non-U.S. GAAP financial information.

    Readers are cautioned that these measures are unaudited and not prepared in accordance with U.S. GAAP and should not be considered as a substitute for U.S. GAAP financial measures. In addition, such non-U.S. GAAP financial measures may not be comparable to similarly titled information from other companies. To compensate for these limitations, the supplemental non-U.S. GAAP financial information should not be read in isolation, but only in conjunction with ST’s consolidated financial statements prepared in accordance with U.S. GAAP.

    See the Appendix of this press release for a reconciliation of ST’s non-U.S. GAAP financial measures to their corresponding U.S. GAAP financial measures.

    Forward-looking Information

    Some of the statements contained in this release that are not historical facts are statements of future expectations and other forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933 or Section 21E of the Securities Exchange Act of 1934, each as amended) that are based on management’s current views and assumptions, and are conditioned upon and also involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those anticipated by such statements due to, among other factors: 

    • changes in global trade policies, including the adoption and expansion of tariffs and trade barriers, that could affect the macro-economic environment and may directly or indirectly adversely impact the demand for our products;
    • uncertain macro-economic and industry trends (such as inflation and fluctuations in supply chains), which may impact production capacity and end-market demand for our products;
    • customer demand that differs from projections which may require us to undertake transformation measures that may not be successful in realizing the expected benefits in full or at all;
    • the ability to design, manufacture and sell innovative products in a rapidly changing technological environment;
    • changes in economic, social, public health, labor, political, or infrastructure conditions in the locations where we, our customers, or our suppliers operate, including as a result of macro-economic or regional events, geopolitical and military conflicts, social unrest, labor actions, or terrorist activities;
    • unanticipated events or circumstances, which may impact our ability to execute our plans and/or meet the objectives of our R&D and manufacturing programs, which benefit from public funding;
    • financial difficulties with any of our major distributors or significant curtailment of purchases by key customers;
    • the loading, product mix, and manufacturing performance of our production facilities and/or our required volume to fulfill capacity reserved with suppliers or third-party manufacturing providers;
    • availability and costs of equipment, raw materials, utilities, third-party manufacturing services and technology, or other supplies required by our operations (including increasing costs resulting from inflation);
    • the functionalities and performance of our IT systems, which are subject to cybersecurity threats and which support our critical operational activities including manufacturing, finance and sales, and any breaches of our IT systems or those of our customers, suppliers, partners and providers of third-party licensed technology;
    • theft, loss, or misuse of personal data about our employees, customers, or other third parties, and breaches of data privacy legislation;
    • the impact of IP claims by our competitors or other third parties, and our ability to obtain required licenses on reasonable terms and conditions;
    • changes in our overall tax position as a result of changes in tax rules, new or revised legislation, the outcome of tax audits or changes in international tax treaties which may impact our results of operations as well as our ability to accurately estimate tax credits, benefits, deductions and provisions and to realize deferred tax assets;
    • variations in the foreign exchange markets and, more particularly, the U.S. dollar exchange rate as compared to the Euro and the other major currencies we use for our operations;
    • the outcome of ongoing litigation as well as the impact of any new litigation to which we may become a defendant;
    • product liability or warranty claims, claims based on epidemic or delivery failure, or other claims relating to our products, or recalls by our customers for products containing our parts;
    • natural events such as severe weather, earthquakes, tsunamis, volcano eruptions or other acts of nature, the effects of climate change, health risks and epidemics or pandemics in locations where we, our customers or our suppliers operate;
    • increased regulation and initiatives in our industry, including those concerning climate change and sustainability matters and our goal to become carbon neutral in all direct and indirect emissions (scopes 1 and 2), product transportation, business travel, and employee commuting emissions (our scope 3 focus), and to achieve our 100% renewable electricity sourcing goal by the end of 2027;
    • epidemics or pandemics, which may negatively impact the global economy in a significant manner for an extended period of time, and could also materially adversely affect our business and operating results;
    • industry changes resulting from vertical and horizontal consolidation among our suppliers, competitors, and customers;
    • the ability to successfully ramp up new programs that could be impacted by factors beyond our control, including the availability of critical third-party components and performance of subcontractors in line with our expectations; and
    • individual customer use of certain products, which may differ from the anticipated uses of such products and result in differences in performance, including energy consumption, may lead to a failure to achieve our disclosed emission-reduction goals, adverse legal action or additional research costs.

    Such forward-looking statements are subject to various risks and uncertainties, which may cause actual results and performance of our business to differ materially and adversely from the forward-looking statements. Certain forward-looking statements can be identified by the use of forward-looking terminology, such as “believes”, “expects”, “may”, “are expected to”, “should”, “would be”, “seeks” or “anticipates” or similar expressions or the negative thereof or other variations thereof or comparable terminology, or by discussions of strategy, plans or intentions.

    Some of these risk factors are set forth and are discussed in more detail in “Item 3. Key Information — Risk Factors” included in our Annual Report on Form 20-F for the year ended December 31, 2024 as filed with the Securities and Exchange Commission (“SEC”) on February 27, 2025. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in this press release as anticipated, believed or expected. We do not intend, and do not assume any obligation, to update any industry information or forward-looking statements set forth in this release to reflect subsequent events or circumstances.

    Unfavorable changes in the above or other factors listed under “Item 3. Key Information — Risk Factors” from time to time in our Securities and Exchange Commission (“SEC”) filings, could have a material adverse effect on our business and/or financial condition.

    About STMicroelectronics

    At ST, we are 50,000 creators and makers of semiconductor technologies mastering the semiconductor supply chain with state-of-the-art manufacturing facilities. An integrated device manufacturer, we work with more than 200,000 customers and thousands of partners to design and build products, solutions, and ecosystems that address their challenges and opportunities, and the need to support a more sustainable world. Our technologies enable smarter mobility, more efficient power and energy management, and the wide-scale deployment of cloud-connected autonomous things. We are on track to be carbon neutral in all direct and indirect emissions (scopes 1 and 2), product transportation, business travel, and employee commuting emissions (our scope 3 focus), and to achieve our 100% renewable electricity sourcing goal by the end of 2027. Further information can be found at www.st.com.

    For further information, please contact:

    INVESTOR RELATIONS:
    Jérôme Ramel
    EVP Corporate Development & Integrated External Communication
    Tel: +41 22 929 59 20
    jerome.ramel@st.com

    MEDIA RELATIONS:
    Alexis Breton
    Corporate External Communications
    Tel: + 33 6 59 16 79 08
    alexis.breton@st.com

    STMicroelectronics N.V.      
    CONSOLIDATED STATEMENTS OF INCOME      
    (in millions of U.S. dollars, except per share data ($))      
           
      Three months ended  
      June 28, June 29,  
      2025 2024  
      (Unaudited) (Unaudited)  
           
    Net sales 2,745 3,227  
    Other revenues 21 5  
    NET REVENUES 2,766 3,232  
    Cost of sales (1,840) (1,936)  
    GROSS PROFIT 926 1,296  
    Selling, general and administrative expenses (420) (419)  
    Research and development expenses (514) (535)  
    Other income and expenses, net 65 33  
    Impairment, restructuring charges and other related phase-out costs (190)  
    Total operating expenses (1,059) (921)  
    OPERATING INCOME (LOSS) (133) 375  
    Interest income, net 45 51  
    Other components of pension benefit costs (5) (4)  
    Loss on financial instruments, net (19) (1)  
    INCOME (LOSS) BEFORE INCOME TAXES AND NONCONTROLLING INTEREST (112) 421  
    Income tax benefit (expense) 18 (67)  
    NET INCOME (LOSS) (94) 354  
    Net income attributable to noncontrolling interest (3) (1)  
    NET INCOME (LOSS) ATTRIBUTABLE TO PARENT COMPANY STOCKHOLDERS (97) 353  
           
    EARNINGS PER SHARE (BASIC) ATTRIBUTABLE TO PARENT COMPANY STOCKHOLDERS (0.11) 0.39  
    EARNINGS PER SHARE (DILUTED) ATTRIBUTABLE TO PARENT COMPANY STOCKHOLDERS (0.11) 0.38  
           
    NUMBER OF WEIGHTED AVERAGE SHARES USED IN CALCULATING DILUTED EPS 893.9 941.1  
           
    STMicroelectronics N.V.      
    CONSOLIDATED STATEMENTS OF INCOME      
    (in millions of U.S. dollars, except per share data ($))      
           
      Six months ended  
      June 28, June 29,  
      2025 2024  
      (Unaudited) (Unaudited)  
           
    Net sales 5,257 6,670  
    Other revenues 26 27  
    NET REVENUES 5,283 6,697  
    Cost of sales (3,516) (3,958)  
    GROSS PROFIT 1,767 2,739  
    Selling, general and administrative expenses (810) (844)  
    Research and development expenses (1,004) (1,063)  
    Other income and expenses, net 115 93  
    Impairment, restructuring charges and other related phase-out costs (198)  
    Total operating expenses (1,897) (1,814)  
    OPERATING INCOME (LOSS) (130) 925  
    Interest income, net 93 111  
    Other components of pension benefit costs (9) (8)  
    Gain (loss) on financial instruments, net 6 (1)  
    INCOME (LOSS) BEFORE INCOME TAXES AND NONCONTROLLING INTEREST (40) 1,027  
    Income tax benefit (expense) 4 (159)  
    NET INCOME (LOSS) (36) 868  
    Net income attributable to noncontrolling interest (5) (3)  
    NET INCOME (LOSS) ATTRIBUTABLE TO PARENT COMPANY STOCKHOLDERS (41) 865  
           
    EARNINGS PER SHARE (BASIC) ATTRIBUTABLE TO PARENT COMPANY STOCKHOLDERS (0.05) 0.96  
    EARNINGS PER SHARE (DILUTED) ATTRIBUTABLE TO PARENT COMPANY STOCKHOLDERS (0.05) 0.92  
           
    NUMBER OF WEIGHTED AVERAGE SHARES USED IN CALCULATING DILUTED EPS 894.9 941.8  
           
           
    STMicroelectronics N.V.      
    CONSOLIDATED BALANCE SHEETS      
    As at June 28, March 29, December 31,
    In millions of U.S. dollars 2025 2025 2024
      (Unaudited) (Unaudited) (Audited)
    ASSETS      
    Current assets:      
    Cash and cash equivalents 1,616 1,781 2,282
    Short-term deposits 1,650 1,650 1,450
    Marketable securities 2,363 2,528 2,452
    Trade accounts receivable, net 1,352 1,385 1,749
    Inventories 3,273 3,014 2,794
    Other current assets 1,267 1,050 1,007
    Total current assets 11,521 11,408 11,734
    Goodwill 313 299 290
    Other intangible assets, net 342 338 346
    Property, plant and equipment, net 11,437 11,178 10,877
    Non-current deferred tax assets 558 490 464
    Long-term investments 77 96 71
    Other non-current assets 1,215 1,114 961
      13,942 13,515 13,009
    Total assets 25,463 24,923 24,743
           
    LIABILITIES AND EQUITY      
    Current liabilities:      
    Short-term debt 1,006 988 990
    Trade accounts payable 1,451 1,373 1,323
    Other payables and accrued liabilities 1,386 1,290 1,306
    Dividends payable to stockholders 257 16 88
    Accrued income tax 104 72 66
    Total current liabilities 4,204 3,739 3,773
    Long-term debt 1,951 1,889 1,963
    Post-employment benefit obligations 428 392 377
    Long-term deferred tax liabilities 48 48 47
    Other long-term liabilities 848 896 904
      3,275 3,225 3,291
    Total liabilities 7,479 6,964 7,064
    Commitment and contingencies      
    Equity      
    Parent company stockholders’ equity      
    Common stock (preferred stock: 540,000,000 shares authorized, not issued; common stock: Euro 1.04 par value, 1,200,000,000 shares authorized, 911,281,920 shares issued, 894,759,029 shares outstanding as of June 28, 2025) 1,157 1,157 1,157
    Additional Paid-in Capital 3,187 3,142 3,088
    Retained earnings 12,911 13,514 13,459
    Accumulated other comprehensive income 983 495 236
    Treasury stock (490) (582) (491)
    Total parent company stockholders’ equity 17,748 17,726 17,449
    Noncontrolling interest 236 233 230
    Total equity 17,984 17,959 17,679
    Total liabilities and equity 25,463 24,923 24,743
           
           
           
    STMicroelectronics N.V.      
           
    SELECTED CASH FLOW DATA      
           
    Cash Flow Data (in US$ millions) Q2 2025 Q1 2025 Q2 2024
           
    Net Cash from operating activities 354 574 702
    Net Cash used in investing activities (332) (796) (628)
    Net Cash used in financing activities (191) (282) (112)
    Net Cash decrease (165) (501) (41)
           
    Selected Cash Flow Data (in US$ millions) Q2 2025 Q1 2025 Q2 2024
           
    Depreciation & amortization 464 428 439
    Net payment for Capital expenditures (481) (538) (546)
    Dividends paid to stockholders (81) (72) (73)
    Change in inventories, net (140) (172) (136)
           

    Appendix
    ST
    Changes to reportable segments

    Following ST’s reorganization announced in January 2024 into two Product Groups and four reportable segments, we have made further progress in analyzing our global product portfolio, resulting in the following adjustments to our segments, effective starting January 1, 2025, without modifying subtotals at Product Group level: 

    • In Analog, Power & Discrete, MEMS and Sensors (APMS) Product Group:
      • The transfer of VIPower products from Power and Discrete products (“P&D”) reportable segment to Analog products, MEMS and Sensors (“AM&S”) reportable segment.    
    • In Microcontrollers, Digital ICs and RF products (MDRF) Product Group:
      • the newly created ‘Embedded Processing’ (“EMP”) reportable segment includes the former ‘MCU’ segment (excluding the RF ASICs mentioned below) as well as Custom Processing products (Automotive ADAS products).
      • the newly created ‘RF & Optical Communications’ (“RF&OC”) reportable segment includes the former ‘D&RF’ segment (excluding Automotive ADAS products) as well as some RF ASICs which were previously part of the former ‘MCU’ segment.

    We believe these adjustments are critical for implementing synergies and optimizing resources, which are necessary to fully deliver the benefits expected from our new organization.

    Our four reportable segments – within each Product Group – are now as follows: 

    • In Analog, Power & Discrete, MEMS and Sensors (APMS) Product Group:
      • Analog products, MEMS and Sensors (“AM&S”) reportable segment, comprised of ST analog products (now including VIPower products), MEMS sensors and actuators, and optical sensing solutions.
      • Power and Discrete products (“P&D”) reportable segment, comprised of discrete and power transistor products (now excluding VIPower products).

    In this Press Release, “Analog” refers to analog products, “MEMS” to MEMS sensors and actuators and “Imaging” to optical sensing solutions.

    • In Microcontrollers, Digital ICs and RF products (MDRF) Product Group:
      • Embedded Processing (“EMP”) reportable segment, comprised of general-purpose and automotive microcontrollers, connected security products and Custom Processing Products (Automotive ADAS)
      • RF & Optical Communications (“RF&OC”) reportable segment, comprised of Space, Ranging & Connectivity products, Digital Audio & Signaling Solutions and Optical & RF COT.

    In this Press release, “GPAM” refers to General purpose & automotive microcontrollers, “Connected Security” to connected security products, “Custom Processing” to automotive ADAS products.

    Prior year comparative periods have been adjusted accordingly.

    (Appendix – continued)
    ST Supplemental Financial Information

      Q2 2025 Q1 2025 Q4 2024 Q3 2024 Q2 2024
    Net Revenues By Market Channel (%)          
    Total OEM 72% 71% 73% 76% 73%
    Distribution 28% 29% 27% 24% 27%
               
    €/$ Effective Rate 1.09 1.06 1.09 1.08 1.08
               
    Reportable Segment Data (US$ m)          
    Analog products, MEMS and Sensors (AM&S) segment          
    – Net Revenues 1,133 1,069 1,348 1,340 1,336
    – Operating Income 85 82 220 216 193
    Power and Discrete products (P&D) segment          
    – Net Revenues 447 397 602 652 576
    – Operating Income (Loss) (56) (28) 45 80 61
    Subtotal: Analog, Power & Discrete, MEMS and Sensors (APMS) Product Group          
    – Net Revenues 1,580 1,466 1,950 1,992 1,912
    – Operating Income 29 54 265 296 254
    Embedded Processing (EMP) segment          
    – Net Revenues 847 742 1,002 898 906
    – Operating Income 114 66 181 146 126
    RF & Optical Communications (RF&OC) segment          
    – Net Revenues 336 306 366 357 410
    – Operating Income 60 43 95 84 96
    Subtotal: Microcontrollers, Digital ICs and RF products (MDRF) Product Group          
    – Net Revenues 1,183 1,048 1,368 1,255 1,316
    – Operating Income 174 109 276 230 222
    Others (a)          
    – Net Revenues 3 3 3 4 4
    – Operating Income (Loss) (336) (160) (172) (145) (101)
    Total          
    – Net Revenues 2,766 2,517 3,321 3,251 3,232
    – Operating Income (Loss) (133) 3 369 381 375

    (a)   Net revenues of Others include revenues from sales assembly services and other revenues. Operating income (loss) of Others include items such as unused capacity charges, including incidents leading to power outage, impairment, restructuring charges and other related phase-out costs, management reorganization costs, start-up costs, and other unallocated income (expenses) such as: strategic or special research and development programs, certain corporate-level operating expenses, patent claims and litigations, and other costs that are not allocated to reportable segments, as well as operating earnings of other products. Others includes:

    (US$ m) Q2 2025 Q1 2025 Q4 2024 Q3 2024 Q2 2024
    Unused capacity charges 103 123 118 104 84
    Impairment, restructuring charges and
    other related phase-out costs
    190 8

    (Appendix – continued)
    ST
    Supplemental Non-U.S. GAAP Financial Information
    U.S. GAAP – Non-U.S. GAAP Reconciliation

    The supplemental non-U.S. GAAP information presented in this press release is unaudited and subject to inherent limitations. Such non-U.S. GAAP information is not based on any comprehensive set of accounting rules or principles and should not be considered as a substitute for U.S. GAAP measurements. Also, our supplemental non-U.S. GAAP financial information may not be comparable to similarly titled non-U.S. GAAP measures used by other companies. Further, specific limitations for individual non-U.S. GAAP measures, and the reasons for presenting non-U.S. GAAP financial information, are set forth in the paragraphs below. To compensate for these limitations, the supplemental non-U.S. GAAP financial information should not be read in isolation, but only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP.

    ST believes that these non-U.S. GAAP financial measures provide useful information for investors and management because they offer, when read in conjunction with ST’s U.S. GAAP financials, (i) the ability to make more meaningful period-to-period comparisons of ST’s on-going operating results, (ii) the ability to better identify trends in ST’s business and perform related trend analysis, and (iii) to facilitate a comparison of ST’s results of operations against investor and analyst financial models and valuations, which may exclude these items.

    Non-U.S. GAAP Operating Income, Non-U.S. GAAP Net Earnings and Non-U.S. GAAP Earnings Per Share (non-U.S. GAAP measures)

    Operating income before impairment and restructuring charges and one-time items is used by management to help enhance an understanding of ongoing operations and to communicate the impact of the excluded items, such as impairment, restructuring charges and other related phase-out costs. Adjusted net earnings and earnings per share (EPS) are used by management to help enhance an understanding of ongoing operations and to communicate the impact of the excluded items like impairment, restructuring charges and other related phase-out costs attributable to ST and other one-time items, net of the relevant tax impact.

    Q2 2025
    (US$ m, except per share data)
    Gross Profit Operating Income (Loss) Net Earnings Corresponding Diluted EPS
    U.S. GAAP 926 (133) (97) (0.11)
    Impairment, restructuring charges and other related phase-out costs 190 190  
    Estimated income tax effect (36)  
    Non-U.S. GAAP 926 57 57 0.06
    H1 2025
    (US$ m, except per share data)
    Gross Profit Operating Income (Loss) Net Earnings Corresponding Diluted EPS
    U.S. GAAP 1,767 (130) (41) (0.05)
    Impairment, restructuring charges and other related phase-out costs 198 198  
    Estimated income tax effect (37)  
    Non-U.S. GAAP 1,767 68 120 0.13

    (Appendix – continued)

    Net Financial Position and Adjusted Net Financial Position (non-U.S. GAAP measures)

    Net Financial Position, a non-U.S. GAAP measure, represents the difference between our total liquidity and our total financial debt. Our total liquidity includes cash and cash equivalents, restricted cash, if any, short-term deposits, and marketable securities, and our total financial debt includes short-term debt and long-term debt, as reported in our Consolidated Balance Sheets. ST also presents adjusted net financial position as a non-U.S. GAAP measure, to take into consideration the effect on total liquidity of advances received on capital grants for which capital expenditures have not been incurred yet.

    ST believes its Net Financial Position and Adjusted Net Financial Position provide useful information for investors and management because they give evidence of our global position either in terms of net indebtedness or net cash by measuring our capital resources based on cash and cash equivalents, restricted cash, if any, short-term deposits and marketable securities and the total level of our financial debt. Our definitions of Net Financial Position and Adjusted Net Financial Position may differ from definitions used by other companies, and therefore, comparability may be limited.

    (US$ m) Jun 28
    2025
    Mar 29
    2025
    Dec 31
    2024
    Sep 28
    2024
    Jun 29
    2024
    Cash and cash equivalents 1,616 1,781 2,282 3,077 3,092
    Short term deposits 1,650 1,650 1,450 977 975
    Marketable securities 2,363 2,528 2,452 2,242 2,218
    Total liquidity 5,629 5,959 6,184 6,296 6,285
    Short-term debt (1,006) (988) (990) (1,003) (236)
    Long-term debt (a) (1,951) (1,889) (1,963) (2,112) (2,850)
    Total financial debt (2,957) (2,877) (2,953) (3,115) (3,086)
    Net Financial Position (non-U.S. GAAP) 2,672 3,082 3,231 3,181 3,199
    Advances received on capital grants (361) (377) (385) (366) (402)
    Adjusted Net Financial Position (non-U.S. GAAP) 2,311 2,705 2,846 2,815 2,797

    (a)  Long-term debt contains standard conditions but does not impose minimum financial ratios. Committed credit facilities for $639 million equivalent, are currently undrawn.

    (Appendix – continued)

    Net Capex and Free Cash Flow (non-U.S. GAAP measures)

    ST presents Net Capex as a non-U.S. GAAP measure, which is reported as part of our Free Cash Flow (non-U.S. GAAP measure), to take into consideration the effect of advances from capital grants received on prior periods allocated to property, plant and equipment in the reporting period.

    Net Capex, a non-U.S. GAAP measure, is defined as (i) Payment for purchase of tangible assets, as reported plus (ii) Proceeds from sale of tangible assets, as reported plus (iii) Proceeds from capital grants and other contributions, as reported plus (iv) Advances from capital grants allocated to property, plant and equipment in the reporting period.

    ST believes Net Capex provides useful information for investors and management because annual capital expenditures budget includes the effect of capital grants. Our definition of Net Capex may differ from definitions used by other companies.

    (US$ m) Q2 2025 Q1
    2025
    Q4
    2024
    Q3
    2024
    Q2
    2024
    Payment for purchase of tangible assets, as reported (574) (587) (584) (669) (690)
    Proceeds from sale of tangible assets, as reported 4 2 2 1
    Proceeds from capital grants and other contributions, as reported 89 47 83 66 143
    Advances from capital grants allocated to property, plant and equipment 16 8 31 36 18
    Net Capex (non-U.S. GAAP) (465) (530) (470) (565) (528)

    Free Cash Flow, which is a non-U.S. GAAP measure, is defined as (i) net cash from operating activities plus (ii) Net Capex plus (iii) payment for purchase (and proceeds from sale) of intangible and financial assets and (iv) net cash paid for business acquisitions, if any.

    ST believes Free Cash Flow provides useful information for investors and management because it measures our capacity to generate cash from our operating and investing activities to sustain our operations.

    Free Cash Flow reconciles with the total cash flow and the net cash increase (decrease) by including the payment for purchases of (and proceeds from matured) marketable securities and net investment in (and proceeds from) short-term deposits, the net cash from (used in) financing activities and the effect of changes in exchange rates, and by excluding the advances from capital grants received on prior periods allocated to property, plant and equipment in the reporting period. Our definition of Free Cash Flow may differ from definitions used by other companies.

    (US$ m) Q2 2025 Q1
    2025
    Q4
    2024
    Q3
    2024
    Q2
    2024
    Net cash from operating activities 354 574 681 723 702
    Net Capex (465) (530) (470) (565) (528)
    Payment for purchase of intangible assets, net of proceeds from sale (41) (14) (32) (20) (15)
    Payment for purchase of financial assets, net of proceeds from sale (51) (2)
    Free Cash Flow (non-U.S. GAAP) (152) 30 128 136 159

    1Non-U.S. GAAP. See Appendix for reconciliation to U.S. GAAP and information explaining why the Company believes these measures are important.
    2Non-U.S. GAAP. See Appendix for reconciliation to U.S. GAAP and information explaining why the Company believes these measures are important.
    3See Appendix for the definition of reportable segments.
    4Non-U.S. GAAP. See Appendix for reconciliation to U.S. GAAP and information explaining why the Company believes these measures are important.

    Attachment

    The MIL Network

  • MIL-OSI: Dassault Systèmes: Q2 well aligned with objectives; Reaffirming 2025 growth outlook Advancing AI for software-defined industries

    Source: GlobeNewswire (MIL-OSI)

    Press Release

    VELIZY-VILLACOUBLAY, FranceJuly 24, 2025

    Dassault Systèmes: Q2 well aligned with objectives; Reaffirming 2025 growth outlook

    Advancing AI for software-defined industries

    Dassault Systèmes (Euronext Paris: FR0014003TT8, DSY.PA) today reports its IFRS unaudited estimated financial results for the second quarter 2025 and first half ended June 30, 2025. The Group’s Board of Directors approved these estimated results on July 23, 2025. This press release also includes financial information on a non-IFRS basis and reconciliations with IFRS figures in the Appendix.

    Summary Highlights1  

    (unaudited, IFRS and non-IFRS unless otherwise noted,
    all growth rates in constant currencies)

    • 2Q25: Total revenue of €1.52 billion, up 6%, well aligned with objectives;
    • 2Q25: Software revenue up 6%, driven by subscription revenue up 10%;
    • 2Q25: 3DEXPERIENCE software revenue up 20% with good dynamics across industries;
    • 2Q25: Operating margin of 29.3% and diluted EPS non-IFRS up 4% to €0.30;
    • For the first six months, recurring revenue up 7% driven by subscription growth of 13%;
    • FY25: Reaffirming non-IFRS full-year objectives with total revenue growth of 6% to 8% and diluted EPS growth of 7% to 10%.

    Dassault Systèmes’ Chief Executive Officer Commentary

    Pascal Daloz, Dassault Systèmes’ Chief Executive Officer, commented:

    “The first half of the year reaffirmed the strength of our core Manufacturing sector, with resilient performance in Transportation & Mobility and strong growth in High-Tech. Aerospace & Defense also had an excellent start, with notable engagement at the Paris Air Show, underscoring our leadership in these strategic areas. In Life Sciences, our PLM solutions are playing more and more a critical role in driving the evolution toward smarter manufacturing and agile supply chains.

    As we look to the future, Dassault Systèmes is uniquely positioned to help clients navigate the increasingly complex and dynamic global landscape. Our focus on high-growth segments, particularly Space, Defense, Energy, and AI-driven cloud infrastructure, places us at the core of sovereignty and security challenges.

    With the introduction of 3D UNIV+RSES, presented at our Capital Markets Day, we are entering new high-value territories such as regulatory and compliance management. AI will be a key enabler in these areas, and early customer feedback has been exceptionally promising. With AI for software-defined industries, we are confident that our continued innovation will unlock new levels of value for our clients, reinforcing our role as a trusted partner in their transformation journeys.”

    Dassault Systèmes’ Chief Financial Officer Commentary

    (revenue and diluted EPS (“EPS”) growth rates in constant currencies,
    data on a non-IFRS basis)

    Rouven Bergmann, Dassault Systèmes’ Chief Financial Officer, commented:

    “In Q2, both total and software revenues grew by 6%, in line with our objectives. Year-to-date, we’ve seen a 5% increase in growth, with subscription rising 13%. Our performance across the Manufacturing sector has been resilient, particularly driven by the continued strength of SIMULIA, ENOVIA, and CATIA.

    On the operational front, we remain committed to strategic investments aimed at capturing long-term value, while protecting EPS. The acquisition of Ascon is a key step in accelerating the shift to software-defined manufacturing.

    Looking ahead, we maintain our outlook for full-year revenue growth between 6-8%, with EPS growth expected to range from 7-10%. Additionally, we’ve updated our currency assumptions for the second half of the year.”

    Financial Summary

    In millions of Euros,
    except per share data and percentages
      IFRS   IFRS
      Q2 2025 Q2 2024 Change Change in constant currencies   YTD 2025 YTD 2024 Change Change in constant currencies
    Total Revenue   1,521.6 1,495.8 2% 5%   3,094.6 2,995.4 3% 4%
    Software Revenue   1,372.7 1,346.5 2% 6%   2,805.4 2,699.4 4% 5%
    Operating Margin   15.9% 18.4% (2.6)pts     17.6% 20.0% (2.4)pts  
    Diluted EPS   0.17 0.21 (19)%     0.37 0.42 (14)%  
    In millions of Euros,
    except per share data and percentages
      Non-IFRS   Non-IFRS
      Q2 2025 Q2 2024 Change Change in constant currencies   YTD 2025 YTD 2024 Change Change in constant currencies
    Total Revenue   1,523.2 1,495.8 2% 6%   3,096.2 2,995.4 3% 5%
    Software Revenue   1,374.2 1,346.5 2% 6%   2,807.0 2,699.4 4% 5%
    Operating Margin   29.3% 29.9% (0.7)pts     30.1% 30.5% (0.4)pts  
    Diluted EPS   0.30 0.30 (1)% 4%   0.61 0.60 2% 5%

    Second Quarter 2025 Versus 2024 Financial Comparisons

    (unaudited, IFRS and non-IFRS unless otherwise noted,
    all revenue growth rates in constant currencies)

    • Total Revenue: Total revenue in the second quarter grew 5% in IFRS and 6% in non-IFRS, to €1.52 billion, and software revenue increased by 6% to €1.37 billion. Subscription & support revenue rose 6%; recurring revenue represented 80% of software revenue. Licenses and other software revenue rose 5% to €276 million. Services revenue increased 3% to €149 million, during the quarter.
    • Software Revenue by Geography: The Americas revenue increased by 2% to represent 37% of software revenue, with High-Tech and Industrial Equipment performing well. Europe grew by 10% to 39% of software revenue, reflecting an acceleration led by France and Southern Europe. In Asia, revenue rose 6% with strong double-digit growth in China. Asia represented 24% of software revenue at the end of the second quarter.
    • Software Revenue by Product Line:
      • Industrial Innovation software revenue rose 9% to €745 million. SIMULIA, CATIA and ENOVIA were the best contributors to growth. Industrial Innovation software represented 54% of software revenue, during the period.
      • Life Sciences software revenue was flat at €268 million, to account for 20% of software revenue.
      • Mainstream Innovation software revenue increased by 3% to €360 million in IFRS, and was up 4% to €361 million in non-IFRS, represented 26% of software revenue. SOLIDWORKS had a strong subscription growth, advancing its business model shift.
    • Software Revenue by Industry: Industrial Equipment, High Tech, Transportation & Mobility and Aerospace & Defense were the best contributors to growth this quarter. In Life Sciences, Dassault Systèmes’ PLM solutions are playing more and more a critical role in driving the evolution toward smarter manufacturing and agile supply chains. In fact, outside of the MEDIDATA product line, Life Sciences revenue grew mid-teens.
    • Key Strategic Drivers: 3DEXPERIENCE software revenue increased 20% and represented 41% of 3DEXPERIENCE Eligible software revenue. Cloud software revenue grew 6% in non-IFRS, representing 25% of software revenue during the period. 3DEXPERIENCE Cloud software revenue increased 15% in constant currencies.
    • Operating Income and Margin: IFRS operating income decreased 12%, to €242 million, as reported. Non-IFRS operating income decreased 0.4% at €446 million, as reported. The IFRS operating margin stood at 15.9% compared to 18.4% in the second quarter of 2024, mainly reflecting the effect of the employee shareholding plan “TOGETHER 2025” offered during the quarter. The non-IFRS operating margin totaled 29.3%, versus 29.9% in the same period of last year, with a negative currency impact of 50 basis points.
    • Earnings per Share: IFRS diluted EPS was €0.17, decreasing 19% as reported. Non-IFRS diluted EPS grew to €0.30, down 1% as reported, up 4% in constant currencies.

    First Half 2025 Versus 2024 Financial Comparisons

    (unaudited, IFRS and non-IFRS unless otherwise noted,
    all revenue growth rates in constant currencies)

    • Total Revenue: Total revenue grew 4% to €3.09 billion in IFRS, and was up 5% to €3.10 billion in non-IFRS. Software revenue increased 5% to €2.81 billion. Subscription and support revenue rose 7% to €2.33 billion; recurring revenue represented 83% of total software revenue. Licenses and other software revenue decreased 2% to €474 million. Services revenue was down 2% to €289 million.
    • Software Revenue by Geography: The Americas, Europe and Asia all grew 5%, representing respectively 40%, 37% and 23% of software revenue.
    • Software Revenue by Product Line:
      • Industrial Innovation software revenue rose 8% to €1.54 billion and represented 55% of software revenue. CATIA, SIMULIA and ENOVIA were among the strongest contributors to growth.
      • Life Sciences software revenue was flat to €561 million, representing 20% of software revenue.
      • Mainstream Innovation software revenue increased by 3% to €707 million in IFRS and to €708 million in non-IFRS. Mainstream Innovation represented 25% of software revenue.
    • Software Revenue by Industry: Aerospace & Defense, High Tech, Industrial Equipment and Transport & Mobility were among the strongest contributors to growth. In Life Sciences, Dassault Systèmes’ PLM solutions are playing more and more a critical role in driving the evolution toward smarter manufacturing and agile supply chains. In fact, outside of the MEDIDATA product line, Life Sciences revenue grew mid-teens.
    • Key Strategic Drivers: 3DEXPERIENCE software revenue increased by 19%, representing 40% of 3DEXPERIENCE Eligible software revenue. Cloud software revenue grew 7% in non-IFRS, and represented 25% of software revenue. 3DEXPERIENCE Cloud software revenue increased 26% in constant currencies.
    • Operating Income and Margin: IFRS operating income was down 9%, to €546 million, as reported. Non-IFRS operating income increased 2% to €932 million, as reported. IFRS operating margin totaled 17.6% compared to 20% for the same period in 2024, mainly reflecting the combined effect of the employee shareholding plan “TOGETHER 2025” and higher share-based compensation related social charges, notably in France, where the rate rose from 20% to 30% in the first half of 2025. Non-IFRS operating margin stood at 30.1% in the first half of 2025, compared to 30.5% in the same period last year, impacted by negative currency effect of 30 basis points.
    • Earnings per Share: IFRS diluted EPS was €0.37, a decrease of 14% as reported. Non-IFRS diluted EPS grew by 2% to €0.61, as reported, or 5% in constant currencies.
    • Cash Flow from Operations (IFRS): Cash flow from operations totaled €1.15 billion for the first six months of 2025, compared to €1.13 billion last year. Cash flow from operations was principally used for the acquisition of ContentServ for €202 million, repurchase of Treasury Shares for €225 million and dividend payments for €343 million.
    • Balance Sheet (IFRS): Dassault Systèmes’ net financial position totaled €1.51 billion as of June 30, 2025, an increase of €0.05 billion, compared to €1.46 billion for the year ended December 31, 2024. Cash and cash equivalents totaled €4.08 billion in the first half.

    Financial Objectives for 2025

    Dassault Systèmes’ third quarter and 2025 financial objectives presented below are given on a non-IFRS basis and reflect the principal 2025 currency exchange rate assumptions for the US dollar and Japanese yen as well as the potential impact from additional non-Euro currencies:

               
          Q3 2025 FY 2025  
      Total Revenue (billion) €1.485 – €1.535 €6.410 – €6.510  
      Growth 1 – 5% 3 – 5%  
      Growth ex FX 5 – 8% 6 – 8%  
               
      Software revenue growth * 5 – 9% 6 – 8%  
        Of which licenses and other software revenue growth * 7 – 14% 4 – 7%  
        Of which recurring revenue growth * 5 – 8% 7 – 8%  
      Services revenue growth *

    1 – 5%

    1 – 3%  
               
      Operating Margin 29.7% – 29.9% 32.2% – 32.4%  
               
      EPS Diluted €0.29 – €0.30 €1.32 – €1.35  
      Growth 0 – 4% 3 – 6%  
      Growth ex FX 5 – 9% 7 – 10%  
               
      US dollar $1.17 per Euro $1.13 per Euro  
      Japanese yen (before hedging) JPY 170.0 per Euro JPY 166.1 per Euro  
      * Growth in Constant Currencies      

    These objectives are prepared and communicated only on a non-IFRS basis and are subject to the cautionary statement set forth below.

    The 2025 non-IFRS financial objectives set forth above do not take into account the following accounting elements below and are estimated based upon the 2025 principal currency exchange rates above: contract liabilities write-downs estimated at approximately €4 million; share-based compensation expenses, including related social charges, estimated at approximately €324 million (these estimates do not include any new stock option or share grants issued after June 30, 2025); amortization of acquired intangibles and of tangibles reevaluation, estimated at approximately €336 million, largely impacted by the acquisition of MEDIDATA; and lease incentives of acquired companies at approximately €1 million.

    The above objectives also do not include any impact from other operating income and expenses, net principally comprised of acquisition, integration and restructuring expenses, and impairment of goodwill and acquired intangible assets; from one-time items included in financial revenue; from one-time tax effects; and from the income tax effects of these non-IFRS adjustments. Finally, these estimates do not include any new acquisitions or restructuring completed after June 30, 2025.

    Corporate Announcements

    Today’s Webcast and Conference Call Information

    Today, Thursday, July 24, 2025, Dassault Systèmes will host in Paris a webcasted presentation at 9:00 AM London Time / 10:00 AM Paris time, and will then host a conference call at 8:30 AM New York time / 1:30 PM London time / 2:30 PM Paris time. The webcasted presentation and conference calls will be available online by accessing investor.3ds.com.

    Additional investor information is available at investor.3ds.com or by calling Dassault Systèmes’ Investor Relations at +33.1.61.62.69.24.

    Investor Relations Events

    • Third Quarter 2025 Earnings Release: October 23, 2025
    • Fourth Quarter 2025 Earnings Release: February 11, 2026
    • First Quarter 2026 Earnings Release: April 23, 2026
    • Second Quarter 2026 Earnings Release: July 23, 2026

    Forward-looking Information

    Statements herein that are not historical facts but express expectations or objectives for the future, including but not limited to statements regarding the Group’s non-IFRS financial performance objectives are forward-looking statements. Such forward-looking statements are based on Dassault Systèmes management’s current views and assumptions and involve known and unknown risks and uncertainties. Actual results or performances may differ materially from those in such statements due to a range of factors.

    The Group’s actual results or performance may be materially negatively affected by numerous risks and uncertainties, as described in the “Risk Factors” section 1.9 of the 2024 Universal Registration Document (‘Document d’enregistrement universel’) filed with the AMF (French Financial Markets Authority) on March 18, 2025, available on the Group’s website www.3ds.com.

    In particular, please refer to the risk factor “Uncertain Global Environment” in section 1.9.1.1 of the 2024 Universal Registration Document set out below for ease of reference:

    “In light of the uncertainties regarding economic, business, social, health and geopolitical conditions at the global level, Dassault Systèmes’ revenue, net earnings and cash flows may grow more slowly, whether on an annual or quarterly basis, mainly due to the following factors:

    • the deployment of Dassault Systèmes’ solutions may represent a large portion of a customer’s investments in software technology. Decisions to make such an investment are impacted by the economic environment in which the customers operate. Uncertain global geopolitical, economic and health conditions and the lack of visibility or the lack of financial resources may cause some customers, e.g. within the automotive, aerospace, energy or natural resources industries, to reduce, postpone or cancel their investments, or to reduce or not renew ongoing paid maintenance for their installed base, which impact larger customers’ revenue with their respective sub-contractors;
    • the political, economic and monetary situation in certain geographic regions where Dassault Systèmes operates could become more volatile and negatively affect Dassault Systèmes’ business, and in particular its revenue, for example, due to stricter export compliance rules or the introduction of new customs barriers or controls on the exchange of goods and services;
    • continued pressure or volatility on raw materials and energy prices could also slow down Dassault Systèmes’ diversification efforts in new industries;
    • uncertainties regarding the extent and duration of costs inflation could adversely affect the financial position of Dassault Systèmes; and
    • the sales cycle of the Dassault Systèmes’ products – already relatively long due to the strategic nature of such investments for customers – could further lengthen.

    The occurrence of crises – health and political crises in particular – could have consequences both for the health and safety of Dassault Systèmes’ employees and for the Company. It could also adversely impact the financial situation or financing and supply capabilities of Dassault Systèmes’ existing and potential customers, commercial and technology partners, some of whom may be forced to temporarily close sites or to cease operations. A deteriorating economic environment could generate increased price pressure and affect the collection of receivables, which would negatively affect Dassault Systèmes’ revenue, financial performance and market position.

    Dassault Systèmes makes every effort to take into consideration this uncertain outlook. Dassault Systèmes’ business results, however, may not develop as anticipated. Furthermore, due to factors affecting sales of Dassault Systèmes’ products and services, there may be a substantial time lag between an improvement in global economic and business conditions and an upswing in the Company’s business results.”

    In preparing such forward-looking statements, the Group has in particular assumed an average US dollar to euro exchange rate of US$1.17 per €1.00 as well as an average Japanese yen to euro exchange rate of JPY170.0 to €1.00, before hedging for the third quarter 2025. The Group has assumed an average US dollar to euro exchange rate of US$1.13 per €1.00 as well as an average Japanese yen to euro exchange rate of JPY166.1 to €1.00, before hedging for the full year 2025. However, currency values fluctuate, and the Group’s results may be significantly affected by changes in exchange rates.

    Non-IFRS Financial Information

    Readers are cautioned that the supplemental non-IFRS financial information presented in this press release is subject to inherent limitations. It is not based on any comprehensive set of accounting rules or principles and should not be considered in isolation from or as a substitute for IFRS measurements. The supplemental non-IFRS financial information should be read only in conjunction with the Company’s consolidated financial statements prepared in accordance with IFRS. Furthermore, the Group’s supplemental non-IFRS financial information may not be comparable to similarly titled “non-IFRS” measures used by other companies. Specific limitations for individual non-IFRS measures are set forth in the Company’s 2024 Universal Registration Document filed with the AMF on March 18, 2025.

    In the tables accompanying this press release the Group sets forth its supplemental non-IFRS figures for revenue, operating income, operating margin, net income and diluted earnings per share, which exclude the effect of adjusting the carrying value of acquired companies’ deferred revenue, share-based compensation expense and related social charges, the amortization of acquired intangible assets and of tangibles reevaluation, certain other operating income and expense, net, including impairment of goodwill and acquired intangibles, the effect of adjusting lease incentives of acquired companies, certain one-time items included in financial revenue and other, net, and the income tax effect of the non-IFRS adjustments and certain one-time tax effects. The tables also set forth the most comparable IFRS financial measure and reconciliations of this information with non-IFRS information.

    FOR MORE INFORMATION

    Dassault Systèmes’ 3DEXPERIENCE platform, 3D design software, 3D Digital Mock Up and Product Lifecycle Management (PLM) solutions: http://www.3ds.com

    ABOUT DASSAULT SYSTÈMES

    Dassault Systèmes is a catalyst for human progress. Since 1981, the company has pioneered virtual worlds to improve real life for consumers, patients and citizens. With Dassault Systèmes’ 3DEXPERIENCE platform, 370 000 customers of all sizes, in all industries, can collaborate, imagine and create sustainable innovations that drive meaningful impact.
    For more information, visit www.3ds.com.

    Dassault Systèmes Investor Relations Team                FTI Consulting

    Beatrix Martinez: +33 1 61 62 40 73                        Arnaud de Cheffontaines: +33 1 47 03 69 48

                                                            Jamie Ricketts : +44 20 3727 1600

    investors@3ds.com

    Dassault Systèmes Press Contacts

    Corporate / France        Arnaud MALHERBE        arnaud.malherbe@3ds.com        +33 (0)1 61 62 87 73

    © Dassault Systèmes. All rights reserved. 3DEXPERIENCE, the 3DS logo, the Compass icon, IFWE, 3DEXCITE, 3DVIA, BIOVIA, CATIA, CENTRIC PLM, DELMIA, ENOVIA, GEOVIA, MEDIDATA, NETVIBES, OUTSCALE, SIMULIA and SOLIDWORKS are commercial trademarks or registered trademarks of Dassault Systèmes, a European company (Societas Europaea) incorporated under French law, and registered with the Versailles trade and companies registry under number 322 306 440, or its subsidiaries in the United States and/or other countries. All other trademarks are owned by their respective owners. Use of any Dassault Systèmes or its subsidiaries trademarks is subject to their express written approval.

    APPENDIX TABLE OF CONTENTS

    Due to rounding, numbers presented throughout this and other documents may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures.    

    Glossary of Definitions

    Non-IFRS Financial Information

    Acquisitions and Foreign Exchange Impact

    Condensed consolidated statements of income

    Condensed consolidated balance sheet

    Condensed consolidated cash flow statement

    IFRS – non-IFRS reconciliation

    DASSAULT SYSTÈMES – Glossary of Definitions

    Information in Constant Currencies

    Dassault Systèmes has followed a long-standing policy of measuring its revenue performance and setting its revenue objectives exclusive of currency in order to measure in a transparent manner the underlying level of improvement in its total revenue and software revenue by activity, industry, geography and product lines. The Group believes it is helpful to evaluate its growth exclusive of currency impacts, particularly to help understand revenue trends in its business. Therefore, the Group provides percentage increases or decreases in its revenue and expenses (in both IFRS and non-IFRS) to eliminate the effect of changes in currency values, particularly the U.S. dollar and the Japanese yen, relative to the euro. When trend information is expressed “in constant currencies”, the results of the “prior” period have first been recalculated using the average exchange rates of the comparable period in the current year, and then compared with the results of the comparable period in the current year.

    While constant currency calculations are not considered to be an IFRS measure, the Group believes these measures are critical to understanding its global revenue results and to compare with many of its competitors who report their financial results in U.S. dollars. Therefore, Dassault Systèmes includes this calculation to compare IFRS and non-IFRS revenue figures for comparable periods. All information at constant currencies is expressed as a rounded percentage and therefore may not precisely reflect the absolute figures.

    Information on Growth excluding acquisitions (“organic growth”)

    In addition to financial indicators relating to the Group’s entire scope, Dassault Systèmes also provides growth information excluding acquisitions’ effects, and named organic growth. To do so, the Group’s data is restated to exclude acquisitions, from the date of the transaction, over a period of 12 months.

    Information on Industrial Sectors

    Dassault Systèmes provides broad end-to-end software solutions and services: its 3D UNIV+RSES (made of multiple virtual twin experiences) powered by the 3DEXPERIENCE platform combine modeling, simulation, data science, artificial intelligence and collaborative innovation to support companies in the three sectors it serves, namely Manufacturing Industries, Life Sciences & Healthcare, and Infrastructure & Cities.

    These three sectors comprise twelve industries:

    • Manufacturing Industries: Transportation & Mobility; Aerospace & Defense; Marine & Offshore; Industrial Equipment; High-Tech; Home & Lifestyle; Consumer Packaged Goods – Retail. In Manufacturing Industries, Dassault Systèmes helps customers virtualize their operations, improve data sharing and collaboration across their organization, reduce costs and time-to-market, and become more sustainable;
    • Life Sciences & Healthcare: Life Sciences & Healthcare. In this sector, the Group aims to address the entire cycle of the patient journey to lead the way toward precision medicine. To reach the broader healthcare ecosystem from research to commercial, the Group’s solutions connect all elements from molecule development to prevention to care, and combine new therapeutics, medical practices, and Medtech;
    • Infrastructure & Cities: Infrastructure, Energy & Materials; Architecture, Engineering & Construction; Business Services; Cities & Public Services. In Infrastructure & Cities, the Group supports the virtualization of the sector in making its industries more efficient and sustainable, and creating desirable living environments.

    Information on Product Lines

    The Group’s financial reporting on product lines includes the following information:

    • Industrial Innovation software revenue, which includes CATIA, ENOVIA, SIMULIA, DELMIA, GEOVIA, NETVIBES, and 3DEXCITE brands;
    • Life Sciences software revenue, which includes MEDIDATA and BIOVIA brands;
    • Mainstream Innovation software revenue, which includes its CENTRIC PLM and 3DVIA brands, as well as the SOLIDWORKS brand and its expanded offerings in design, simulation, PLM, and manufacturing.

    OUTSCALE has been a Dassault Systèmes brand since 2022, extending the portfolio of software applications. As the first sovereign and sustainable operator on the cloud, OUTSCALE enables governments and corporations from all sectors to achieve digital autonomy through a Cloud experience and with a world-class cyber governance.

    GEOs

    Eleven GEOs are responsible for driving the development of the Company’s business and implementing its customer‑centric engagement model. Teams leverage strong networks of local customers, users, partners, and influencers.

    These GEOs are structured into three groups:

    • the “Americas” group, made of two GEOs;
    • the “Europe” group, comprising Europe, Middle East and Africa (EMEA) and made of four GEOs;
    • the “Asia” group, comprising Asia and Oceania and made of five GEOs.

    3DEXPERIENCE Software Contribution

    To measure the relative share of 3DEXPERIENCE software in its revenues, Dassault Systèmes calculates the percentage contribution by comparing total 3DEXPERIENCE software revenue to software revenue for all product lines except SOLIDWORKS, MEDIDATA, CENTRIC PLM and other acquisitions (defined as “3DEXPERIENCE Eligible software revenue”).

    Cloud revenue

    Cloud revenue is generated from contracts that provide access to cloud-based solutions (SaaS), infrastructure as a service (IaaS), cloud solution development and cloud managed services. These offerings are delivered by Dassault Systèmes through its own cloud infrastructure or by third-party cloud providers. They are available through different deployment methods: Dedicated cloud, Sovereign cloud and International cloud. Cloud solutions are generally offered through subscription-based models or perpetual licenses with support and hosting services.

    DASSAULT SYSTÈMES

    NON-IFRS FINANCIAL INFORMATION

    (unaudited; in millions of Euros, except per share data, percentages, headcount and exchange rates)

    Non-IFRS key figures exclude the effects of adjusting the carrying value of acquired companies’ contract liabilities (deferred revenue), share-based compensation expense, including related social charges, amortization of acquired intangible assets and of tangible assets revaluation, lease incentives of acquired companies, other operating income and expense, net, including the acquisition, integration and restructuring expenses, and impairment of goodwill and acquired intangible assets, certain one-time items included in financial loss, net, certain one-time tax effects and the income tax effects of these non-IFRS adjustments.

    Comparable IFRS financial information and a reconciliation of the IFRS and non-IFRS measures are set forth in the separate tables within this Attachment.

    In millions of Euros, except per share data, percentages, headcount and exchange rates Non-IFRS reported
    Three months ended Six months ended
    June 30,

    2025

    June 30,

    2024

    Change Change in constant currencies June 30,

    2025

    June 30,

    2024

    Change Change in constant currencies
    Total Revenue € 1,523.2 € 1,495.8 2% 6% € 3,096.2 € 2,995.4 3% 5%
                     
    Revenue breakdown by activity                
    Software revenue 1,374.2 1,346.5 2% 6% 2,807.0 2,699.4 4% 5%
    Of which licenses and other software revenue 275.6 271.8 1% 5% 473.7 490.3 (3)% (2)%
    Of which subscription and support revenue 1,098.6 1,074.8 2% 6% 2,333.2 2,209.1 6% 7%
    Services revenue 148.9 149.2 (0)% 3% 289.2 296.1 (2)% (2)%
                     
    Software revenue breakdown by product line                
    Industrial Innovation 744.6 701.9 6% 9% 1,537.7 1,433.2 7% 8%
    Life Sciences 268.3 281.7 (5)% 0% 560.9 566.4 (1)% 0%
    Mainstream Innovation 361.3 363.0 (0)% 4% 708.3 699.7 1% 3%
                     
    Software Revenue breakdown by geography                
    Americas 505.0 525.5 (4)% 2% 1,116.2 1,079.1 3% 5%
    Europe 534.8 491.9 9% 10% 1,048.0 995.1 5% 5%
    Asia 334.4 329.1 2% 6% 642.8 625.2 3% 5%
                     
    Operating income € 446.1 € 447.8 (0)%   € 932.2 € 914.3 2%  
    Operating margin 29.3% 29.9%     30.1% 30.5%    
                     
    Net income attributable to shareholders € 391.0 € 397.1 (2)%   € 811.2 € 794.3 2%  
    Diluted earnings per share € 0.30 € 0.30 (1)% 4% € 0.61 € 0.60 2% 5%
                     
    Closing headcount 26,253 25,811 2%   26,253 25,811 2%  
                     
    Average Rate USD per Euro 1.13 1.08 5%   1.09 1.08 1%  
    Average Rate JPY per Euro 163.81 167.77 (2)%   162.12 164.46 (1)%  

    DASSAULT SYSTÈMES

    ACQUISITIONS AND FOREIGN EXCHANGE IMPACT

    (unaudited; in millions of Euros)

    In millions of Euros Non-IFRS reported o/w growth at constant rate and scope o/w change of scope impact at current year rate o/w FX impact on previous year figures
    June 30,

    2025

    June 30,

    2024

    Change
    Revenue QTD 1,523.2 1,495.8 27.4 72.6 7.5 (52.7)
    Revenue YTD 3,096.2 2,995.4 100.7 125.9 7.7 (32.9)

    DASSAULT SYSTÈMES

    CONDENSED CONSOLIDATED STATEMENTS OF INCOME

    (unaudited; in millions of Euros, except per share data and percentages)

    In millions of Euros, except per share data and percentages IFRS reported
    Three months ended Six months ended
    June 30, June 30, June 30, June 30,
    2025 2024 2025 2024
    Licenses and other software revenue 275.6 271.8 473.7 490.3
    Subscription and Support revenue 1,097.1 1,074.8 2,331.7 2,209.1
    Software revenue 1,372.7 1,346.5 2,805.4 2,699.4
    Services revenue 148.9 149.2 289.2 296.1
    Total Revenue € 1,521.6 € 1,495.8 € 3,094.6 € 2,995.4
    Cost of software revenue (1) (120.1) (124.8) (249.3) (236.8)
    Cost of services revenue (144.6) (127.9) (275.7) (259.8)
    Research and development expenses (348.7) (326.1) (697.3) (637.5)
    Marketing and sales expenses (448.0) (423.8) (894.5) (844.1)
    General and administrative expenses (123.7) (111.6) (244.2) (216.7)
    Amortization of acquired intangible assets and of tangible assets revaluation (85.4) (92.3) (173.8) (185.6)
    Other operating income and expense, net (9.3) (13.2) (13.7) (15.0)
    Total Operating Expenses (1,279.9) (1,219.8) (2,548.4) (2,395.4)
    Operating Income € 241.7 € 276.0 € 546.1 € 600.0
    Financial income (loss), net 29.9 33.3 60.2 63.4
    Income before income taxes € 271.5 € 309.2 € 606.3 € 663.5
    Income tax expense (53.0) (47.7) (128.4) (116.0)
    Net Income € 218.6 € 261.5 € 477.9 € 547.5
    Non-controlling interest 4.9 1.2 6.1 1.0
    Net Income attributable to equity holders of the parent € 223.5 € 262.7 € 484.0 € 548.4
    Basic earnings per share 0.17 0.20 0.37 0.42
    Diluted earnings per share € 0.17 € 0.21 € 0.37 € 0.42
    Basic weighted average shares outstanding (in millions) 1,315.9 1,313.2 1,314.9 1,313.7
    Diluted weighted average shares outstanding (in millions) 1,324.4 1,326.2 1,325.7 1,328.7

            (1) Excluding amortization of acquired intangible assets and of tangible assets revaluation.

    IFRS reported

     

    Three months ended June 30, 2025 Six months ended June 30, 2025
    Change (2) Change in constant currencies Change (2) Change in constant currencies
    Total Revenue 2% 5% 3% 4%
    Revenue by activity        
    Software revenue 2% 6% 4% 5%
    Services revenue (0)% 3% (2)% (2)%
    Software Revenue by product line        
    Industrial Innovation 6% 9% 7% 8%
    Life Sciences (5)% 0% (1)% 0%
    Mainstream Innovation (1)% 3% 1% 3%
    Software Revenue by geography        
    Americas (4)% 2% 3% 5%
    Europe 8% 10% 5% 5%
    Asia 2% 6% 3% 5%

                    (2) Variation compared to the same period in the prior year.

    DASSAULT SYSTÈMES

    CONDENSED CONSOLIDATED BALANCE SHEET

    (unaudited; in millions of Euros)

    In millions of Euros IFRS reported
    June 30, December 31,
    2025 2024
    ASSETS    
    Cash and cash equivalents 4,083.7 3,952.6
    Trade accounts receivable, net 1,575.9 2,120.9
    Contract assets 40.1 30.1
    Other current assets 406.2 464.0
    Total current assets 6,105.9 6,567.6
    Property and equipment, net 903.5 945.8
    Goodwill and Intangible assets, net 7,030.3 7,687.1
    Other non-current assets 375.7 345.5
    Total non-current assets 8,309.4 8,978.3
    Total Assets € 14,415.3 € 15,545.9
    LIABILITIES    
    Trade accounts payable 183.2 259.9
    Contract liabilities 1,559.3 1,663.4
    Borrowings, current 534.0 450.8
    Other current liabilities 1,063.0 1,147.4
    Total current liabilities 3,339.5 3,521.5
    Borrowings, non-current 2,043.9 2,042.8
    Other non-current liabilities 836.0 900.9
    Total non-current liabilities 2,879.9 2,943.7
    Non-controlling interests 11.5 14.1
    Parent shareholders’ equity 8,184.3 9,066.6
    Total Liabilities € 14,415.3 € 15,545.9

    DASSAULT SYSTÈMES

    CONDENSED CONSOLIDATED CASH FLOW STATEMENT

    (unaudited; in millions of Euros)

    In millions of Euros IFRS reported
    Three months ended Six months ended
    June 30, June 30, Change June 30, June 30, Change
    2025 2024 2025 2024
    Net income attributable to equity holders of the parent 223.5 262.7 (39.3) 484.0 548.4 (64.4)
    Non-controlling interest (4.9) (1.2) (3.7) (6.1) (1.0) (5.1)
    Net income 218.6 261.5 (42.9) 477.9 547.5 (69.5)
    Depreciation of property and equipment 48.5 45.1 3.4 98.9 92.7 6.2
    Amortization of intangible assets 86.2 94.2 (8.0) 175.9 189.4 (13.5)
    Adjustments for other non-cash items 20.5 36.6 (16.1) 36.6 74.3 (37.7)
    Changes in working capital (39.4) 21.9 (61.3) 358.0 226.3 131.7
    Net Cash From Operating Activities € 334.3 € 459.3 € ( 124.9) € 1,147.3 € 1,130.2 € 17.2
                 
    Additions to property, equipment and intangibles assets (39.3) (50.6) 11.3 (95.3) (107.8) 12.5
    Payment for acquisition of businesses, net of cash acquired (9.2) (11.2) 2.0 (202.9) (15.7) (187.2)
    Other 3.2 0.8 2.3 (34.6) 23.1 (57.7)
    Net Cash Provided by (Used in) Investing Activities € (45.3) € (61.0) € 15.6 € (332.8) € (100.4) € (232.4)
                 
    Proceeds from exercise of stock options 7.4 13.9 (6.5) 29.6 35.2 (5.7)
    Cash dividends paid (342.6) (302.7) (39.9) (342.6) (302.7) (39.9)
    Repurchase and sale of treasury stock (144.7) (176.6) 31.8 (224.8) (307.7) 82.9
    Capital increase 111.3 111.3 111.3 111.3
    Acquisition of non-controlling interests 0.0 (0.0) 0.0 (0.2) (2.6) 2.5
    Proceeds from borrowings 121.3 121.3 81.0 81.0
    Repayment of borrowings (0.1) 0.1 (18.5) (0.2) (18.4)
    Repayment of lease liabilities (22.7) (18.3) (4.4) (45.4) (42.3) (3.0)
    Net Cash Provided by (Used in) Financing Activities € (270.0) € (483.7) € 213.7 € (409.5) € (620.2) € 210.7
                 
    Effect of exchange rate changes on cash and cash equivalents (178.1) 21.0 (199.1) (273.9) 53.6 (327.5)
                 
    Increase (decrease) in cash and cash equivalents € (159.1) € (64.4) € (94.7) € 131.2 € 463.2 € (332.1)
                 
    Cash and cash equivalents at beginning of period € 4,242.9 € 4,095.9   € 3,952.6 € 3,568.3  
    Cash and cash equivalents at end of period € 4,083.7 € 4,031.5   € 4,083.7 € 4,031.5  

    DASSAULT SYSTÈMES
    SUPPLEMENTAL NON-IFRS FINANCIAL INFORMATION
    IFRS – NON-IFRS RECONCILIATION
    (unaudited; in millions of Euros, except per share data and percentages)

    Readers are cautioned that the supplemental non-IFRS information presented in this press release is subject to inherent limitations. It is not based on any comprehensive set of accounting rules or principles and should not be considered as a substitute for IFRS measurements. Also, the Group’s supplemental non-IFRS financial information may not be comparable to similarly titled “non-IFRS” measures used by other companies. Further specific limitations for individual non-IFRS measures, and the reasons for presenting non-IFRS financial information, are set forth in the Group’s Document d’Enregistrement Universel for the year ended December 31, 2024 filed with the AMF on March 18, 2025. To compensate for these limitations, the supplemental non-IFRS financial information should be read not in isolation, but only in conjunction with the Group’s consolidated financial statements prepared in accordance with IFRS.

    In millions of Euros, except per share data and percentages Three months ended June 30, Change
    2025 Adjustment(1) 2025 2024 Adjustment(1) 2024 IFRS Non-IFRS(2)
    IFRS Non-IFRS IFRS Non-IFRS
    Total Revenue € 1,521.6 € 1.6 € 1,523.2 € 1,495.8 € 1,495.8 2% 2%
    Revenue breakdown by activity                
    Software revenue 1,372.7 1.6 1,374.2 1,346.5 1,346.5 2% 2%
    Licenses and other software revenue 275.6 275.6 271.8 271.8 1% 1%
    Subscription and Support revenue 1,097.1 1.6 1,098.6 1,074.8 1,074.8 2% 2%
    Recurring portion of Software revenue 80%   80% 80%   80%    
    Services revenue 148.9 148.9 149.2 149.2 (0)% (0)%
    Software Revenue breakdown by product line                
    Industrial Innovation 744.6 744.6 701.9 701.9 6% 6%
    Life Sciences 268.3 268.3 281.7 281.7 (5)% (5)%
    Mainstream Innovation 359.7 1.6 361.3 363.0 363.0 (1)% (0)%
    Software Revenue breakdown by geography                
    Americas 505.0 505.0 525.5 525.5 (4)% (4)%
    Europe 533.4 1.4 534.8 491.9 491.9 8% 9%
    Asia 334.3 0.1 334.4 329.1 329.1 2% 2%
    Total Operating Expenses € (1,279.9) € 202.9 € (1,077.1) € (1,219.8) € 171.9 € (1,047.9) 5% 3%
    Share-based compensation expense and related social charges (107.7) 107.7 (65.8) 65.8    
    Amortization of acquired intangible assets and of tangible assets revaluation (85.4) 85.4 (92.3) 92.3    
    Lease incentives of acquired companies (0.4) 0.4 (0.5) 0.5    
    Other operating income and expense, net (9.3) 9.3 (13.2) 13.2    
    Operating Income € 241.7 € 204.4 € 446.1 € 276.0 € 171.9 € 447.8 (12)% (0)%
    Operating Margin 15.9%   29.3% 18.4%   29.9%    
    Financial income (loss), net 29.9 0.6 30.4 33.3 0.5 33.8 (10)% (10)%
    Income tax expense (53.0) (32.8) (85.7) (47.7) (36.4) (84.1) 11% 2%
    Non-controlling interest 4.9 (4.7) 0.3 1.2 (1.6) (0.4) 300% (167)%
    Net Income attributable to shareholders € 223.5 € 167.6 € 391.0 € 262.7 € 134.4 € 397.1 (15)% (2)%
    Diluted Earnings Per Share (3) € 0.17 € 0.13 € 0.30 € 0.21 € 0.09 € 0.30 (19)% (1)%

    (1) In the reconciliation schedule above, (i) all adjustments to IFRS revenue data reflect the exclusion of the effect of adjusting the carrying value of acquired companies’ contract liabilities (deferred revenue); (ii) adjustments to IFRS operating expense data reflect the exclusion of the amortization of acquired intangible assets and of tangible assets revaluation, share-based compensation expense, including related social charges, lease incentives of acquired companies, as detailed below, and other operating income and expense, net including acquisition, integration and restructuring expenses, and impairment of goodwill and acquired intangible assets; (iii) adjustments to IFRS financial loss, net reflect the exclusion of certain one-time items included in financial loss, net, and; (iv) all adjustments to IFRS income data reflect the combined effect of these adjustments, plus with respect to net income and diluted earnings per share, certain one-time tax effects and the income tax effect of the non-IFRS adjustments.

    In millions of Euros, except percentages Three months ended June 30, Change
    2025

    IFRS

    Share-based compensation expense and related social charges Lease incentives of acquired companies 2025

    Non-IFRS

    2024

    IFRS

    Share-based compensation expense and related social charges Lease incentives of acquired companies 2024

    Non-IFRS

    IFRS Non-

    IFRS

    Cost of revenue (264.7) 13.9 0.1 (250.7) (252.8) 5.0 0.1 (247.6) 5% 1%
    Research and development expenses (348.7) 28.9 0.1 (319.7) (326.1) 20.4 0.2 (305.5) 7% 5%
    Marketing and sales expenses (448.0) 39.7 0.1 (408.2) (423.8) 23.2 0.1 (400.5) 6% 2%
    General and administrative expenses (123.7) 25.2 0.0 (98.5) (111.6) 17.2 0.0 (94.3) 11% 4%
    Total   € 107.7 € 0.4     € 65.8 € 0.5      

    (2) The non-IFRS percentage increase (decrease) compares non-IFRS measures for the two different periods. In the event there is non-IFRS adjustment to the relevant measure for only one of the periods under comparison, the non-IFRS increase (decrease) compares the non-IFRS measure to the relevant IFRS measure.
    (3) Based on a weighted average 1,324.4 million diluted shares for Q2 2025 and 1,326.2 million diluted shares for Q2 2024, and, for IFRS only, a diluted net income attributable to the sharehorlders of € 223.5 million for Q2 2025 (€ 276.7 million for Q2 2024). The Diluted net income attributable to equity holders of the Group corresponds to the Net Income attributable to equity holders of the Group adjusted by the impact of the share-based compensation plans to be settled either in cash or in shares at the option of the Group.

    DASSAULT SYSTÈMES
    SUPPLEMENTAL NON-IFRS FINANCIAL INFORMATION
    IFRS – NON-IFRS RECONCILIATION
    (unaudited; in millions of Euros, except per share data and percentages)

    Readers are cautioned that the supplemental non-IFRS information presented in this press release is subject to inherent limitations. It is not based on any comprehensive set of accounting rules or principles and should not be considered as a substitute for IFRS measurements. Also, the Group’s supplemental non-IFRS financial information may not be comparable to similarly titled “non-IFRS” measures used by other companies. Further specific limitations for individual non-IFRS measures, and the reasons for presenting non-IFRS financial information, are set forth in the Group’s Document d’Enregistrement Universel for the year ended December 31, 2024 filed with the AMF on March 18, 2025. To compensate for these limitations, the supplemental non-IFRS financial information should be read not in isolation, but only in conjunction with the Group’s consolidated financial statements prepared in accordance with IFRS.

    In millions of Euros, except per share data and percentages Six months ended June 30, Change
    2025 Adjustment(1) 2025 2024 Adjustment(1) 2024 IFRS Non-IFRS(2)
    IFRS Non-IFRS IFRS Non-IFRS
    Total Revenue € 3,094.6 € 1.6 € 3,096.2 € 2,995.4 € 2,995.4 3% 3%
    Revenue breakdown by activity                
    Software revenue 2,805.4 1.6 2,807.0 2,699.4 2,699.4 4% 4%
    Licenses and other software revenue 473.7 473.7 490.3 490.3 (3)% (3)%
    Subscription and Support revenue 2,331.7 1.6 2,333.2 2,209.1 2,209.1 6% 6%
    Recurring portion of Software revenue 83%   83% 82%   82%    
    Services revenue 289.2 289.2 296.1 296.1 (2)% (2)%
    Software Revenue breakdown by product line                
    Industrial Innovation 1,537.7 1,537.7 1,433.2 1,433.2 7% 7%
    Life Sciences 560.9 560.9 566.4 566.4 (1)% (1)%
    Mainstream Innovation 706.8 1.6 708.3 699.7 699.7 1% 1%
    Software Revenue breakdown by geography                
    Americas 1,116.1 0.1 1,116.2 1,079.1 1,079.1 3% 3%
    Europe 1,046.6 1.4 1,048.0 995.1 995.1 5% 5%
    Asia 642.7 0.1 642.8 625.2 625.2 3% 3%
    Total Operating Expenses € (2,548.4) € 384.4 € (2,164.0) € (2,395.4) € 314.3 € (2,081.1) 6% 4%
    Share-based compensation expense and related social charges (196.2) 196.2 (112.6) 112.6    
    Amortization of acquired intangible assets and of tangible assets revaluation (173.8) 173.8 (185.6) 185.6    
    Lease incentives of acquired companies (0.8) 0.8 (1.2) 1.2    
    Other operating income and expense, net (13.7) 13.7 (15.0) 15.0    
    Operating Income € 546.1 € 386.0 € 932.2 € 600.0 € 314.3 € 914.3 (9)% 2%
    Operating Margin 17.6%   30.1% 20.0%   30.5%    
    Financial income (loss), net 60.2 1.1 61.3 63.4 1.5 64.9 (5)% (6)%
    Income tax expense (128.4) (54.4) (182.8) (116.0) (68.0) (184.0) 11% (1)%
    Non-controlling interest 6.1 (5.6) 0.5 1.0 (1.9) (0.9) N/A (152)%
    Net Income attributable to shareholders € 484.0 € 327.2 € 811.2 € 548.4 € 245.9 € 794.3 (12)% 2%
    Diluted Earnings Per Share (3) € 0.37 € 0.25 € 0.61 € 0.42 € 0.17 € 0.60 (14)% 2%

    (1) In the reconciliation schedule above, (i) all adjustments to IFRS revenue data reflect the exclusion of the effect of adjusting the carrying value of acquired companies’ contract liabilities (deferred revenue); (ii) adjustments to IFRS operating expense data reflect the exclusion of the amortization of acquired intangible assets and of tangible assets revaluation, share-based compensation expense, including related social charges, lease incentives of acquired companies, as detailed below, and other operating income and expense, net including acquisition, integration and restructuring expenses, and impairment of goodwill and acquired intangible assets; (iii) adjustments to IFRS financial loss, net reflect the exclusion of certain one-time items included in financial loss, net, and; (iv) all adjustments to IFRS income data reflect the combined effect of these adjustments, plus with respect to net income and diluted earnings per share, certain one-time tax effects and the income tax effect of the non-IFRS adjustments.

    In millions of Euros, except percentages Six months ended June 30, Change
    2025

    IFRS

    Share-based compensation expense and related social charges Lease incentives of acquired companies 2025

    Non-IFRS

    2024

    IFRS

    Share-based compensation expense and related social charges Lease incentives of acquired companies 2024

    Non-IFRS

    IFRS Non-

    IFRS

    Cost of revenue (525.0) 18.8 0.2 (505.9) (496.5) 8.0 0.3 (488.2) 6% 4%
    Research and development expenses (697.3) 61.4 0.3 (635.7) (637.5) 38.3 0.6 (598.7) 9% 6%
    Marketing and sales expenses (894.5) 64.2 0.2 (830.1) (844.1) 36.8 0.2 (807.1) 6% 3%
    General and administrative expenses (244.2) 51.8 0.1 (192.3) (216.7) 29.5 0.1 (187.1) 13% 3%
    Total   € 196.2 € 0.8     € 112.6 € 1.2      

    (2) The non-IFRS percentage increase (decrease) compares non-IFRS measures for the two different periods. In the event there is non-IFRS adjustment to the relevant measure for only one of the periods under comparison, the non-IFRS increase (decrease) compares the non-IFRS measure to the relevant IFRS measure.
    (3) Based on a weighted average 1,325.7 million diluted shares for YTD 2025 and 1,328.7 million diluted shares for YTD 2024, and, for IFRS only, a diluted net income attributable to the sharehorlders of € 484.0 million for YTD 2025 (€ 562.3 million for YTD 2024). The Diluted net income attributable to equity holders of the Group corresponds to the Net Income attributable to equity holders of the Group adjusted by the impact of the share-based compensation plans to be settled either in cash or in shares at the option of the Group.


    1 IFRS figures for 2Q25: Total revenue of €1.52 billion, up 5%, and subscription revenue up 9%; Operating margin of 15.9% and diluted EPS of €0.17; IFRS figures for YTD25: total revenue of €3.09 billion, subscription revenue up 12%; Operating margin of 17.6% and diluted EPS of €0.37.  

    Attachment

    The MIL Network

  • MIL-OSI: Q2 2025 Trading Update and Invitation to Earnings Call

    Source: GlobeNewswire (MIL-OSI)

    Oslo, 24 July 2025 – DNO ASA, the Norwegian oil and gas operator, will publish its Q2 2025 operating and interim financial results on 21 August at 07:00 (CET). A videoconference call with executive management will follow at 10:00 (CET). Today the Company provides an update on production, sales volumes and other selected information for the quarter.

    Volumes (boepd)

    Gross operated production Q2 2025 Q1 2025 Q2 2024
    Kurdistan 74,760 82,081 79,783
    North Sea 5,526 8,864
           
    Net entitlement production Q2 2025 Q1 2025 Q2 2024
    Kurdistan 18,675 18,464 17,167
    North Sea 33,348 19,296 16,321
           
    Sales Q2 2025 Q1 2025 Q2 2024
    Kurdistan 18,675 18,464 17,167
    North Sea 32,393 17,216 12,871
           
    Equity accounted production (net) Q2 2025 Q1 2025 Q2 2024
    Côte d’Ivoire         3,175 3,375 3,256

    Selected cash flow items

    DNO’s share of oil from the Tawke license during the quarter was sold to local buyers as the Iraq-Türkiye Pipeline remained closed. All payments were made in advance of loadings and transferred directly into DNO’s international bank accounts.

    In the second quarter, DNO paid a dividend of NOK 0.3125 per share (totaling USD 30.2 million), which represents NOK 1.25 per share on an annualized basis.

    On 12 June, the transformative acquisition of Sval Energi Group AS was completed. Upon completion, DNO paid USD 440 million to the seller; this represents agreed consideration including interest between effective date and closing, less USD 22.5 million deposit paid in March. Sval Energi’s production is included in the table above as from June 1, and will be reported together with its financial results in the Company’s Q2 operating and interim financial results effective that date. A tax instalment of USD 114 million was made in June.

    On the financing side during the quarter, DNO redeemed the remaining USD 350 million of outstanding DNO04 bonds on 10 April. In June, DNO completed a private placement of USD 400 million of new subordinated hybrid bonds and borrowed USD 300 million under a one-year bank bridge loan facility. At the end of the second quarter, there were USD 348 million outstanding under Sval Energi’s prepayment facilities and DNO Group’s cash deposits stood at USD 788 million. All outstanding debt under DNO’s North Sea subsidiaries’ reserve-based lending facilities was repaid and not renewed during the quarter.

    North Sea exploration

    DNO participated in one exploration well on the Norwegian Continental Shelf in the quarter. The Vidsyn well in PL586 (25 percent interest with 17.5 percent added following the acquisition of Sval Energi) was spudded on 14 June and was announced as a discovery in July.

    Earnings call login details

    Please visit www.dno.no for login details ahead of the call.

    Disclaimer

    The information contained in this release is based on a preliminary assessment of the Company’s Q2 2025 operating and interim financial results and may be subject to change.

    For further information, please contact:
    Media: media@dno.no
    Investors: investor.relations@dno.no

    DNO ASA is a Norwegian oil and gas operator active in the Middle East, the North Sea and West Africa. Founded in 1971 and listed on the Oslo Stock Exchange, the Company holds stakes in onshore and offshore licenses at various stages of exploration, development and production in the Kurdistan region of Iraq, Norway, the United Kingdom, Côte d’Ivoire, Netherlands and Yemen. More information is available at www.dno.no

    This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.

    The MIL Network

  • MIL-OSI Russia: China calls for opposing unilateral tariffs, defending multilateral trading system

    Translation. Region: Russian Federal

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

    An important disclaimer is at the bottom of this article.

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

    GENEVA, July 24 (Xinhua) — China called for opposing unilateral tariff actions and protecting the multilateral trading system at a meeting of the World Trade Organization (WTO) General Council that concluded here on Wednesday.

    In a statement presented at the meeting, the country’s delegation noted that global trade turbulence is intensifying, uncertainty is growing and risks of fragmentation are increasing.

    New unilateral tariffs have continued to emerge in recent months, and the volume of trade affected by restrictive measures has reached US$2.7 trillion, the highest level since records began in 2009, the delegation said. Against this backdrop, China called on WTO members to strengthen solidarity and cooperation and better support the multilateral trading system.

    The delegation stressed that bilateral agreements or similar measures taken by individual members of the organization to ease trade tensions must be consistent with WTO rules.

    The PRC representatives also proposed that the WTO Secretariat strengthen the monitoring and analysis of unilateral measures and bilateral agreements and promptly inform the organization’s members of their impact, especially the potential negative spillover effects on third parties.

    Brazil, the European Union, Australia, New Zealand, Russia, Venezuela and other WTO members said at the meeting that escalating trade turbulence is not in the common interest. Unilateral tariff measures undermine the foundation of multilateral rules, significantly increase costs for businesses and consumers, and severely impede economic growth and social development in vulnerable developing WTO members, they said.

    Given the current circumstances, preserving the multilateral trading system has become more critical than ever, they stressed. –0–

    Please note: This information is raw content obtained directly from the source of the information. It is an accurate report of what the source claims and does not necessarily reflect the position of MIL-OSI or its clients.

    .

    MIL OSI Russia News

  • MIL-Evening Report: Australia says US beef will soon be welcome here again. It’s unlikely we’ll buy much of it

    Source: The Conversation (Au and NZ) – By Felicity Deane, Professor of Trade Law and Taxation, Queensland University of Technology

    DarcyMaulsby/Getty

    The Albanese government has today confirmed it will lift biosecurity restrictions on beef imports from the United States. The timing of this decision has raised some eyebrows.

    Back in April, US President Donald Trump had singled out what he characterised as an Australian “ban” on US beef as he announced 10% baseline tariffs on imports from Australia.

    Responding to today’s announcement, Nationals leader David Littleproud said it appeared the restrictions have been “traded away to appease Donald Trump”.

    But Trade Minister Don Farrell said there was “nothing suspicious about this”. And some Australian industry groups have since expressed their confidence in the decision.

    So, has Australia’s beef industry been sold out for the benefit of a trade deal? Or is it just a poorly timed announcement at the end of a review into Australia’s restrictions?

    Biosecurity concerns

    Australia’s biosecurity rules, particularly around beef products, have long been a source of friction with the United States. These rules date back to the late 1990s and were strengthened following a US mad cow disease scare in 2003.

    In 2019, a ban was lifted on beef products from cattle that had been born, raised and slaughtered in the US. However, a ban remained on any products from cattle originating in Mexico or Canada that had been slaughtered in the US.

    This was a cause for some tension, because the traceability requirements in the US were not as stringent as in Australia. That meant it wasn’t always possible to determine the origins of US products. So the 2019 change effectively only applied to shelf-stable products – not fresh meat.

    Last month, the Albanese government made assurances Australia’s biosecurity rules wouldn’t be compromised in trade negotiations. But it also confirmed a review of the rules was underway.

    The National Farmers’ Federation acknowledged the government’s decision in a statement today:

    The report released today is the result of a long-standing, science-based review by the Australian Government into the biosecurity risks posed by cattle raised in Canada and Mexico, but processed in and exported from the US.

    Speaking on ABC Radio, Cattle Australia chief executive Will Evans acknowledged “a lot of people” may feel “blindsided” by the government’s decision, but expressed his confidence in the government’s process.

    Boom times for Australian beef

    Australians are some of the highest per-capita consumers of beef products in the world. But Australia is also the world’s second-largest beef exporter, trailing only Brazil.

    In contrast, the US is the world’s second-largest importer of beef, behind only China.

    That poses the question: how much do we actually need beef from the US? Is it even worth lifting this ban, if it will impact so few people?

    The beef industry might be fair to question whether this is for the benefit of their industry, when it seems the existing 10% baseline tariffs have had no impact on the volumes of beef being exported from Australia. Quite the opposite.

    In June, Australia’s beef exports broke an all-time monthly record, and the US continued to be our largest export market.

    In addition, it is important to recognise the US tariffs on beef would theoretically be absorbed by the consumer, rather than the exporter.

    The trade war rages on

    Theory suggests that international trade is a good thing (though not everyone is a “winner”). Where there is trade between nations, competitive pricing is encouraged and consumers may enjoy more product variety.

    Most restrictions on trade are viewed unfavourably by economists, but there are some notable exceptions. The health and safety of food products and assurance of biosecurity standards are such concerns.

    Overnight, comments from the Trump administration suggest the 10% tariffs on imports from Australia could be raised, with a new baseline tariff rate of 15%.

    To apply these to Australian beef is in direct conflict with the Australia and United States Free Trade Agreement (AUSFTA). This agreement progressively removed tariffs on Australian beef, with all tariffs eliminated by 2023.

    Consequently, any new US tariff would violate these terms, threatening a trade relationship that has seen beef exports to the US flourish.

    Is our reputation on the line?

    It is important to note that the biosecurity rules in Australia and the traceability requirements for our producers are a point of national pride.

    Central to Australia’s biosecurity framework is the Biosecurity Act 2015 and the National Livestock Identification System, which ensures traceability, food safety, disease control and animal welfare.

    This imposes strict requirements on Australian beef producers – and as a result, imposes costs. It also means Australian beef is considered a premium product in much of the world.

    Australians should hope the evidence from the government’s review fully supports this action.

    Given the unpredictability of the Trump administration, it remains to be seen whether lifting these restrictions will win Australia any concessions on trade anyway.

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

    ref. Australia says US beef will soon be welcome here again. It’s unlikely we’ll buy much of it – https://theconversation.com/australia-says-us-beef-will-soon-be-welcome-here-again-its-unlikely-well-buy-much-of-it-261836

    MIL OSI AnalysisEveningReport.nz

  • India’s global outreach continues: PM Modi begins UK visit, Maldives next

    Source: Government of India

    Source: Government of India (2)

    rime Minister Narendra Modi will embark on a two-nation tour on Wednesday, visiting the United Kingdom and the Maldives from July 23 to 26, aiming to strengthen India’s global diplomatic engagements.

    At the invitation of UK Prime Minister Keir Starmer, Prime Minister Modi will undertake an official visit to the United Kingdom from July 23 to 24. This will be his fourth visit to the UK, reflecting the growing warmth and depth of the bilateral relationship.

    India and the United Kingdom share historical ties that have evolved into a robust and mutually beneficial partnership. A major milestone in the relationship was achieved during the India-UK virtual summit on 4 May 2021, when Prime Minister Modi and then UK Prime Minister Boris Johnson established a Comprehensive Strategic Partnership and adopted an ambitious India-UK Roadmap 2030. This roadmap continues to steer cooperation across various sectors including trade, security, education, technology, and climate change.

    The visit also comes in the wake of the recent general elections in the UK held on 4 July 2024, where the Labour Party returned to power after 14 years, winning 412 out of 650 seats. Keir Starmer assumed office as Prime Minister, and PM Modi extended his congratulations during a telephonic conversation on 6 July, also inviting him for an early visit to India.

    In its election manifesto, the Labour Party pledged to pursue a new strategic partnership with India, focusing on the conclusion of a Free Trade Agreement (FTA) and deepening cooperation in critical sectors. The two leaders had earlier met on the sidelines of the G20 Leaders’ Summit in Brazil in November 2024 and briefly interacted again during the G7 Summit in Canada in June 2025.

    Following the terrorist attack in Pahalgam in April 2025, Prime Minister Starmer had spoken to PM Modi to convey his condolences and support. On 6 May 2025, both leaders held a telephonic conversation and announced the successful conclusion of the India-UK FTA and the Double Taxation Avoidance Convention, marking a historic development in bilateral ties.

    High-level exchanges have been a consistent feature of India-UK relations. President Droupadi Murmu visited London in September 2022 to attend the State Funeral of Her Majesty Queen Elizabeth II and met King Charles III during her visit. Vice President Jagdeep Dhankhar represented India at the Coronation of King Charles III in May 2023 and engaged with global leaders during his visit. He also addressed members of the Indian community and interacted with Indian-origin UK MPs and students.

    Prime Minister Modi had earlier met former UK Prime Minister Rishi Sunak on multiple occasions, including during the G20 Summit in India in September 2023 and at the G7 Summit in Italy in June 2024. Their discussions covered progress on the India-UK FTA and other key areas under the Roadmap 2030. Sunak’s official visit to India in 2023 and bilateral engagements in Japan and Bali further contributed to the growing momentum in the relationship. Notably, the Young Professionals Scheme was launched following their meeting in Bali in 2022, enhancing mobility for youth between the two countries.

    In April 2022, then UK Prime Minister Boris Johnson visited India and held wide-ranging discussions with PM Modi. The visit saw the announcement of an ‘Open General Export Licence’ for Indian companies and the signing of MoUs in nuclear energy and global innovation, along with a joint statement on cyber cooperation.

    Earlier, in November 2021, Prime Minister Modi had visited the UK to attend the COP26 World Leaders’ Summit in Glasgow, where he and Prime Minister Boris Johnson jointly launched the One Sun, One World, One Grid (OSOWOG) initiative under the International Solar Alliance and the Infrastructure for Resilient Island States (IRIS) initiative under the Coalition for Disaster Resilient Infrastructure.

    Lok Sabha Speaker Om Birla visited the UK in January 2025 and held bilateral talks with the Speaker of the House of Commons, Lindsay Hoyle, underscoring the strong parliamentary ties between the two democracies.

  • Indian diaspora in London gives PM Modi a grand welcome

    Source: Government of India

    Source: Government of India (4)

    Prime Minister Narendra Modi received a rousing welcome from the Indian diaspora as he arrived in London on Wednesday evening for a historic two-day visit aimed at strengthening the India-UK Comprehensive Strategic Partnership and finalising the long-anticipated Free Trade Agreement (FTA).

    As PM Modi reached his hotel in the heart of the city, hundreds of Indian community members gathered outside with chants of “Modi, Modi,” “Bharat Mata Ki Jai,” and “Vande Mataram.” Dressed in traditional Indian attire, artists played dhols while others danced and waved posters welcoming the Prime Minister.

    “Touched by the warm welcome from the Indian community in the UK. Their affection and passion towards India’s progress is truly heartening,” PM Modi shared on X.

    The atmosphere outside the hotel was electric, with many attendees expressing pride and emotion after meeting the Prime Minister. “We are so proud… I am still in tears. The happiness and joy he brought while shaking our hands is unforgettable,” said one member of the diaspora.

    Many in the crowd shared similar sentiments, praising the Prime Minister for his global stature, leadership, and commitment to India’s growth. “The aura I witnessed was simply amazing. He looked like a saint. That is why people like PM Modi a lot,” said another enthusiastic supporter.

    Scheduled for July 23–24, PM Modi’s visit comes at the invitation of newly elected British Prime Minister Keir Starmer and marks his fourth official trip to the United Kingdom. The visit follows recent meetings between the two leaders at the G20 Summit in Brazil and the G7 in June this year.

    “Leaving for the UK, a country with which our Comprehensive Strategic Partnership has achieved significant momentum in the last few years. I look forward to my talks with PM Keir Starmer and my meeting with His Majesty King Charles III,” PM Modi posted before departing.

    According to a statement from India’s Ministry of External Affairs (MEA), the visit will focus on advancing collaboration across key areas such as trade and economy, technology and innovation, defence and security, climate change, healthcare, education, and people-to-people ties.

    The centrepiece of the discussions will be the signing of the India-UK Free Trade Agreement, expected to significantly boost bilateral trade

    PM Modi is also expected to meet King Charles III during his stay in London, further deepening the diplomatic warmth between the two nations.

    (With agencies inputs)

  • MIL-OSI Russia: The II International Forum of Russia-Africa Cooperation “Education. Business. Culture – 2025” will be held within the framework of “Technoprom-2025”

    Translation. Region: Russian Federal

    Source: Novosibirsk State University –

    An important disclaimer is at the bottom of this article.

    In August 2025, the II International Forum of Russia-Africa Cooperation “Education. Business. Culture – 2025” will be held as part of the XII International Forum “Technoprom-2025”. The event is organized by the Center for Public Diplomacy, NSU and the Consortium of Russian Universities for the Development of Cooperation with African Countries.

    An impressive delegation from African countries plans to take part in the forum:

    — Ambassadors Extraordinary and Plenipotentiary to the Russian Federation of the following countries: Republic of Mali, Republic of Chad, Republic of Guinea, Burkina Faso, Republic of Niger, Rwanda, Namibia, Angola and Ghana.

    — Ministers of Education of the Republic of Chad, the Republic of Guinea and Burkina Faso, Ministers of Industry, Digitalization and Agriculture of Burkina Faso.

    — The Presidents of the Academies of Sciences of Mali, Burkina Faso and Niger, the Rectors of the Abdou Moumouni University and the University of Agadez (both from the Republic of Niger).

    — Heads of the national oil companies of Burkina Faso and Niger.

    — Mayor of the city of Ouagadougou (the capital of Burkina Faso).

    Let us recall that the first forum “Russia-Africa” was held last year on the initiative of NSU and the Center for Public Diplomacy. One of the results was the creation of a Consortium of Russian Universities for the development of cooperation with African countries.

    This year, the Consortium members will analyze the current interaction of Russian universities with African countries, discuss the challenges and obstacles that hinder mutually beneficial cooperation, identify key areas and formulate a roadmap (work plan) for the Consortium for the next year. The roadmap will be based on a systemic approach that ensures the consolidation of efforts by Russian universities and the unification of actions at all levels – from government agencies to the universities themselves. The implementation of the proposed measures will improve the quality of education and improve the culture of mutual understanding between the regions. The implementation of these initiatives will strengthen Russia’s position on the African continent and will become the basis for the further development of bilateral relations.

    The Forum also plans to discuss joint work in the areas of school and secondary specialized education. The Center for Public Diplomacy and NSU plan to hold talks with the Minister of Secondary Education, Vocational and Technical Training of Burkina Faso Boubacar Sawadogo on the possibilities of cooperation and to develop an algorithm for joint actions.

    The following are promising educational projects in African countries:

    — The “Russian Teacher Abroad” program, within the framework of which students from the pilot international class of the African school will study the Russian language.

    — A program for training foreign students in working specialties under joint educational programs of African and Novosibirsk colleges. Those who successfully complete the training will be able to continue their studies at Novosibirsk universities. The pilot project includes colleges implementing training in agricultural, technical and natural science areas.

    — The African continent is a priority region for the export of Russian education. Since 2024, NSU has been actively developing cooperation with African countries. In this context, agreements were signed with Thomas Sankara University (Burkina Faso) and Abdou Moumouni University (Niger). From December 2024 to July 2025, a preparatory department in the medical and biological profile operated jointly with the Russian House in Niger, in which 24 people studied. From March to the end of July 2025, online courses in the Russian language were opened at Thomas Sankara University, which were completed by 50 bachelors and masters. The next stage will be the organization of preparatory courses in the medical and biological profile, after which students will be able to continue their studies at NSU. The University also plans to organize scientific internships for young scientists and graduate students from Burkina Faso for 3-6 months, said Evgeny Sagaydak, Head of the Education Export Department at NSU.

    Another interesting project is the preliminary agreement reached between NSU and the University of Saint Dominic (USDAO) from Burkina Faso on joint training of medical personnel for this West African state. The cooperation agreement between the universities may be signed this summer.

    Please note: This information is raw content obtained directly from the source of the information. It is an accurate report of what the source claims and does not necessarily reflect the position of MIL-OSI or its clients.

    .

    MIL OSI Russia News

  • MIL-OSI USA: Senator Murray, British Columbia Premier Eby, WA Small Businesses Speak Out About How Trump’s Reckless Trade War with Canada is Creating Chaos, Hurting Business, and Raising Costs

    US Senate News:

    Source: United States Senator for Washington State Patty Murray

    ICYMI: Senator Murray Hears from Mayors and Business Leaders About How Trump’s Trade War is Hurting Border Communities in Northwest Washington

    AP: Trump’s 35% Canada tariff plan deepens a rift between the neighbors

    ***WATCH HERE; DOWNLOAD HERE***

    Washington, D.C. –  Today, U.S. Senator Patty Murray (D-WA), Vice Chair of the Senate Appropriations Committee, held a virtual press conference with British Columbia Premier David Eby and Washington state business leaders to sound the alarm on how President Trump’s trade war with Canada is driving down business and creating chaos for families, small businesses, and economies on both sides of the border.

    Canada is the second-largest export market for Washington state, exporting $7.9 billion in goods and $2.2 billion in services annually. Washington state imports $17.8 billion in goods from Canada each year, with energy imports accounting for 54 percent of that total. 608 Canadian-owned companies employ 25,050 workers in Washington state. Canada is also the largest source of international visitors to the U.S., accounting for 20.4 million visits and $20.5 billion in spending in 2024. The Bureau of Transportation Statistics reported a 35 percent drop in border crossings into the U.S. through the Peace Arch and Pacific Highway Crossings in Washington state this May, compared to the same month last year. Additional data on trade between Washington state and Canada is available HERE.  

    President Trump recently announced a plan to impose 35 percent tariffs across-the-board on imports from Canada beginning August 1st. This comes after Trump has already applied 50 percent tariffs on steel and aluminum—of which Canada is the largest exporter to the United States—and 25 percent duties on cars, excluding U.S. made parts. Yesterday, after a meeting with Canada’s political leaders—including Premier Eby—Prime Minister Mark Carney downplayed the chances of success in talks aimed at reaching a trade deal with President Trump.

    “Canada isn’t just a trading partner for us—it is our ally, and they are our neighbor. We have friends, and families that span that northern border. We have supply lines and businesses that depend on the open flow of trade, tourism, and goodwill between our countries,” Senator Murray said at the press conference today. “Canada is one of our largest trading partners—accounting for, every year, nearly $8 billion in exports including our seafood, apples, and airplane parts and more than $2 billion in cross-border tourism and business. Not to mention we actually import nearly $18 billion in goods from Canada each year. So, for us, having Trump throw a tantrum with these tariffs is really throwing a wrench into our businesses that have operated for decades, and throwing communities on both sides of the border into chaos, and really throwing our neighborly way of life into jeopardy.”

    “Here’s what Trump needs to understand: this is not reality TV. It is actual reality,” Senator Murray continued. “These aren’t people playing ‘businessman’—they are trying to run actual businesses, that employ actual Americans. Unlike him, they don’t thrive on outrage. And they do not want any drama, they need certainty, they need common sense. And they need policies that bring in customers, not drive them away, and bring prices down, not drive them up. So, I want you all to know I am going to keep fighting in Congress to put an end to these pointless tariffs that are making life harder for people on both sides of our border. And I will keep pushing for legislation to reassert Congress’s power over tariff policy. It is beyond clear we cannot entrust this responsibility to a President who is toggling economic policies on and off like a kid with a joystick.”

    “We have a long and happy relationship with the American people; they’re our friends, our family members and coworkers. President Trump’s actions have broken our trust with his government, but they’ll never shake our relationship with our closest neighbours. I am grateful for Senator Murray’s leadership at this time in calling out a President that ran on an affordability agenda and is now bringing in tariffs that are raising the price of everyday goods for hard working families,” said David Eby, Premier of British Columbia.  

    “President Trump seems to have created the 51st state that he was talking about, which is the great state of uncertainty. And this is affecting all of us and that we predict that in 2025 alone, that tariffs will cost SEL $100 million in unanticipated federal taxes. These $100 million, divided by our 7000 owners, is a hit of $14,000 per employee around the world. And I agree so much with Senator Murray that the best thing we can do is to support the efforts by Democrats and Republicans in both the House and the Senate to restore congressional control over tariffs and block this President and future ones from abusing executive orders, especially here in the case of free trade,” saidDr. Ed Schweitzer, founder of Schweitzer Engineering Laboratories in Pullman.

    “Maintaining good relations with our northern neighbors is paramount to our maritime industry. Along with being a key supplier for vital parts of the industry, our relations also impact negotiations, such as the Pacific Salmon Treaty being negotiated right now. These negotiations and trade rely on goodwill and good relations, and we cannot state enough how much we value our Canadian partners in all sectors of our maritime industry here in the United States,” said Dan Tucker, Executive Director of the Whatcom Working Waterfront Coalition.

    Washington state has one of the most trade-dependent economies of any state in the country, with 40 percent of jobs in the state tied to international commerce. Washington state is the top U.S. producer of apples, blueberries, hops, pears, spearmint oil, and sweet cherries—all of which risk losing vital export markets due to retaliatory tariffs from key trading partners including Canada. Additionally, more than 12,000 small and medium-sized companies in Washington state export goods and will struggle to absorb the impact of retaliatory tariffs. Trump’s tariffs during his first term were extremely costly for Washington state—for example, India imposed a 20 percent retaliatory tariff on U.S. apples, causing Washington apple shipments to India to fall by 99 percent and growers to lose hundreds of millions of dollars in exports.

    Senator Murray has been a vocal opponent of Trump’s chaotic trade war and has been constantly lifting up the voices of people in every corner of Washington state who are being harmed by this administration’s approach to trade. Senator Murray continues to call on Republicans to end Trump’s trade war—which Congress has the power to do—and take back Congress’ Constitutionally-granted power to impose tariffs. Earlier this year—among many other events—Senator Murray brought together leaders across Washington state to highlight how Trump’s ongoing trade war is already a devastating hit to Washington state’s economy, businesses, and our agriculture sector, and held a roundtable discussion in Blaine on how Trump’s chaotic trade war and senseless tariffs are specifically hurting Washington state’s border communities and local businesses. Senator Murray has also taken to the Senate floor to lay out how Trump’s chaotic trade war is seriously threatening our economy, American businesses, families’ retirement savings, and so much else.

    Senator Murray’s full remarks, as delivered, are below and video is HERE:

    “Thank you everyone for joining us today.

    “You know for a so-called businessman, President Trump doesn’t seem to know the first thing about running a business—then again, maybe that explains his six bankruptcies. But besides that, every time Trump opens his mouth, he is demonstrating that he doesn’t understand how tariffs work and doesn’t care if his absurd tax hikes are hurting our economy and our small businesses. The reality is plain as day. Especially in places like Washington state where we are on the front line of a trade war with our neighbors that nobody asked for.

    “Canada isn’t just a trading partner for us—it is our ally, and they are our neighbor. We have friends, and families that span that northern border. We have supply lines and businesses that depend on the open flow of trade, tourism, and goodwill between our countries.

    “Canada is one of our largest trading partners—accounting for, every year, nearly $8 billion in exports including our seafood, apples, and airplane parts and more than $2 billion in cross-border tourism and business. Not to mention we actually import nearly $18 billion in goods from Canada each year.  

    “So, for us, having Trump throw a tantrum with these tariffs is really throwing a wrench into our businesses that have operated for decades, and throwing communities on both sides of the border into chaos, and really throwing our neighborly way of life into jeopardy.

    “How are farmers supposed to stay afloat when Trump just jacked up the cost of the supplies they need, at the same time that he is driving some of their best customers away?

    “How are businesses and factories supposed to keep the lights on when their supply chains are being disrupted, and their inputs—like energy, and steel, and aluminum—keep getting more expensive?

    “How are hotels and towns that are fueled by tourism supposed to keep their doors open, when cancellations are going up, bookings are going down, and 75 percent of Canadian travelers who weregoing to visit the U.S. are deciding they’d now rather go somewhere the President doesn’t constantly attack?

    “So, let’s be clear, these aren’t hypothetical questions. They are the cold, hard realities Trump is forcing onto our communities. It doesn’t take much imagination to see how hard Trump’s trade war is making life for people—especially for our border communities.

    “All you have to do is listen. Talk to ferry operators, who are feeling the squeeze of reduced travel. Talk to community leaders in Bellingham and Whatcom County, where 12 percent of taxable retail sales came from Canadians. Talk to business owners in Point Roberts, which just completely depends on Canadian trade and tourism.

    “I have been telling this over and over to my colleagues and anyone who will listen. If you want to understand the real cost of what is happening, come to Washington state, talk to people on the front lines of this pointless, painful trade war.

    “And that’s exactly why we are having this call today. To put a spotlight on what we are seeing on both sides of the border; to make more of these voices heard; to raise the alarm; and maybe even offer a little economics lesson to Trump—since he appears to need it.

    “When you raise the costs for small businesses—which is exactly what tariffs do, when you drive away loyal customers, and trading partners—which is exactly what happens when you toss up barriers and toss out insults—you make life harder, and you raise costs for everyday Americans. It is very clear that President Trump wants to treat tariffs like a reality TV show, constantly playing up the outrage and the uncertainty of the ‘Will he? Won’t he?’ drama that he seems to like living in. But the questions that I am hearing when I talk to folks home in Washington state, are more like, ‘Why on Earth would he do this?’ and ‘What the heck is he thinking?’ and ‘How am I going to be able to afford this?’

    “Because here’s what Trump needs to understand: this is not reality TV. This is actual reality. These aren’t peopleplaying ‘businessman’—they are trying to run actual businesses, that employ actual Americans. Unlike him, they don’t thrive on outrage. And they do not want any drama, they need certainty, they need common sense. And they need policies that bring in customers, not drive them away, and bring prices down, not drive them up.

    “So, I want you all to know I am going to keep fighting in Congress to put an end to these pointless tariffs that are making life harder for people on both sides of our border. And I will keep pushing for legislation to reassert Congress’s power over tariff policy.

    “It is beyond clear we cannot entrust this responsibility to a President who is toggling economic policies on and off like a kid with a joystick.

    “We have got to keep talking about this, which is why we are having this call today, until more of my Republican colleagues get the message. And I thank everybody who’s participating in this today to talk about what you are seeing.

    “So, I’m joined on this call by British Columbia Premier David Eby, he will be speaking next. As I’ve told him in the past, I appreciate our relationship and thank you for working with us on this. It’s a joy to have you on this call.”

    MIL OSI USA News

  • MIL-OSI China: China unveils guideline on advancing high-quality development of copyright sector

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

    China unveils guideline on advancing high-quality development of copyright sector

    China has unveiled a guideline on accelerating the high-quality development of the copyright industry, calling for strong protection related to new sectors by optimizing relevant legal systems and policies.

    The 20-article guideline was issued on Wednesday by the National Copyright Administration on its website, aiming to comprehensively enhance the levels of the country’s copyright creation, utilization, protection, management, and services.

    While pledging to strengthen copyright protection in news fields such as blockchain, big data, cloud computing and artificial intelligence, the guideline also requires greater efforts to protect copyrights in areas such as sports events, entertainment shows and livestreaming.

    Additionally, copyright protection should be further enhanced in the fields of film and television, online audiovisual content, internet literature, e-commerce and search engines, according to the guideline.

    It also orders copyright administrators nationwide to increase information sharing and piracy clues with judicial, cyberspace, cultural and market regulation authorities, so that the copyright industry can be promoted in a healthy manner.

    Furthermore, it calls on all copyright regulators across the country to actively participate in multilateral cooperation with international organizations, including the World Intellectual Property Organization and the World Trade Organization, holding high-level copyright conversations with nations involved in the Belt and Road Initiative.

    It emphasizes the importance of enhancing the awareness of copyright protection among young people, encouraging better use of various new media platforms and innovative approaches to help children understand more about copyrights.

    MIL OSI China News

  • MIL-OSI China: Half a century on, China-EU ties require collaboration rather than division

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

    Flight MU845 headed for Paris is set to depart Nanjing Lukou International Airport in Nanjing, east China’s Jiangsu Province, late July 8, 2025. [Photo/Xinhua]

    This year marks the 50th anniversary of diplomatic ties between China and the European Union (EU), a milestone in a relationship that has matured through dialogue, cooperation and mutual benefit.

    As the international landscape grows increasingly fraught, the anniversary offers a timely reminder: China is a critical partner to Europe, not a systemic rival.

    That distinction matters. Despite occasional disagreements, the relationship between China and Europe is underpinned by a wide range of shared interests, including trade, climate, and global governance. These areas of common ground should not be eclipsed by isolated points of friction.

    From just 2.4 billion U.S. dollars in trade in 1975 to nearly 785 billion dollars in 2024, China-EU economic ties have become one of the most vibrant engines of global growth. Tens of thousands of freight trains have linked Chinese cities with over two dozen European countries. Investment flows have steadily expanded. Tourism, education, and people-to-people exchanges are flourishing. Such a relationship is not adversarial but essential.

    Admittedly, like all major economic players, China and the EU do not agree on everything. But disagreement does not equal confrontation. In fact, it is through dialogue that differences can be managed, and mutual interests enhanced.

    Some in Europe express concerns over so-called trade imbalances and follow Washington’s talk of “de-risking” and “de-coupling from China.” But such concerns often miss the broader picture.

    The EU has long benefited from its trade with China, not only through exports of goods but through the access its businesses enjoy in a vast and evolving market. From luxury brands and automobiles to pharmaceuticals and engineering, European firms have built a strong presence in China.

    Moreover, trade is not merely about goods. Services such as education, travel and tourism, where Europe enjoys clear advantages, have formed a growing and vital part of bilateral exchanges. Chinese tourists, students, and business travelers have made meaningful contributions to Europe’s economy and cultural life.

    China and Europe also share common principles. Both advocate for multilateralism, a UN-centered international system, and a multilateral trade regime with the World Trade Organization (WTO) at its core. Both support multipolarity and globalization. Both are committed to tackling climate change and development deficits — real challenges that demand cooperation, not confrontation.

    China, which does not seek dominance in global affairs, has never imposed its choices on Europe, nor has it blamed the EU for its domestic challenges. On the contrary, China has consistently supported a strong, united and strategically autonomous Europe. China firmly believes that Europe is a critical pole in a multipolar world and a key partner in promoting a more inclusive and just global order.

    China’s pursuit of high-quality development aligns naturally with Europe’s goals of a green transition and renewed competitiveness. Despite differences on certain issues, China’s door to Europe remains open. It will continue to expand cooperation in areas ranging from green development to digital innovation, and from AI governance to upholding a free and open world economy.

    The significance of China-EU ties extends far beyond bilateral interests. Whether in green supply chains, creating joint technological standards, or climate governance, each area of cooperation sends a signal of hope and stability to a world in flux.

    As global climate change think tank E3G rightly pointed out, China and the EU are clean-tech powerhouses and agenda-setters in global climate policy. Allowing geopolitical tensions or trade frictions to derail this cooperation would be a serious strategic mistake.

    The relationship needs more trust, not suspicion; more bridges, not barriers. This requires a return to the original spirit of China-EU engagement based on mutual respect, mutual benefit and shared progress.

    As former EU official Gerhard Stahl noted, framing China as a “systemic rival” has done more to fuel misunderstanding than to foster constructive engagement. China, one of Europe’s most important partners, offers long-term predictability and enormous opportunity. The prospects for China-EU relations are brighter than ever. 

    MIL OSI China News

  • MIL-OSI China: Hainan’s customs closure operation fuels global trade growth

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

    The island-wide independent customs operation is a crucial step in a broader strategy to establish Hainan as a premier high-level Free Trade Port by 2050. Let’s delve into the specifics of this operation and examine the significant achievements of the Hainan Free Trade Port over the past seven years.

    MIL OSI China News

  • MIL-OSI New Zealand: Economics – Tariffs and uncertainty likely to dampen medium-term inflation pressures – Reserve Bank of NZ

    Source: Reserve Bank of New Zealand

    24 July 2025 – Global tariffs and economic uncertainty are likely to mean less inflation pressures in New Zealand and a pullback in business investment and household spending, RBNZ Chief Economist Paul Conway says.

    However, the economy is currently supported by high export prices and lower interest rates, he says.  

    In a speech delivered to Business New Zealand in Wellington today, Mr Conway says that as a small, open economy, we are heavily influenced by global developments.

    “Being tied in with the global economy helps us prosper. It also means that when something big happens offshore, such as the imposition of tariffs, its ripple effects impact the New Zealand economy,” he says.

    The US has made a decisive shift towards a more trade protectionist stance, which is a major change in the global trading environment with significant implications for the global economy, Mr Conway says.

    Tariffs may make global supply chains less efficient and could nudge up the cost of imports. This is why tariffs are expected to add to inflation pressures in the US.

    But for New Zealand, the main impact is likely to be weaker global growth, which could reduce demand for our exports and lower import prices. Import prices could fall further as other countries redirect their exports away from the US. This is expected to reduce inflation pressures here.

    At the same time, uncertainty is elevated, making it harder for households and businesses to plan.

    “When businesses aren’t sure what’s coming, they hold off hiring and delay big investments. Households tend to respond to increased uncertainty by putting off big sp

    MIL OSI New Zealand News

  • MIL-OSI China: China calls for opposition to unilateral tariffs, defense of multilateral trading system at WTO

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

    China has called for opposition to unilateral tariff actions and the defense of the multilateral trading system at a two-day meeting of the World Trade Organization’s (WTO) General Council, which concluded on Wednesday.

    In a statement presented at the meeting, the Chinese delegation noted that global trade turbulence is intensifying, marked by rising uncertainty and increased risks of fragmentation.

    In recent months, new unilateral tariff measures have continued to emerge, and the volume of trade affected by restrictive measures has reached 2.7 trillion U.S. dollars, the highest level since statistics became available in 2009, the delegation said.

    Against this backdrop, the delegation called on WTO members to strengthen solidarity and cooperation, and to more effectively support the multilateral trading system.

    The delegation elaborated on a three-pronged “SDR” framework previously proposed by China, namely “Stability as the cornerstone, Development as the priority, and Reform as the pathway,” noting that the proposed efforts include jointly upholding WTO principles such as the most-favored-nation (MFN) treatment and non-discrimination, supporting the integration of developing members into the multilateral trading system, and advancing in-depth WTO reform.

    The delegation stressed that bilateral agreements reached or related measures taken by relevant members to ease trade tensions must comply with WTO rules.

    The delegation also suggested that the WTO Secretariat strengthen its monitoring and analysis of unilateral measures and bilateral agreements, and promptly inform members of their impact, especially the potential negative spillover effects on third-party members.

    Brazil, the European Union, Australia, New Zealand, Russia, Venezuela and other WTO members stated at the meeting that escalating trade turbulence is not in the common interest of members. Unilateral tariff measures, they noted, undermine the foundation of multilateral rules, significantly raise costs for businesses and consumers, and particularly hinder the economic growth and social development of vulnerable developing members.

    Given the current circumstances, they emphasized that upholding the multilateral trading system has become more critical than ever. 

    MIL OSI China News

  • MIL-OSI USA News: Fact Sheet: President Donald J. Trump Promotes the Export of American AI Technologies

    Source: US Whitehouse

    PROMOTING THE EXPORT OF AMERICAN AI: Today, President Donald J. Trump signed an Executive Order to support the American AI industry by promoting the export of full-stack American AI technology packages to allies and partners worldwide.

    • The Order directs the Secretary of Commerce to establish and implement the American AI Exports Program to support the development and deployment of U.S. full-stack AI export packages.
      • These full-stack, end-to-end packages include hardware, data systems, AI models, cybersecurity measures, applications for sectors like healthcare, education, agriculture, and transportation, and more.
      • The packages must comply with export controls and other relevant requirements.
    • The Order directs the Secretary of Commerce to review and select proposals that will receive export support from the Economic Diplomacy Action Group, such as loans, guarantees, and technical assistance.

    SUPPORTING THE U.S. AI INDUSTRY: President Trump is advancing American leadership in AI to secure economic growth, national security, and global competitiveness.

    • AI is a foundational technology that will shape the future of innovation, defense, and prosperity for decades to come.
    • The United States must lead in developing and deploying AI technologies, standards, and governance models to reduce global reliance on systems from adversarial nations.
    • By exporting American AI, the U.S. will strengthen ties with allies, promote U.S. standards and governance models, and maintain technological dominance.
    • This initiative supports U.S. businesses, including small businesses, by facilitating investment in AI development and infrastructure, ensuring America remains the global leader in AI innovation.

    MAKING AMERICA THE GLOBAL LEADER IN AI: President Trump has made American leadership in AI a national priority.

    • President Trump signed the first-ever Executive Order on AI in 2019 recognizing the paramount importance of American AI leadership to the economic and national security of the United States.
      • In historic actions, the Trump Administration established the first-ever national AI research institutes, strengthened American leadership in AI technical standards, and issued the world’s first AI regulatory guidance to govern AI development in the private sector.
    • President Trump also took executive action in 2020 to establish the first-ever guidance for Federal agency adoption of AI to more effectively deliver services to the American people and foster public trust in this critical technology.
    • In January 2025, President Trump signed an Executive Order to reverse harmful Biden Administration AI policies and enhance America’s global AI dominance.
    • In April 2025, President Trump signed an Executive Order to advance AI education for America’s youth.

    MIL OSI USA News

  • MIL-OSI USA News: Promoting The Export of the American AI Technology Stack

    Source: US Whitehouse

    By the authority vested in me as President by the Constitution and the laws of the United States of America, including section 301 of title 3, United States Code, it is hereby ordered:

    Section 1Purpose.  Artificial intelligence (AI) is a foundational technology that will define the future of economic growth, national security, and global competitiveness for decades to come.  The United States must not only lead in developing general-purpose and frontier AI capabilities, but also ensure that American AI technologies, standards, and governance models are adopted worldwide to strengthen relationships with our allies and secure our continued technological dominance.  This order establishes a coordinated national effort to support the American AI industry by promoting the export of full-stack American AI technology packages.

    Sec. 2Policy.  It is the policy of the United States to preserve and extend American leadership in AI and decrease international dependence on AI technologies developed by our adversaries by supporting the global deployment of United States-origin AI technologies.

    Sec. 3Establishment of the American AI Exports Program.  (a)  Within 90 days of the date of this order, the Secretary of Commerce shall, in consultation with the Secretary of State and the Director of the Office of Science and Technology Policy (OSTP), establish and implement the American AI Exports Program (Program) to support the development and deployment of United States full-stack AI export packages.

    (b)  The Secretary of Commerce shall issue a public call for proposals from industry-led consortia for inclusion in the Program.  The public call shall require that each proposal must:

    (i)    include a full-stack AI technology package, which encompasses:

    (A)  AI-optimized computer hardware (e.g., chips, servers, and accelerators), data center storage, cloud services, and networking, as well as a description of whether and to what extent such items are manufactured in the United States;

    (B)  data pipelines and labeling systems;

    (C)  AI models and systems;

    (D)  measures to ensure the security and cybersecurity of AI models and systems; and

    (E)  AI applications for specific use cases (e.g., software engineering, education, healthcare, agriculture, or transportation);

    (ii)   identify specific target countries or regional blocs for export engagement;

    (iii)  describe a business and operational model to explain, at a high level, which entities will build, own, and operate data centers and associated infrastructure;

    (iv)   detail requested Federal incentives and support mechanisms; and

    (v)    comply with all relevant United States export control regimes, outbound investment regulations, and end-user policies, including chapter 58 of title 50, United States Code, and relevant guidance from the Bureau of Industry and Security within the Department of Commerce.

    (c)  The Department of Commerce shall require proposals to be submitted no later than 90 days after the public call for proposals is issued, and shall consider proposals on a rolling basis for inclusion in the Program.

    (d)  The Secretary of Commerce shall, in consultation with the Secretary of State, the Secretary of Defense, the Secretary of Energy, and the Director of OSTP, evaluate submitted proposals for inclusion under the Program.  Proposals selected by the Secretary of Commerce, in consultation with the Secretary of State, the Secretary of Defense, the Secretary of Energy, and the Director of OSTP, will be designated as priority AI export packages and will be supported through priority access to the tools identified in section 4 of this order, as consistent with applicable law.

    Sec. 4Mobilization of Federal Financing Tools.  (a)  The Economic Diplomacy Action Group (EDAG), established in the Presidential Memorandum of June 21, 2024, chaired by the Secretary of State, in consultation with the Secretary of Commerce and the United States Trade Representative, and as described in section 708 of the Championing American Business Through Diplomacy Act of 2019 (Title VII of Division J of Public Law 116-94) (CABDA), shall coordinate mobilization of Federal financing tools in support of priority AI export packages.  

    (b)  I delegate to the Administrator of the Small Business Administration and the Director of OSTP the authority under section 708(c)(3) of CABDA to appoint senior officials from their respective executive departments and agencies to serve as members of the EDAG. 

    (c)  The Secretary of State, in consultation with the EDAG, shall be responsible for:

    (i)    developing and executing a unified Federal Government strategy to promote the export of American AI technologies and standards;

    (ii)   aligning technical, financial, and diplomatic resources to accelerate deployment of priority AI export packages under the Program;

    (iii)  coordinating United States participation in multilateral initiatives and country-specific partnerships for AI deployment and export promotion;

    (iv)   supporting partner countries in fostering pro‑innovation regulatory, data, and infrastructure environments conducive to the deployment of American AI systems;

    (v)    analyzing market access, including technical barriers to trade and regulatory measures that may impede the competitiveness of United States offerings; and

    (vi)   coordinating with the Small Business Administration’s Office of Investment and Innovation to facilitate, to the extent permitted under applicable law, investment in United States small businesses to the development of American AI technologies and the manufacture of AI infrastructure, hardware, and systems.

    (d)  Members of the EDAG shall deploy, to the maximum extent permitted by law, available Federal tools to support the priority export packages selected for participation in the Program, including direct loans and loan guarantees (12  U.S.C. 635); equity investments, co-financing, political risk insurance, and credit guarantees (22  U.S.C. 9621); and technical assistance and feasibility studies (22 U.S.C. 2421(b)).

    Sec. 5General Provisions.  (a)  Nothing in this order shall be construed to impair or otherwise affect:

    (i)   the authority granted by law to an executive department or agency, or the head thereof; or

    (ii)  the functions of the Director of the Office of Management and Budget relating to budgetary, administrative, or legislative proposals.

    (b)  This order shall be implemented consistent with applicable law and subject to the availability of appropriations.

    (c)  This order is not intended to, and does not, create any right or benefit, substantive or procedural, enforceable at law or in equity by any party against the United States, its departments, agencies, or entities, its officers, employees, or agents, or any other person.

    (d)  The costs for publication of this order shall be borne by the Department of Commerce.

                                  DONALD J. TRUMP

    THE WHITE HOUSE,

        July 23, 2025.

    MIL OSI USA News

  • MIL-OSI: Subsea 7 S.A. Notice of Extraordinary General Meeting

    Source: GlobeNewswire (MIL-OSI)

    NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, OR IN ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW

    Luxembourg – 24 July 2025 – Subsea 7 S.A. (Oslo Børs: SUBC, ADR: SUBCY) (the Company) today published and distributed to eligible holders of common shares the notice of meeting for an extraordinary general meeting of shareholders (the EGM). The purpose of the EGM is to consider the proposed combination between Subsea7 and Saipem SpA.

    The EGM is scheduled to take place at 15:00 (local time) on 25 September 2025 at 5, place Winston Churchill, L-1340 Luxembourg.

    The holders of common shares on record at the close of business on 11 September 2025 will be entitled to vote. The deadline for submission of votes for holders of common shares is 19 September 2025.

    The notice of meeting and supporting materials, including the common merger plan, the report of the board of directors with respect to the common merger plan, and the reports of the respective independent experts of the Company and Saipem SpA, will shortly be available on the Company’s website, subsea7.com.

    The EGM agenda includes the proposal to distribute a dividend of €450m, equating to approximately NOK 18.00 per share as at today’s date.  This distribution is in accordance with the terms of the merger with Saipem S.p.A., conditional on completion of the merger and expected to be paid immediately before the proposed merger effective date.

    In addition, the EGM agenda includes a proposal to distribute a special dividend of €105m, equating to approximately NOK 4.15 per share, as at today’s date.  This distribution is related to a permitted business divestment in accordance with the merger agreement with Saipem SpA.  The distribution is expected to be paid after closing of the relevant transaction or (if earlier) immediately before the proposed merger effective date.

    The key dates relating to both proposed dividends shall be published as soon as these dates are fixed.

    *******************************************************************************
    Subsea7 is a global leader in the delivery of offshore projects and services for the evolving energy industry, creating sustainable value by being the industry’s partner and employer of choice in delivering the efficient offshore solutions the world needs.

    Subsea7 is listed on the Oslo Børs (SUBC), ISIN LU0075646355, LEI 222100AIF0CBCY80AH62.

    *******************************************************************************

    Contact for investment community enquiries:
    Katherine Tonks
    Investor Relations Director
    Tel +44 20 8210 5568
    ir@subsea7.com

    No Offer or Solicitation

    This document is not an offer of merger consideration shares in the United States. Neither the merger consideration shares nor any other securities have been or will be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and neither the merger considerations shares nor any other securities may be offered, sold or delivered within or into the United States, except pursuant to a registration statement filed pursuant to the Securities Act or an applicable exemption from registration or in a transaction otherwise not subject to the Securities Act. This document must not be forwarded, distributed or sent, directly or indirectly, in whole or in part, in or into the United States. This document does not constitute an offer of or an invitation by or on behalf of, Saipem or Subsea7, or any other person, to purchase any securities.

    This information is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act.
    This stock exchange release was published by Katherine Tonks, Investor Relations, Subsea7, on 24 July 2025 at 00:40

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    The MIL Network

  • MIL-OSI: Northfield Bancorp, Inc. Announces Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    NOTABLE ITEMS FOR THE QUARTER INCLUDE:

    • DILUTED EARNINGS PER SHARE WERE $0.24 FOR THE CURRENT QUARTER COMPARED TO $0.19 FOR THE TRAILING QUARTER, AND $0.14 FOR THE SECOND QUARTER OF 2024.
    • NET INTEREST MARGIN INCREASED BY 19 BASIS POINTS TO 2.57% FOR THE CURRENT QUARTER COMPARED TO 2.38% FOR THE TRAILING QUARTER, AND BY 48 BASIS POINTS COMPARED TO 2.09% FOR THE SECOND QUARTER OF 2024, DRIVEN BY LOWER FUNDING COSTS AND HIGHER YIELDS ON INTEREST-EARNING ASSETS.
    • COST OF DEPOSITS, EXCLUDING BROKERED DEPOSITS, AT JUNE 30, 2025 WAS 1.88% AS COMPARED TO 1.94% AT MARCH 31, 2025.
    • ASSET QUALITY IMPROVED WITH NON-PERFORMING LOANS TO TOTAL LOANS AT 0.36% AT JUNE 30, 2025 COMPARED TO 0.48% AT MARCH 31, 2025.
    • THE COMPANY MAINTAINED STRONG LIQUIDITY WITH OVER $800 MILLION IN UNPLEDGED AVAILABLE-FOR-SALE SECURITIES AND LOANS READILY AVAILABLE-FOR-PLEDGE OF APPROXIMATELY $1 BILLION.
    • A $10.0 MILLION REPURCHASE PLAN APPROVED ON APRIL 23, 2025 WAS COMPLETED DURING THE CURRENT QUARTER AS THE COMPANY REPURCHASED 862,469 SHARES.
    • CASH DIVIDEND DECLARED OF $0.13 PER SHARE OF COMMON STOCK, PAYABLE ON AUGUST 20, 2025, TO STOCKHOLDERS OF RECORD AS OF AUGUST 6, 2025.

    WOODBRIDGE, N.J., July 23, 2025 (GLOBE NEWSWIRE) — NORTHFIELD BANCORP, INC. (Nasdaq:NFBK) (the “Company”), the holding company for Northfield Bank, reported net income of $9.6 million, or $0.24 per diluted share, for the three months ended June 30, 2025, compared to $7.9 million, or $0.19 per diluted share, for the three months ended March 31, 2025, and $6.0 million, or $0.14 per diluted share, for the three months ended June 30, 2024. For the six months ended June 30, 2025, net income totaled $17.4 million, or $0.43 per diluted share, compared to $12.2 million, or $0.29 per diluted share, for the six months ended June 30, 2024. For the three and six months ended June 30, 2025, net income included $580,000 of additional tax expense related to options that expired in May 2025. For the three and six months ended June 30, 2024, net income included $795,000 of additional tax expense related to options that expired in June 2024, and $683,000 of severance expense. The increase in net income for the current quarter and the six months ended June 30, 2025, as compared to the comparable prior year periods was primarily due to an increase in net interest income, attributable to lower funding costs and higher yields on loans and securities, partially offset by an increase in the provision for credit losses on loans.

    Commenting on the quarter, Steven M. Klein, the Company’s Chairman and Chief Executive Officer, noted, “Our strong financial results reflect the continued execution of our strategic initiatives, focused on prudent and disciplined lending and deposit gathering, net interest margin expansion, and expense discipline.” Mr. Klein further noted, “I’m pleased to report that we continue to deploy our substantial capital base, including through stock repurchases of $15.0 million for the year and the declaration of a quarterly cash dividend of $0.13 per common share, payable August 20, 2025, to stockholders of record on August 6, 2025.”

    Results of Operations

    Comparison of Operating Results for the Six Months Ended June 30, 2025 and 2024

    Net income was $17.4 million and $12.2 million for the six months ended June 30, 2025 and June 30, 2024, respectively. Significant variances from the comparable prior year period are as follows: a $9.6 million increase in net interest income, a $4.9 million increase in the provision for credit losses on loans, a $1.3 million increase in non-interest income, a $920,000 decrease in non-interest expense, and a $1.7 million increase in income tax expense.

    Net interest income for the six months ended June 30, 2025, increased $9.6 million, or 17.0%, to $66.2 million, from $56.6 million for the six months ended June 30, 2024 due to a $6.0 million decrease in interest expense and a $3.6 million increase in interest income. The decrease in interest expense was primarily due to a decrease in the average balance of interest-bearing liabilities of $141.5 million, or 3.3%, as well as a decrease in the cost of interest-bearing liabilities, which decreased by 18 basis points to 2.74% for the six months ended June 30, 2025, from 2.92% for the six months ended June 30, 2024. The average balance of interest-bearing liabilities decreased primarily due to a $378.9 million, or 35.2%, decrease in the average balance of borrowed funds, partially offset by a $237.2 million, or 7.5%, increase in the average balance of interest-bearing deposits, primarily certificates of deposit. The decrease in the cost of interest-bearing liabilities was driven primarily by an eight basis point decrease in the cost of interest-bearing deposits to 2.47% from 2.55% and a four basis point decrease in the cost of borrowings to 3.83% from 3.87%. The increase in interest income was primarily due to a 25 basis point increase in the yield on interest-earning assets, due to higher yields on mortgage-backed securities and loans, partially offset by a $128.0 million, or 2.3%, decrease in the average balance of interest-earning assets. The decrease was primarily due to decreases in the average balance of loans of $175.5 million, the average balance of other securities of $275.8 million, and the average balance of interest-earning deposits in financial institutions of $128.1 million, partially offset by an increase in the average balance of mortgage-backed securities of $453.4 million. The changes reflect the purchase of higher-yielding mortgage-related securities with excess cash and proceeds from the maturities of other securities.

    Net interest margin increased by 42 basis points to 2.48% for the six months ended June 30, 2025, from 2.06% for the six months ended June 30, 2024. The increase in net interest margin was primarily due to higher yields on loans and mortgage-backed securities, coupled with a decrease in the cost of interest-bearing liabilities. Net interest income for the six months ended June 30, 2025, included $609,000 of interest income related to the settlement of a non-accrual loan in May 2025. The Company accreted interest income related to purchased credit-deteriorated (“PCD”) loans of $469,000 for the six months ended June 30, 2025, as compared to $747,000 for the six months ended June 30, 2024. Net interest income for the six months ended June 30, 2025, also included loan prepayment income of $767,000 as compared to $561,000 for the six months ended June 30, 2024.

    The provision for credit losses on loans increased by $4.9 million to $4.7 million for the six months ended June 30, 2025, compared to a benefit of $203,000 for the six months ended June 30, 2024, primarily due to an increase in general reserves related to a worsening macroeconomic forecast in the current quarter within our Current Expected Credit Loss (“CECL”) model, an increase in specific reserves of $1.2 million, changes in model assumptions including a reduction in prepayment speeds, and higher net charge-offs. Partially offsetting the increase in reserves was a decline in loan balances. Net charge-offs were $3.7 million for the six months ended June 30, 2025, primarily due to $3.2 million in net charge-offs on small business unsecured commercial and industrial loans, as compared to net charge-offs of $2.6 million for the six months ended June 30, 2024. Management continues to closely monitor the small business unsecured commercial and industrial loan portfolio, which totaled $24.0 million at June 30, 2025.

    Non-interest income increased by $1.3 million, or 21.0%, to $7.5 million for the six months ended June 30, 2025, compared to $6.2 million for the six months ended June 30, 2024. The increase was primarily due to an increase in income on bank-owned life insurance of $1.4 million, primarily related to the exchange of certain policies in the fourth quarter of 2024 which have higher yields, partially offset by a $178,000 decrease in gains on trading securities. Gains on trading securities in the six months ended June 30, 2025, were $709,000, as compared to gains of $887,000 in the six months ended June 30, 2024. The trading portfolio is utilized to fund the Company’s deferred compensation obligation to certain employees and directors of the plan. The participants of this plan, at their election, defer a portion of their compensation. Gains and losses on trading securities have no effect on net income since participants benefit from, and bear the full risk of changes in the trading securities market values. Therefore, the Company records an equal and offsetting amount in compensation expense, reflecting the change in the Company’s obligations under the plan.

    Non-interest expense decreased by $920,000, or 2.0%, to $44.4 million for the six months ended June 30, 2025, compared to $45.3 million for the six months ended June 30, 2024. The decrease was primarily due to a $650,000 decrease in employee compensation and benefits, primarily due to severance expense of $683,000 which was recorded during the six months ended June 30, 2024, and a $178,000 decrease in deferred compensation expense, which is described above, and had no effect on net income. Partially offsetting the decreases were higher salary expense related to annual merit increases and higher stock compensation expense as the prior year included a credit of $461,000 related to performance stock awards not expected to vest. Additionally, there was a $456,000 decrease in advertising expense attributable to a change in marketing strategy and the timing of specific deposit and lending campaigns, and a $311,000 decrease in other expense. Partially offsetting the decreases was a $485,000 increase in professional fees related to outsourced audit services and recruitment fees.

    The Company recorded income tax expense of $7.2 million for the six months ended June 30, 2025, compared to $5.5 million for the six months ended June 30, 2024. The effective tax rate for the six months ended June 30, 2025, was 29.3% compared to 31.2% for the six months ended June 30, 2024. In May 2025, options granted in 2015 expired and resulted in additional tax expense of $580,000 for the six months ended June 30, 2025, as compared to options granted in 2014 that expired in June 2024 and resulted in additional tax expense of $795,000 for the six months ended June 30, 2024.

    Comparison of Operating Results for the Three Months Ended June 30, 2025 and 2024

    Net income was $9.6 million and $6.0 million for the quarters ended June 30, 2025 and June 30, 2024, respectively. Significant variances from the comparable prior year quarter are as follows: a $5.7 million increase in net interest income, a $2.7 increase in the provision for credit losses on loans, a $1.7 million increase in non-interest income, and a $1.1 million increase in income tax expense.

    Net interest income for the quarter ended June 30, 2025, increased $5.7 million, or 19.9%, to $34.4 million, from $28.7 million for the quarter ended June 30, 2024, due to a $3.5 million decrease in interest expense and a $2.2 million increase in interest income. The decrease in interest expense was primarily due to a decrease in the average balance of interest-bearing liabilities of $177.0 million, or 4.1%, as well as a decrease in the cost of interest-bearing liabilities which decreased by 22 basis points to 2.73% for the three months ended June 30, 2025, from 2.95% for the three months ended June 30, 2024. The average balance of interest-bearing liabilities decreased primarily due to a $344.2 million, or 33.1% decrease in the average balance of borrowed funds, partially offset by a $167.0 million, or 5.2%, increase in the average of interest-bearing deposits. The decrease in the cost of interest-bearing liabilities was driven by an 18 basis point decrease in the cost of interest-bearing deposits to 2.42% from 2.60%, partially offset by a 10 basis point increase in the cost of borrowed funds to 3.98% from 3.88%. The increase in interest income was primarily due to a 28 basis point increase in the yield on interest-earning assets due to higher yields on mortgage-backed securities and loans, partially offset by a $151.7 million, or 2.8%, decrease in the average balance of interest-earning assets. The decrease was primarily due to decreases in the average balance of other securities of $277.3 million, the average balance of loans of $183.3 million and the average balance of interest-earning deposits in financial institutions of $112.0 million, partially offset by an increase in the average balance of mortgage-backed securities of $422.3 million. The changes reflect the purchase of higher-yielding mortgage-related securities with excess cash and proceeds from the maturities of other securities.

    Net interest margin increased by 48 basis points to 2.57% for the quarter ended June 30, 2025, from 2.09% for the quarter ended June 30, 2024. The increase in net interest margin was primarily due to higher yields on loans and mortgage-backed securities, coupled with a decrease in the cost of interest-bearing liabilities. Net interest income for the quarter ended June 30, 2025, included $609,000 of interest income related to the settlement of a non-accrual loan in May 2025. The Company accreted interest income related to PCD loans of $247,000 for the quarter ended June 30, 2025, as compared to $321,000 for the quarter ended June 30, 2024. Net interest income for the quarter ended June 30, 2025, included loan prepayment income of $522,000, as compared to $210,000 for the quarter ended June 30, 2024.

    The provision for credit losses on loans increased by $2.7 million to $2.1 million for the quarter ended June 30, 2025, from a benefit of $618,000 for the quarter ended June 30, 2024, primarily due to an increase in general reserves related to a worsening macroeconomic forecast in the current quarter within our CECL model, an increase in specific reserves of $1.2 million, and changes in model assumptions, including a reduction in prepayment speeds. Partially offsetting the increase in reserves was a decline in loan balances and lower net charge-offs. Net charge-offs were $887,000 for the quarter ended June 30, 2025, primarily due to $879,000 in net charge-offs on small business unsecured commercial and industrial loans, as compared to net charge-offs of $1.6 million for the quarter ended June 30, 2024.

    Non-interest income increased by $1.7 million, or 58.3%, to $4.5 million for the quarter ended June 30, 2025, from $2.9 million for the quarter ended June 30, 2024. The increase was primarily due to increases of $820,000 in gains on trading securities and $760,000 in income on bank-owned life insurance, primarily related to the exchange of certain policies in the fourth quarter of 2024 which have higher yields. Gains on trading securities in the three months ended June 30, 2025, were $1.0 million as compared to gains of $188,000 in the quarter ended June 30, 2024.

    Non-interest expense remained stable at $23.0 million for both quarters ended June 30, 2025 and June 30, 2024.

    The Company recorded income tax expense of $4.3 million for the quarter ended June 30, 2025, compared to $3.2 million for the quarter ended June 30, 2024. The effective tax rate for the quarter ended June 30, 2025, was 31.0% compared to 35.0% for the quarter ended June 30, 2024. In May 2025, options granted in 2015 expired and resulted in additional tax expense of $580,000 for the quarter ended June 30, 2025, as compared to options granted in 2014 that expired in June 2024 and resulted in additional tax expense of $795,000 for the quarter ended June 30, 2024.

    Comparison of Operating Results for the Three Months Ended June 30, 2025 and March 31, 2025

    Net income was $9.6 million and $7.9 million for the quarters ended June 30, 2025, and March 31, 2025, respectively. Significant variances from the prior quarter are as follows: a $2.6 million increase in net interest income, a $496,000 decrease in the provision for credit losses on loans, a $1.5 million increase in non-interest income, a $1.5 million increase in non-interest expense, and a $1.4 million increase in income tax expense.

    Net interest income for the quarter ended June 30, 2025, increased by $2.6 million, or 8.2%, to $34.4 million, from $31.8 million for the quarter ended March 31, 2025, due to a $2.3 million increase in interest income and a $272,000 decrease in interest expense. The increase in interest income was primarily due to a 17 basis point increase in the yield on interest-earning assets, partially offset by a $49.1 million decrease in the average balance of interest-earning assets, primarily due to decreases in the average balance of loans of $62.4 million, the average balance of other securities of $61.5 million, and the average balance of interest-earning deposits in financial institutions of $39.5 million, which were partially offset by an increase in the average balance of mortgage-backed securities of $114.1 million. The changes reflect the purchase of higher-yielding mortgage-related securities with excess cash and proceeds from the maturities of other securities. The decrease in interest expense was primarily due to a $66.1 million, or 1.6%, decrease in the average balance of interest-bearing liabilities largely attributable to a $67.8 million decrease in the average balance of interest-bearing deposits.

    Net interest margin increased by 19 basis points to 2.57% for the quarter ended June 30, 2025, from 2.38% for the quarter ended March 31, 2025, primarily due to higher yields on loans and mortgage-backed securities. Net interest income for the quarter ended June 30, 2025, included $609,000 of interest income related to the settlement of a non-accrual loan in May 2025. Net interest income for the quarter ended June 30, 2025, included loan prepayment income of $522,000 as compared to $245,000 for the quarter ended March 31, 2025. The Company accreted interest income related to PCD loans of $247,000 for the quarter ended June 30, 2025, as compared to $223,000 for the quarter ended March 31, 2025.

    The provision for credit losses on loans decreased by $496,000 to $2.1 million for the quarter ended June 30, 2025, from $2.6 million for the quarter ended March 31, 2025. The decrease in the provision for the current quarter was primarily due to lower net charge-offs and a decline in loan balances, partially offset by an increase in specific reserves of $569,000 and an increase in general reserves due to a worsening macroeconomic forecast in the current quarter within our CECL model. Net charge-offs were $887,000 for the quarter ended June 30, 2025, as compared to net charge-offs of $2.8 million for the quarter ended March 31, 2025.

    Non-interest income increased by $1.5 million, or 49.8%, to $4.5 million for the quarter ended June 30, 2025, from $3.0 million for the quarter ended March 31, 2025. The increase was primarily due to a $1.3 million increase in gains on trading securities, net. For the quarter ended June 30, 2025, gains on trading securities, net, were $1.0 million, compared to losses of $299,000 for the quarter ended March 31, 2025.

    Non-interest expense increased by $1.5 million, or 7.2%, to $23.0 million for the quarter ended June 30, 2025, from $21.4 million for the quarter ended March 31, 2025. The increase was primarily due to a $2.0 million increase in compensation and employee benefits, of which $1.3 million was attributable to an increase in deferred compensation expense and has no effect on net income due to offsetting gains on trading securities. The remaining increase in compensation and employee benefits was primarily due to higher salary expense related to an increase in headcount during the current quarter as well as recognizing a full quarter of merit-related increases as compared to one month in the prior quarter. Additionally, there was a $280,000 increase in data processing costs attributable to an increase in core system expenses. Partially offsetting the increases were decreases of $205,000 in occupancy expense, $169,000 in professional fees, $210,000 in other expense, and $156,000 in credit loss expense/(benefit) for off-balance sheet exposure. The decrease in credit loss expense/(benefit) for off-balance sheet exposure was due to a benefit of $53,000 recorded during the quarter ended June 30, 2025, as compared to a provision of $103,000 recorded during the quarter ended March 31, 2025.

    The Company recorded income tax expense of $4.3 million for the quarter ended June 30, 2025, compared to $2.9 million for the quarter ended March 31, 2025. The effective tax rate for the quarter ended June 30, 2025 was 31.0%, compared to 27.0% for the quarter ended March 31, 2025. During the quarter ended June 30, 2025, options granted in 2015 expired and resulted in additional tax expense of $580,000, contributing to the higher effective tax rate for the quarter ended June 30, 2025 compared to the quarter ended March 31, 2025.

    Financial Condition

    Total assets increased by $12.9 million, or 0.2%, to $5.68 billion at June 30, 2025, from $5.67 billion at December 31, 2024. The increase was primarily due to an increase in available-for-sale debt securities of $200.2 million, or 18.2%, partially offset by decreases in loans receivable of $106.5 million, or 2.6%, cash and cash equivalents of $70.2 million, or 41.8% and other assets of $9.6 million, or 20.4%.

    Cash and cash equivalents decreased by $70.1 million, or 41.8%, to $97.6 million at June 30, 2025, from $167.7 million at December 31, 2024, as excess liquidity was deployed into purchasing higher-yielding mortgage-backed securities. Balances fluctuate based on the timing of receipt of security and loan repayments and the redeployment of cash into higher-yielding assets such as loans and securities, or the funding of deposit outflows or borrowing maturities.

    Loans held-for-investment, net, decreased by $101.6 million, or 2.5%, to $3.92 billion at June 30, 2025 from $4.02 billion at December 31, 2024, primarily due to a decrease in multifamily real estate loans, partially offset by increases in one-to-four family residential mortgage and home equity and lines of credit loans. The decrease in loan balances reflects the Company’s continued strategic focus on managing concentration risk within its commercial and multifamily real estate loan portfolios, while maintaining disciplined loan pricing. Multifamily loans decreased $114.4 million, or 4.4%, to $2.48 billion at June 30, 2025 from $2.60 billion at December 31, 2024, commercial and industrial loans decreased $4.9 million, or 3.0%, to $158.5 million at June 30, 2025 from $163.4 million at December 31, 2024, commercial real estate loans decreased $3.7 million, or 0.4%, to $886.1 million at June 30, 2025 from $889.8 million at December 31, 2024, and construction and land loans decreased $3.6 million, or 10.0%, to $32.3 million at June 30, 2025 from $35.9 million at December 31, 2024. Partially offsetting these decreases were increases in home equity and lines of credit of $12.8 million, or 7.3%, to $186.8 million at June 30, 2025 from $174.1 million at December 31, 2024, and one-to-four family residential loans of $12.5 million, or 8.3%, to $162.8 million at June 30, 2025 from $150.2 million at December 31, 2024.

    As of June 30, 2025, non-owner occupied commercial real estate loans (as defined by regulatory guidance) to total risk-based capital was estimated at approximately 416%. Management believes that Northfield Bank (the “Bank”) maintains appropriate risk management practices including risk assessments, board-approved underwriting policies and related procedures, which includes monitoring Bank portfolio performance, performing market analysis (economic and real estate), and stressing of the Bank’s commercial real estate portfolio under severe, adverse economic conditions. Although management believes the Bank has implemented appropriate policies and procedures to manage its commercial real estate concentration risk, the Bank’s regulators could require it to implement additional policies and procedures or could require it to maintain higher levels of regulatory capital, which might adversely affect its loan originations, the Company’s ability to pay dividends, and overall profitability.

    Our real estate portfolio includes credit risk exposure to loans collateralized by office buildings and multifamily properties in New York subject to some form of rent regulation limiting rent increases for rent stabilized multifamily properties. At June 30, 2025, office-related loans represented $178.8 million, or 4.6% of our total loan portfolio, with an average balance of $1.8 million (although we have originated these type of loans in amounts substantially greater than this average) and a weighted average loan-to-value ratio of 58%. Approximately 39% were owner-occupied. The geographic locations of the properties collateralizing our office-related loans are: 49.9% in New York, 48.6% in New Jersey and 1.5% in Pennsylvania. At June 30, 2025, our largest office-related loan had a principal balance of $90.0 million (with a net active principal balance for the Bank of $29.3 million as we have a 33.3% participation interest), was secured by an office facility located in Staten Island, New York, and was performing in accordance with its original contractual terms. At June 30, 2025, multifamily loans that have some form of rent stabilization or rent control totaled $434.1 million, or 11% of our total loan portfolio, with an average balance of $1.7 million (although we have originated these type of loans in amounts substantially greater than this average) and a weighted average loan-to-value ratio of 50%. At June 30, 2025, our largest rent-regulated loan had a principal balance of $16.6 million, was secured by an apartment building located in Staten Island, New York, and was performing in accordance with its original contractual terms. Management continues to closely monitor its office and rent-regulated portfolios. For further details on our rent-regulated multifamily portfolio see “Asset Quality”.

    PCD loans totaled $9.0 million and $9.2 million at June 30, 2025 and December 31, 2024, respectively. The majority of the remaining PCD loan balance consists of loans acquired as part of a Federal Deposit Insurance Corporation-assisted transaction. The Company accreted interest income of $247,000 and $469,000 attributable to PCD loans for the three and six months ended June 30, 2025, respectively, compared to $321,000 and $747,000 for the three and six months ended June 30, 2024, respectively. PCD loans had an allowance for credit losses of approximately $2.7 million at June 30, 2025.

    Loan balances are summarized as follows (dollars in thousands):

      June 30, 2025   March 31, 2025   December 31, 2024
    Real estate loans:          
    Multifamily $ 2,483,078   $ 2,567,913   $ 2,597,484
    Commercial mortgage   886,135     882,600     889,801
    One-to-four family residential mortgage   162,750     146,791     150,217
    Home equity and lines of credit   186,848     181,354     174,062
    Construction and land   32,300     40,284     35,897
    Total real estate loans   3,751,111     3,818,942     3,847,461
    Commercial and industrial loans   158,539     162,133     163,425
    Other loans   2,008     1,411     2,165
    Total commercial and industrial and other loans   160,547     163,544     165,590
    Loans held-for-investment, net (excluding PCD)   3,911,658     3,982,486     4,013,051
    PCD loans   8,955     9,043     9,173
    Total loans held-for-investment, net $ 3,920,613   $ 3,991,529   $ 4,022,224
                     

    Other assets decreased by $9.6 million, or 20.4%, to $37.4 million at June 30, 2025, from $46.9 million at December 31, 2024. The decrease was primarily attributable to a decrease in deferred tax assets primarily due to a decrease in unrealized losses on the securities available-for-sale portfolio.

    The Company’s available-for-sale debt securities portfolio increased by $200.2 million, or 18.2%, to $1.30 billion at June 30, 2025, from $1.10 billion at December 31, 2024. The increase was primarily attributable to purchases of securities, partially offset by paydowns and maturities. At June 30, 2025, $1.27 billion of the portfolio consisted of residential mortgage-backed securities issued or guaranteed by Fannie Mae, Freddie Mac, or Ginnie Mae. In addition, the Company held $29.7 million in corporate bonds, substantially all of which were investment grade, $684,000 in municipal bonds and $613,000 in U.S. Government agency securities at June 30, 2025. Unrealized losses, net of tax, on available-for-sale debt securities and held-to-maturity securities approximated $14.6 million and $276,000, respectively, at June 30, 2025, and $21.8 million and $400,000, respectively, at December 31, 2024.

    Equity securities were $6.3 million at June 30, 2025 and $14.3 million at December 31, 2024. Equity securities are primarily comprised of an investment in a Small Business Administration (“SBA”) Loan Fund. This investment is utilized by the Bank as part of its Community Reinvestment Act program. The decrease in equity securities was primarily due to a redemption, at par, of $5.0 million of our investment in the SBA Loan Fund during the quarter ended June 30, 2025.

    Total liabilities increased $7.3 million, or 0.1%, to $4.97 billion at June 30, 2025, from $4.96 billion at December 31, 2024. The increase was primarily attributable to an increase in borrowings of $165.5 million, partially offset by a decrease in deposits of $152.3 million. The Company routinely utilizes brokered deposits and borrowed funds to manage interest rate risk, the cost of interest-bearing liabilities, and funding needs related to loan originations and deposit activity.

    Deposits decreased $152.3 million, or 3.7%, to $3.99 billion at June 30, 2025 as compared to $4.14 billion at December 31, 2024. Brokered deposits decreased by $188.4 million, or 71.5%, as the Company placed less reliance on brokered deposits, which were used as a lower-cost alternative to borrowings in the quarter ended December 31, 2024. Deposits, excluding brokered deposits, increased $36.0 million, or 0.9%. The increase in deposits, excluding brokered deposits, was primarily attributable to increases of $73.7 million in transaction accounts and $9.6 million in time deposits, partially offset by decreases of $29.2 million in savings accounts, and $18.0 million in money market accounts. Growth in transaction accounts and time deposits was primarily due to new municipal relationships and new commercial customer relationships.

    Estimated gross uninsured deposits at June 30, 2025 were $1.87 billion. This total includes fully collateralized uninsured governmental deposits and intercompany deposits of $940.6 million, leaving estimated uninsured deposits of approximately $929.2 million, or 23.1%, of total deposits. At December 31, 2024, estimated uninsured deposits, excluding fully collateralized uninsured governmental deposits and intercompany deposits, totaled $896.5 million, or 21.7% of total deposits.

    Deposit account balances are summarized as follows (dollars in thousands):

      June 30, 2025   March 31, 2025   December 31, 2024
    Transaction:          
    Non-interest bearing checking $ 735,811   $ 722,994   $ 706,976
    Negotiable orders of withdrawal and interest-bearing checking   1,331,060     1,367,219     1,286,154
    Total transaction   2,066,871     2,090,213     1,993,130
    Savings and money market:          
    Savings   874,927     899,674     904,163
    Money market   254,154     271,566     272,145
    Total savings   1,129,081     1,171,240     1,176,308
    Certificates of deposit:          
    $250,000 and under   573,612     602,959     580,940
    Over $250,000   141,623     144,255     124,681
    Brokered deposits   75,000     123,289     263,418
    Total certificates of deposit   790,235     870,503     969,039
    Total deposits $ 3,986,187   $ 4,131,956   $ 4,138,477
                     

    Included in the table above are business and municipal deposit account balances as follows (dollars in thousands):

      June 30, 2025   March 31, 2025   December 31, 2024
               
    Business customers $ 907,464   $ 891,545   $ 885,769
    Municipal (governmental) customers $ 892,652   $ 929,611   $ 859,319
                     

    Borrowed funds increased to $893.5 million at June 30, 2025, from $727.8 million at December 31, 2024. The increase in borrowings for the period was primarily due to a $55.0 million increase in borrowings under an overnight line of credit, and a $110.5 million increase in other borrowings. Management utilizes borrowings to mitigate interest rate risk, for short-term liquidity, and to a lesser extent from time to time, as part of leverage strategies.

    The following table sets forth borrowing maturities (excluding overnight borrowings and subordinated debt) and the weighted average rate by year at June 30, 2025 (dollars in thousands):

    Year   Amount   Weighted Average Rate
    2025   $295,684   4.44%
    2026   148,000   4.36%
    2027   173,000   3.19%
    2028   154,288   3.96%
        $770,972   4.05%
             

    Total stockholders’ equity increased by $5.6 million to $710.3 million at June 30, 2025, from $704.7 million at December 31, 2024. The increase was attributable to net income of $17.4 million for the six months ended June 30, 2025, an $11.9 million increase in accumulated other comprehensive income associated with an increase in the estimated fair value of our debt securities available-for-sale portfolio, and a $2.0 million increase in equity award activity, partially offset by $15.0 million in stock repurchases and $10.7 million in dividend payments. On February 26, 2025, the Board of Directors of the Company approved a $5.0 million stock repurchase program, and on April 23, 2025, the Board of Directors approved a $10.0 million stock repurchase program. During the six months ended June 30, 2025, the Company repurchased 1.3 million shares of its common stock outstanding at an average price of $11.52 for a total of $15.0 million pursuant to the approved stock repurchase plans. As of June 30, 2025, the Company has no outstanding repurchase program.

    The Company’s most liquid assets are cash and cash equivalents, corporate bonds, and unpledged mortgage-related securities issued or guaranteed by the U.S. Government, Fannie Mae, or Freddie Mac, that we can either borrow against or sell. We also have the ability to surrender bank-owned life insurance contracts. The surrender of these contracts would subject the Company to income taxes and penalties for increases in the cash surrender values over the original premium payments. We also have the ability to obtain additional funding from the Federal Home Loan Bank and Federal Reserve Bank of New York utilizing unencumbered and unpledged securities and multifamily loans. The Company expects to have sufficient funds available to meet current commitments in the normal course of business. The Company’s on-hand liquidity ratio as of June 30, 2025 was 18.3%.

    The Company had the following primary sources of liquidity at June 30, 2025 (dollars in thousands):

    Cash and cash equivalents(1)   $ 85,652
    Corporate bonds(2)   $ 15,525
    Multifamily loans(2)   $ 1,074,872
    Mortgage-backed securities (issued or guaranteed by the U.S. Government, Fannie Mae, or Freddie Mac)(2)   $ 791,369
         
    (1) Excludes $12.0 million of cash at Northfield Bank.
    (2) Represents estimated remaining borrowing potential.
     

    The Company and the Bank utilize the Community Bank Leverage Ratio (“CBLR”) framework. At June 30, 2025, the Company’s and the Bank’s estimated CBLR ratios were 12.09% and 12.56%, respectively, which exceeded the minimum requirement to be considered well-capitalized of 9%.

    Asset Quality

    The following table details total non-accrual loans (excluding PCD), non-performing assets, loans over 90 days delinquent on which interest is accruing, and accruing loans 30 to 89 days delinquent at June 30, 2025, March 31, 2025 and December 31, 2024 (dollars in thousands):

      June 30, 2025   March 31, 2025   December 31, 2024
    Non-accrual loans:          
    Held-for-investment          
    Real estate loans:          
    Multifamily $ 2,521     $ 2,565     $ 2,609  
    Commercial mortgage   4,555       4,565       4,578  
    Home equity and lines of credit   1,264       1,267       1,270  
    Commercial and industrial   4,517       4,972       5,807  
    Total non-accrual loans   12,857       13,369       14,264  
    Loans delinquent 90 days or more and still accruing:          
    Held-for-investment          
    Real estate loans:          
    Multifamily               164  
    Commercial mortgage   74              
    One-to-four family residential   871       878       882  
    Home equity and lines of credit   177       140       140  
    Commercial and industrial   121              
    Total loans held-for-investment delinquent 90 days or more and still accruing   1,243       1,018       1,186  
    Non-performing loans held-for-sale:          
    Commercial mortgage         4,397       4,397  
    Commercial and industrial         500       500  
    Total non-performing loans held-for-sale         4,897       4,897  
    Total non-performing loans   14,100       19,284       20,347  
    Total non-performing assets $ 14,100     $ 19,284     $ 20,347  
    Non-performing loans to total loans   0.36 %     0.48 %     0.51 %
    Non-performing assets to total assets   0.25 %     0.34 %     0.36 %
    Accruing loans 30 to 89 days delinquent $ 4,076     $ 6,845     $ 9,336  
                           

    The decrease in non-performing loans held-for-sale from March 31, 2025, and December 31, 2024, was due to repayment of the loans in full from a settlement agreement in bankruptcy.

    Accruing Loans 30 to 89 Days Delinquent

    Loans 30 to 89 days delinquent and on accrual status totaled $4.1 million, $6.8 million and $9.3 million at June 30, 2025, March 31, 2025 and December 31, 2024, respectively. The following table sets forth delinquencies for accruing loans by type and by amount at June 30, 2025, March 31, 2025 and December 31, 2024 (dollars in thousands):

      June 30, 2025   March 31, 2025   December 31, 2024
    Held-for-investment          
    Real estate loans:          
    Multifamily $ 1,230   $ 1,296   $ 2,831
    Commercial mortgage   14     147     78
    One-to-four family residential   741     2,584     2,407
    Home equity and lines of credit   1,398     1,141     1,472
    Commercial and industrial loans   693     1,674     2,545
    Other loans       3     3
    Total delinquent accruing loans held-for-investment $ 4,076   $ 6,845   $ 9,336
                     

    PCD Loans (Held-for-Investment)

    The Company accounts for PCD loans at estimated fair value using discounted expected future cash flows deemed to be collectible on the date acquired. Based on its detailed review of PCD loans and experience in loan workouts, management believes it has a reasonable expectation about the amount and timing of future cash flows and accordingly has classified PCD loans ($9.0 million at June 30, 2025 and $9.2 million at December 31, 2024, respectively) as accruing, even though they may be contractually past due. At June 30, 2025, 2.3% of PCD loans were past due 30 to 89 days, and 25.5% were past due 90 days or more, as compared to 2.1% and 24.9%, respectively, at December 31, 2024.

    Our multifamily loan portfolio at June 30, 2025 totaled $2.48 billion, or 63% of our total loan portfolio, of which $434.1 million, or 11%, of our total loan portfolio included loans collateralized by properties in New York with units subject to some percentage of rent regulation. The table below sets forth details about our multifamily loan portfolio in New York (dollars in thousands).

    % Rent
    Regulated
      Balance   % Portfolio
    Total NY
    Multifamily
    Portfolio
      Average
    Balance
      Largest Loan   LTV*   Debt Service
    Coverage Ratio
    (DSCR)*
      30-89 Days
    Delinquent
      Non-Accrual   Special
    Mention
      Substandard
    0   $ 294,926   40.5 %   $ 1,229   $ 16,361   50.6 %   1.50x   $ 155   $ 481   $   $ 1,015
    >0-10     4,673   0.6       1,558     2,097   50.6     1.33                
    >10-20     18,258   2.5       1,404     2,818   48.4     1.59                
    >20-30     19,159   2.6       2,129     5,417   48.1     1.55                
    >30-40     15,884   2.2       1,324     3,012   43.2     1.74                
    >40-50     21,438   2.9       1,261     2,701   46.7     1.68                
    >50-60     9,222   1.3       1,537     2,299   39.1     1.80                
    >60-70     21,815   3.0       2,727     11,102   53.2     1.50                
    >70-80     22,038   3.0       2,449     4,855   47.3     1.55                
    >80-90     19,547   2.7       1,150     3,113   45.9     1.66             1,118    
    >90-100     282,037   38.7       1,730     16,594   51.3     1.54         2,040     3,608     4,342
    Total   $ 728,997   100.0 %   $ 1,467   $ 16,594   50.2 %   1.54x   $ 155   $ 2,521   $ 4,726   $ 5,357
                                                               

    The table below sets forth our New York rent-regulated loans by county (dollars in thousands).

    County   Balance   LTV*   DSCR*
    Bronx   $ 116,252   50.9%   1.51x
    Kings     184,424   49.4%   1.58
    Nassau     2,145   35.7%   2.13
    New York     48,532   46.0%   1.62
    Queens     37,359   44.1%   1.69
    Richmond     32,031   59.8%   1.41
    Westchester     13,327   58.4%   1.44
    Total   $ 434,070   49.9%   1.56x
                 
    *  Weighted Average
     

    None of the loans that are rent-regulated in New York are interest only. During the remainder of 2025, 13 loans with an aggregate principal balance of $23.6 million will re-price.

    About Northfield Bank

    Northfield Bank, founded in 1887, operates 37 full-service banking offices in Staten Island and Brooklyn, New York, and Hunterdon, Middlesex, Mercer, and Union counties, New Jersey. For more information about Northfield Bank, please visit www.eNorthfield.com.

    Forward-Looking Statements: This release may contain certain “forward looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, and may be identified by the use of such words as “may,” “believe,” “expect,” “anticipate,” “should,” “plan,” “estimate,” “predict,” “continue,” and “potential” or the negative of these terms or other comparable terminology. Examples of forward-looking statements include, but are not limited to, estimates with respect to the financial condition, results of operations and business of Northfield Bancorp, Inc. Any or all of the forward-looking statements in this release and in any other public statements made by Northfield Bancorp, Inc. may turn out to be wrong. They can be affected by inaccurate assumptions Northfield Bancorp, Inc. might make or by known or unknown risks and uncertainties as described in our SEC filings, including, but not limited to, those related to general economic conditions, particularly in the market areas in which the Company operates, competition and demand for financial services in our market area, competition among depository and other financial institutions, including with respect to fees and interest rates, fluctuations in residential and commercial real estate values and market conditions, changes in liquidity, the size and composition of our deposit portfolio and the percentage of uninsured deposits in the portfolio, our ability to access cost-effective funding, changes in laws or government regulations or policies affecting financial institutions, including changes in the monetary policies of the U.S. Treasury and the Board of Governors of the Federal Reserve System, the imposition of tariffs or other domestic or international governmental policies and retaliatory responses, changes in the quality and/or composition of our loan and securities portfolios, prepayment speeds, charge-offs and/or credit loss provisions, changes in the value of our goodwill or other intangible assets, changes in regulatory fees, assessments and capital requirements, inflation and changes in the interest rate environment that reduce our margins, reduce the fair value of financial instruments or reduce our ability to originate loans, the failure to maintain current technologies and to successfully implement future information technology enhancements, cyber security and fraud risks against our information technology and those of our third-party providers, the ability of third-party providers to perform their obligations to us, the effects of war, conflict, and acts of terrorism, our ability to successfully integrate acquired entities, and adverse changes in the securities markets. Consequently, no forward-looking statement can be guaranteed. Northfield Bancorp, Inc. does not intend to update any of the forward-looking statements after the date of this release, or conform these statements to actual events.

     
    (Tables follow)
    NORTHFIELD BANCORP, INC.
    SELECTED CONSOLIDATED FINANCIAL AND OTHER DATA
    (Dollars in thousands, except per share amounts) (unaudited)
     
                   
      At or For the Three Months Ended   At or For the Six Months Ended
      June 30,   March 31,   June 30,
      2025   2024   2025   2025   2024
    Selected Financial Ratios:                  
    Performance Ratios (1)                  
    Return on assets (ratio of net income to average total assets) 0.68 %   0.41 %   0.56 %   0.62 %   0.42 %
    Return on equity (ratio of net income to average equity) 5.41     3.45     4.52     4.97     3.52  
    Average equity to average total assets 12.56     12.00     12.43     12.50     12.02  
    Interest rate spread 1.94     1.44     1.76     1.84     1.41  
    Net interest margin 2.57     2.09     2.38     2.48     2.06  
    Efficiency ratio (2) 59.02     72.89     61.57     60.22     72.16  
    Non-interest expense to average total assets 1.63     1.60     1.53     1.58     1.58  
    Non-interest expense to average total interest-earning assets 1.72     1.68     1.61     1.66     1.65  
    Average interest-earning assets to average interest-bearing liabilities 130.31     128.47     129.42     129.87     128.57  
    Asset Quality Ratios:                  
    Non-performing assets to total assets 0.25     0.30     0.34     0.25     0.30  
    Non-performing loans (3) to total loans (4) 0.36     0.42     0.48     0.36     0.42  
    Allowance for credit losses to non-performing loans (5) 256.15     200.96     242.73     256.15     200.96  
    Allowance for credit losses to total loans held-for-investment, net (6) 0.92     0.85     0.87     0.92     0.85  
                                 

    (1)  Annualized where appropriate.
    (2)  The efficiency ratio represents non-interest expense divided by the sum of net interest income and non-interest income.
    (3)  Non-performing loans consist of non-accruing loans and loans 90 days or more past due and still accruing (excluding PCD loans), and are included in total loans held-for-investment, net.
    (4)  Includes originated loans held-for-investment, PCD loans, acquired loans and loans held-for-sale.
    (5)  Excludes loans held-for-sale.
    (6)  Includes originated loans held-for-investment, PCD loans, and acquired loans.

     
    NORTHFIELD BANCORP, INC.
    CONSOLIDATED BALANCE SHEETS
    (Dollars in thousands, except share and per share amounts) (unaudited)
     
      June 30, 2025   March 31, 2025   December 31, 2024
    ASSETS:          
    Cash and due from banks $ 11,985     $ 12,523     $ 13,043  
    Interest-bearing deposits in other financial institutions   85,652       89,139       154,701  
    Total cash and cash equivalents   97,637       101,662       167,744  
    Trading securities   14,052       13,003       13,884  
    Debt securities available-for-sale, at estimated fair value   1,300,975       1,246,473       1,100,817  
    Debt securities held-to-maturity, at amortized cost   8,454       8,883       9,303  
    Equity securities   6,278       10,855       14,261  
    Loans held-for-sale         4,897       4,897  
    Loans held-for-investment, net   3,920,613       3,991,529       4,022,224  
    Allowance for credit losses   (36,120 )     (34,921 )     (35,183 )
    Net loans held-for-investment   3,884,493       3,956,608       3,987,041  
    Accrued interest receivable   19,241       19,648       19,078  
    Bank-owned life insurance   179,134       177,398       175,759  
    Federal Home Loan Bank of New York stock, at cost   43,664       38,350       35,894  
    Operating lease right-of-use assets   26,157       27,345       27,771  
    Premises and equipment, net   20,842       21,431       21,985  
    Goodwill   41,012       41,012       41,012  
    Other assets   37,352       42,435       46,932  
    Total assets $ 5,679,291     $ 5,710,000     $ 5,666,378  
               
    LIABILITIES AND STOCKHOLDERS’ EQUITY:          
    LIABILITIES:          
    Deposits $ 3,986,187     $ 4,131,956     $ 4,138,477  
    Federal Home Loan Bank advances and other borrowings   831,920       709,159       666,402  
    Subordinated debentures, net of issuance costs   61,554       61,498       61,442  
    Lease liabilities   30,286       31,630       32,209  
    Advance payments by borrowers for taxes and insurance   25,287       29,270       24,057  
    Accrued expenses and other liabilities   33,783       35,338       39,095  
    Total liabilities   4,969,017       4,998,851       4,961,682  
               
    STOCKHOLDERS’ EQUITY:          
    Total stockholders’ equity   710,274       711,149       704,696  
    Total liabilities and stockholders’ equity $ 5,679,291     $ 5,710,000     $ 5,666,378  
               
    Total shares outstanding   41,819,988       42,676,274       42,903,598  
    Tangible book value per share(1) $ 16.00     $ 15.70     $ 15.46  
                           

    (1)  Tangible book value per share is calculated based on total stockholders’ equity, excluding intangible assets (goodwill and core deposit intangibles), divided by total shares outstanding as of the balance sheet date. Core deposit intangibles were $45, $57 and $69 at June 30, 2025, March 31, 2025 and December 31, 2024, respectively, and are included in other assets.

     
    NORTHFIELD BANCORP, INC.
    CONSOLIDATED STATEMENTS OF INCOME
    (Dollars in thousands, except share and per share amounts) (unaudited)
     
      For the Three Months Ended   For the Six Months Ended
      June 30,   March 31,   June 30,
        2025       2024       2025       2025     2024  
    Interest income:                  
    Loans $ 46,661     $ 45,967     $ 45,283     $ 91,944   $ 92,014  
    Mortgage-backed securities   13,888       7,355       12,009       25,897     11,753  
    Other securities   442       3,506       797       1,239     7,347  
    Federal Home Loan Bank of New York dividends   728       935       862       1,590     1,905  
    Deposits in other financial institutions   706       2,457       1,141       1,847     5,849  
    Total interest income   62,425       60,220       60,092       122,517     118,868  
    Interest expense:                  
    Deposits   20,285       20,664       21,191       41,476     39,937  
    Borrowings   6,916       10,041       6,291       13,207     20,704  
    Subordinated debt   828       828       819       1,647     1,656  
    Total interest expense   28,029       31,533       28,301       56,330     62,297  
    Net interest income   34,396       28,687       31,791       66,187     56,571  
    Provision/(benefit) for credit losses   2,086       (618 )     2,582       4,668     (203 )
    Net interest income after provision/(benefit) for credit losses   32,310       29,305       29,209       61,519     56,774  
    Non-interest income:                  
    Fees and service charges for customer services   1,685       1,570       1,620       3,305     3,185  
    Income on bank-owned life insurance   1,736       976       1,639       3,375     1,940  
    Gains on available-for-sale debt securities, net         1                 1  
    Gains/(losses) on trading securities, net   1,008       188       (299 )     709     887  
    Gain on sale of loans         51                 51  
    Other   97       73       62       159     176  
    Total non-interest income   4,526       2,859       3,022       7,548     6,240  
    Non-interest expense:                  
    Compensation and employee benefits   13,728       13,388       11,775       25,503     26,153  
    Occupancy   3,328       3,222       3,533       6,861     6,775  
    Furniture and equipment   411       477       414       825     961  
    Data processing   2,402       2,177       2,122       4,524     4,324  
    Professional fees   903       681       1,072       1,975     1,490  
    Advertising   294       482       250       544     1,000  
    Federal Deposit Insurance Corporation insurance   618       649       617       1,235     1,237  
    Credit (benefit) loss expense for off-balance sheet exposures   (53 )     103       103       50     186  
    Other   1,339       1,814       1,549       2,888     3,199  
    Total non-interest expense   22,970       22,993       21,435       44,405     45,325  
    Income before income tax expense   13,866       9,171       10,796       24,662     17,689  
    Income tax expense   4,295       3,214       2,920       7,215     5,518  
    Net income $ 9,571     $ 5,957     $ 7,876     $ 17,447   $ 12,171  
    Net income per common share:                  
    Basic $ 0.24     $ 0.14     $ 0.19       0.43     0.29  
    Diluted $ 0.24     $ 0.14     $ 0.19       0.43     0.29  
    Basic average shares outstanding   40,183,613       41,999,541       40,864,529       40,522,193     42,181,306  
    Diluted average shares outstanding   40,204,833       42,002,650       40,922,829       40,561,953     42,203,715  
     
    NORTHFIELD BANCORP, INC.
    ANALYSIS OF NET INTEREST INCOME
    (Dollars in thousands) (unaudited)
     
      For the Three Months Ended
      June 30, 2025   March 31, 2025   June 30, 2024
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
    Interest-earning assets:                                  
    Loans (2) $ 3,944,822   $ 46,661   4.74 %   $ 4,007,266   $ 45,283   4.58 %   $ 4,128,105   $ 45,967   4.48 %
    Mortgage-backed securities (3)   1,246,843     13,888   4.47       1,132,715     12,009   4.30       824,498     7,355   3.59  
    Other securities (3)   56,559     442   3.13       118,082     797   2.74       333,855     3,506   4.22  
    Federal Home Loan Bank of New York stock   37,225     728   7.84       36,929     862   9.47       38,707     935   9.72  
    Interest-earning deposits in financial institutions   79,463     706   3.56       118,983     1,141   3.89       191,470     2,457   5.16  
    Total interest-earning assets   5,364,912     62,425   4.67       5,413,975     60,092   4.50       5,516,635     60,220   4.39  
    Non-interest-earning assets   280,107             277,586             265,702        
    Total assets $ 5,645,019           $ 5,691,561           $ 5,782,337        
                                       
    Interest-bearing liabilities:                                  
    Savings, NOW, and money market accounts $ 2,491,340   $ 12,227   1.97 %   $ 2,502,664   $ 12,148   1.97 %   $ 2,490,372   $ 13,183   2.13 %
    Certificates of deposit   867,268     8,058   3.73       923,713     9,043   3.97       701,272     7,481   4.29  
    Total interest-bearing deposits   3,358,608     20,285   2.42       3,426,377     21,191   2.51       3,191,644     20,664   2.60  
    Borrowed funds   696,874     6,916   3.98       695,281     6,291   3.67       1,041,035     10,041   3.88  
    Subordinated debt   61,517     828   5.40       61,461     819   5.40       61,294     828   5.43  
    Total interest-bearing liabilities   4,116,999     28,029   2.73       4,183,119     28,301   2.74       4,293,973     31,533   2.95  
    Non-interest bearing deposits   723,693             706,217             691,384        
    Accrued expenses and other liabilities   95,047             94,819             103,082        
    Total liabilities   4,935,739             4,984,155             5,088,439        
    Stockholders’ equity   709,280             707,406             693,898        
    Total liabilities and stockholders’ equity $ 5,645,019           $ 5,691,561           $ 5,782,337        
                                       
    Net interest income     $ 34,396           $ 31,791           $ 28,687    
    Net interest rate spread (4)         1.94 %           1.76 %           1.44 %
    Net interest-earning assets (5) $ 1,247,913           $ 1,230,856           $ 1,222,662        
    Net interest margin (6)         2.57 %           2.38 %           2.09 %
    Average interest-earning assets to interest-bearing liabilities         130.31 %           129.42 %           128.47 %

    (1)  Average yields and rates are annualized.
    (2)  Includes non-accruing loans.
    (3)  Securities available-for-sale and other securities are reported at amortized cost.
    (4)  Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
    (5)  Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.
    (6)  Net interest margin represents net interest income divided by average total interest-earning assets.

       
      For the Six Months Ended
      June 30, 2025   June 30, 2024
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
      Average
    Outstanding
    Balance
      Interest   Average
    Yield/
    Rate (1)
    Interest-earning assets:                      
    Loans (2) $ 3,975,872   $ 91,944   4.66 %   $ 4,151,387   $ 92,014   4.46 %
    Mortgage-backed securities (3)   1,190,095     25,897   4.39       736,654     11,753   3.21  
    Other securities (3)   87,150     1,239   2.87       362,917     7,347   4.07  
    Federal Home Loan Bank of New York stock   37,078     1,590   8.65       39,153     1,905   9.78  
    Interest-earning deposits in financial institutions   99,114     1,847   3.76       227,177     5,849   5.18  
    Total interest-earning assets   5,389,309     122,517   4.58       5,517,288     118,868   4.33  
    Non-interest-earning assets   278,852             266,065        
    Total assets $ 5,668,161           $ 5,783,353        
                           
    Interest-bearing liabilities:                      
    Savings, NOW, and money market accounts $ 2,496,970   $ 24,375   1.97 %   $ 2,477,334   $ 25,514   2.07 %
    Certificates of deposit   895,335     17,101   3.85       677,800     14,423   4.28  
    Total interest-bearing deposits   3,392,305     41,476   2.47       3,155,134     39,937   2.55  
    Borrowed funds   696,082     13,207   3.83       1,074,957     20,704   3.87  
    Subordinated debt   61,489     1,647   5.40       61,266     1,656   5.44  
    Total interest-bearing liabilities $ 4,149,876     56,330   2.74     $ 4,291,357     62,297   2.92  
    Non-interest bearing deposits   715,003             695,512        
    Accrued expenses and other liabilities   94,934             101,339        
    Total liabilities   4,959,813             5,088,208        
    Stockholders’ equity   708,348             695,145        
    Total liabilities and stockholders’ equity $ 5,668,161           $ 5,783,353        
                           
    Net interest income     $ 66,187           $ 56,571    
    Net interest rate spread (4)         1.84 %           1.41 %
    Net interest-earning assets (5) $ 1,239,433           $ 1,225,931        
    Net interest margin (6)         2.48 %           2.06 %
    Average interest-earning assets to interest-bearing liabilities         129.87 %           128.57 %
                           

    (1)  Average yields and rates are annualized.
    (2)  Includes non-accruing loans.
    (3)  Securities available-for-sale and other securities are reported at amortized cost.
    (4)  Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
    (5)  Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.
    (6)  Net interest margin represents net interest income divided by average total interest-earning assets.

    Company Contact:
    William R. Jacobs
    Chief Financial Officer
    Tel: (732) 499-7200 ext. 2519

    The MIL Network

  • MIL-OSI United Kingdom: Historic trade deal signed with India to deliver £50 million boost to Northern Ireland

    Source: United Kingdom – Government Statements

    Press release

    Historic trade deal signed with India to deliver £50 million boost to Northern Ireland

    New analysis published today [Thursday 24 July] shows the landmark agreement will deliver a £50m boost to the local economy

    • NEW figures show trade deal with India will deliver £50 million for Northern Ireland’s economy as part of the Plan for Change 

    • Advanced manufacturing and engineering, whiskey producers and services and technology sectors set to benefit from growth following a reduction or near elimination of tariffs 

    • Comes as Prime Minister and Trade Secretary welcome Prime Minister Modi and Commerce Minister to UK for signing of most comprehensive deal India has ever agreed 

    Businesses and workers in Northern Ireland are set to benefit from the UK’s trade deal with India, as new analysis published today [Thursday 24 July] shows the landmark agreement will deliver a £50m boost to the local economy as part of the Plan for Change. 

    The Prime Minister will meet his counterpart Narendra Modi this morning for the trade deal signing as Business and Trade Secretary Jonathan Reynolds and Commerce Minister Piyush Goyal put pen to paper on the landmark agreement. It comes as a series of investment and export wins have been confirmed by UK and Indian businesses, representing an overall boost of nearly £6 billion and creating over 2,200 jobs. 

    India is a growing market for Northern Ireland businesses, 143 of which exported a total of £65 million in goods there last year– this could grow even more thanks to lower tariffs, fewer barriers to trade, and easier customs. 

    Advanced manufacturing and engineering – which represent approximately 30 per cent of employment in Northern Ireland – will benefit from removal or reduction of tariffs.  

    Northern Ireland’s medical technology sector will benefit from tariffs on a range of medical devices, between 8.25% to 13.75% being eliminated or halved within ten years.

    Duties on Irish whiskey will immediately fall from 150% to 75%, dropping further to 40% over ten years. Producers will also be able to use Irish barley or neutral grain spirit and bottle products in transit to India, maximising capability to capitalise on tariff reductions. 

      Secretary of State for Northern Ireland, Hilary Benn, said:  

    This is a landmark deal that will bring real benefits for businesses and workers in Northern Ireland.  

    Northern Ireland’s advanced manufacturing, engineering, and medical technology sectors will see tariffs eliminated or significantly reduced, while Irish whiskey producers will benefit from substantial cuts in duties allowing for increased trade with India.

    This agreement will help further unlock the huge potential for growth across Northern Ireland, including its thriving services and technology sectors.

    Business and Trade Secretary Jonathan Reynolds said: 

    The millions brought to Northern Ireland each year from the deal we’ve signed with India today will be keenly felt across local communities, whether that’s higher wages for workers, more choice for shoppers, or increased overseas sales for businesses. 

    This government is proving time and again that we can deliver on our mission to grow the economy, put more money in pockets and boost living standards under our Plan for Change.

    Philip McKee, Sales Manager at Biopanda, a Belfast-based medtech manufacturer which exports in vitro test kits for clinical laboratories, veterinary practice, and food safety laboratories, said:   

    Biopanda have been supplying a range of diagnostic products to the Indian market throughout the past ten years. We value the business we have done already throughout India and with the introduction of the UK-India FTA this should benefit in increased trade with the removal of export barriers.  

    This will hopefully increase the market access, allowing our distributors throughout India to provide a larger range of our highly accurate clinical diagnostic products at a lower price to the consumer. 

    Workers in Northern Ireland will enjoy an uplift in pay as UK wages grow by a total £2.2 billion each year, and could also see cheaper prices and more choice on clothes, shoes, and food products. The UK already imports £11 billion in goods from India but liberalised tariffs on Indian goods will make it easier and cheaper to buy their best products. 

    For businesses in Northern Ireland this could mean potential savings when importing components and materials used in areas such as advanced manufacturing or luxury and consumer goods. 

    India’s trade weighted average tariff will drop from 15% to 3% which means Northern Ireland companies selling products to India from whiskey, and soft drinks to cosmetics and medical devices will find it easier to sell to the Indian market. It gives the UK an advantage over international competitors in reaching the Indian market, forecast to have over a quarter of a billion high income consumers by 2050. 

    Aligned with the UK’s recent Industrial and Trade Strategies, the deal will support the sectors which drive the most growth for the economy. In Northern Ireland, sectors such as agriculture and food, advanced manufacturing and engineering, and the services and technology sectors are expected to benefit substantially. 

    Notes to editor 

    • The government will prepare for the trade agreement to be ratified by Parliament so businesses can begin to use it.
    • For more information on the Double Contribution Convention, please see the policy explainer attached.
    • Headline economic estimates of the impact of the FTA along with the methodology were previously set out in the technical notes for the preliminary estimates. The full detailed impact assessment, using the same methodology, will be published shortly.

    Updates to this page

    Published 24 July 2025

    MIL OSI United Kingdom

  • MIL-OSI USA: Bacon and Nadler Reintroduce Legislation to Protect Organ Donors

    Source: United States House of Representatives – Congressman Don Bacon (2nd District of Nebraska)

    Bacon and Nadler Reintroduce Legislation to Protect Organ Donors

    Washington – Today, Representatives Don Bacon (NE-02) and Jerrold Nadler (NY-12) reintroduced the Living Donor Protection Act bill package to protect the rights of living organ donors. The Living Donor Protection Act is introduced as a two-bill package in the House, H.R. 4583, the Living Donor Protection Act and H.R.4582, the Living Donor FMLA Protection Act. The bills, taken together, are identical to last session’s Living Donor Protection Act and S.1552 introduced in the Senate this session.

    “Our state is fortunate to have Nebraska Medicine, which has a robust living donor kidney exchange program, performing more kidney chains which involves anonymous donors donating to someone without a compatible living donor, than almost any hospital nationwide. However, some living donors are discriminated against when it comes to rates and provision of life insurance and disability insurance,” said Representative Bacon. “This legislation will help open the doors to more living donors so we can save more lives.”

    “Every year, thousands of Americans die while waiting on an organ transplant, yet potential organ donors still face barriers that punish them for trying to selflessly save a life. Insurance discrimination and the threat of job loss can make it economically impossible for potential donors to move forward with donation and these roadblocks are costing lives,” said Representative Nadler. “Congress must do everything in its power to remove deterrents to organ donation, which is why Congress must pass the Living Donor Protection Act bill package.”

    Organ donation saves thousands of lives every year, but burdensome roadblocks often stop individuals from becoming living donors. The Living Donor Protection Act bill package would protect living organ donors and promote organ donation in three easy, low-cost ways: 

    1. Prohibits life, disability, and long-term care insurance companies from denying or limiting coverage and from charging higher premiums based only on donor status;
    2. Amends the Family and Medical Leave Act of 1993 to specifically allow private and civil service employees to use FMLA leave to recover from donation surgery; and
    3. Directs HHS to update their materials on live organ donation to reflect these new protections and encourage more individuals to consider donating an organ.

    Currently, there are over 103,000 people on the national transplant waiting list, with almost 90,000 people on the kidney transplant list. The average wait time for a kidney transplant is about three to five years, and during that time, many patients become too sick to receive a transplant or die—13 people die each year waiting for an organ transplant. Receiving an organ from a living donor can shorten this wait time and ultimately allow the best chance for long-term success. Unfortunately, studies have found that up to one in four living donors report discrimination in the rates and provision of life insurance and disability insurance, and they can struggle to receive time off from work to complete their donation and recovery. Reducing barriers to living organ donation and educating potential donors on the protections provided to them under law will help to promote living organ donation and save the lives of those waiting for a transplant.

    The Living Donor Protection Act is endorsed by Alport Syndrome Foundation, American Association of Kidney Patients, American Council of Life Insurers, American Heart Association, American Kidney Fund, American Liver Foundation, American Nephrology Nurses Association, American Society of Nephrology, American Society of Pediatric Nephrology, American Society of Transplant Surgeons, American Society of Transplantation, Dialysis Patient Citizens, Global Liver Institute, IGA Nephropathy Foundation, International Society of Glomerular Disease, Kidney Transplant Collaborative, National Kidney Foundation, NephCure, the Nonprofit Kidney Care Alliance (NKCA), North American Transplant Coordinators Organization, Northwest Kidney Centers, the PKD Foundation, the Rogosin Institute, Sanofi, the United Network for Organ Sharing (UNOS), Transplant Recipients International Organization (TRIO), and Renal Physicians Association.

    “On behalf of all kidney patients, organ donors and American taxpayers, the American Association of Kidney Patients salutes U.S. Senators Tom Cotton and Kristen Gillibrand and U.S. Representatives Don Bacon and Jerrold Nadler for introducing the bipartisan Living Donor Protection Act so that living organ donors will no longer face the Hobbesian choice of saving an innocent human life at the risk of losing insurance coverages that provide economic security and peace of mind to their families and loved ones. The time is now for America to transcend high-cost, high-mortality dialysis care as the default solution for people living with kidney failure and to encourage greater living organ donation and greater transplant opportunities for all Americans in need of a life-saving organ,” said Edward V. Hickey, III, President, American Association of Kidney Patients.

    “Life insurers are committed to helping people access the financial protection they want and need for themselves and their families. The Living Donor Protection Act will help ensure that organ donors can continue to access life, disability income, or long-term care coverage, while upholding fair underwriting standards. Most importantly, it will safeguard those who selflessly give the gift of life through organ donation,” said David Chavern, President and CEO, American Council of Life Insurers.

    “The selfless individuals who give the gift of life by donating a kidney should not face discrimination by life, long-term care, or disability insurers. This legislation would be a significant step in efforts to encourage more living donors and reduce the kidney transplant waiting list by providing the protections that living donors should receive for their lifesaving actions,” said LaVarne Burton, President and CEO, American Kidney Fund. 

    “No child or adult should die waiting for a liver transplant. We must work together to increase living organ donation, and the Living Donor Protection Act provides a tangible path forward by removing key barriers for those willing to give the gift of life. We are so grateful to Representatives Bacon and Nadler for their extraordinary leadership and commitment to advancing living donor transplantation, which will help thousands of liver patients throughout the country,” said Lorraine Stiehl, CEO, American Liver Foundation and caregiver to a transplant patient. 

    “ASN commends the re-introduction of the Living Donor Protection Act and accompanying Living Donor FMLA Protection Act, critical legislation which will remove barriers that discourage living donors from providing the life-saving gift of a kidney transplant. Americans who are considering becoming living donors deserve more support than the current system provides for them, and ASN believes the Living Donor Protection Act and accompanying Living Donor FMLA Protection Act are critical to achieve this goal,” said Prabir Roy-Chaudhury, MD, PhD, FASN, President, American Society of Nephrology President.

    “On behalf of the American Society of Transplantation (AST), representing a majority of the nation’s transplant medical professionals, our Society strongly applauds and endorses the re-introduction of the Living Donor Protection Act (LDPA). AST is grateful for the ongoing and steadfast leadership of Representatives Bacon, Nadler and Senators Cotton and Gillibrand to protect transplant patients and strengthen living donation. The LDPA is a patient-focused bill seeking to remove policy barriers that might otherwise prevent an individual from providing a lifesaving donor organ. AST greatly appreciates this bipartisan, bicameral, and patient centric legislation. We look forward to working with you to advance the LDPA in this 119th Congress,” said Dr. Jon Kobashigawa, MD, President, American Society of Transplantation. 

    “On behalf of more than 2,000 transplant surgeons and professionals, the American Society of Transplant Surgeons (ASTS) enthusiastically commends the champions of the Living Donor Protection Act (LDPA) for their unwavering commitment to saving lives. As a tireless advocate for this legislation since its inception—and a proud partner in shaping its recent progress—ASTS is thrilled to see the momentum continue following the bill’s strong bipartisan support in the 118th Congress. With a preliminary CBO score of zero, there is no better time for Congress to act. Passing the LDPA will provide vital, commonsense protections for living donors and remove unnecessary employment and insurance barriers to giving the ultimate gift: the gift of life,” said Ginny L. Bumgardner, MD, PhD, American Society of Transplant Surgeons.  

    “Global Liver Institute strongly supports the Living Donor Protection Act as an essential step to save lives by making the donation process affordable for living donors and protecting their employment. This bipartisan legislation was a collaborative effort, reflecting the policies determined most important to support living donors as determined by organ donors, liver and kidney patients, the insurance industry, transplant professionals, nephrologists, advocacy organizations and disease professionals. We look forward to its final passage in the 119th Congress,” said Larry Holden, President and CEO, Global Liver Institute.  

    “Living donors are heroes demonstrating compassion and generosity, and they are also rigorously screened individuals at the peak of health. Our family, friends and neighbors who choose to give the gift of a kidney enable thousands of Americans per year to resume a life where they can fully contribute to society, the economy, and their families rather than being limited by the life-support stopgap of dialysis. The ISGD enthusiastically endorses the Living Donor Protection Act,” said Laurel Damashek, Executive Director, International Society of Glomerular Disease and living donor kidney transplant recipient. 

    “We applaud Representatives Bacon and Nadler for their continued leadership on the Living Donor Protection Act. Taking this new approach of splitting the bill to ensure a smoother passage is an appropriate and needed step. These bills are a bipartisan approach to address the national organ shortage crisis, remove barriers to transplantation and recognize the courage and generosity of those who choose to save lives through donation. We urge Congress to pass this legislation quickly,” said Kevin Longino, CEO, National Kidney Foundation and a kidney transplant recipient.

    “As nonprofit dialysis providers, kidney transplant is an ideal outcome for many of our patients and legislation to protect and support living donors is critical to our patient-centered mission,” said Monica Massaro, Executive Director, Nonprofit Kidney Care Alliance.

    “Polycystic kidney disease currently has no cure, and for many of the 600,000 patients living in the US, organ transplantation becomes their best path forward when kidney function declines. Living donors don’t just extend lives—they reduce strain on our health care system and save taxpayer money by helping patients avoid dialysis. Yet needless barriers disincentivize many from stepping up to help. The Living Donor Protection Act is a commonsense, bipartisan solution that will ensure living donors are protected, not penalized, for their generosity,” said Susan Bushnell, President and CEO, Polycystic Kidney Disease (PKD) Foundation.

    “As a pioneer in transplantation since performing New York State’s first living donor kidney transplant in 1963, The Rogosin Institute believes that kidney transplantation is the ideal treatment for patients with end-stage kidney disease. We are proud to wholeheartedly endorse all components of the Living Donor Protection Act.  Importantly, the Act will remove barriers to donation such as insurance uncertainty and financial insecurity. Rogosin extends our thanks to the bipartisan members of Congress supporting this critical legislation. We thank Congressmen Bacon and Nadler for championing the Living Donor Protection Act,” said The Rogosin Institute.

    “Living organ donors save people’s lives and should be able to give the gift of life without fear of insurance discrimination or financial retribution, especially as they recover from surgery. The Living Donor Protection Act rightfully protects these selfless individuals from this. Thank you, Sens. Cotton and Gillibrand and Reps. Bacon and Nadler for your bipartisan leadership and for standing up for living organ donors,” said Maureen McBride, Ph.D., CEO, United Network for Organ Sharing.

    The text of the bills can be found here and here.

    ###

    MIL OSI USA News

  • MIL-OSI: Five Star Bancorp Announces Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    RANCHO CORDOVA, Calif., July 23, 2025 (GLOBE NEWSWIRE) — Five Star Bancorp (Nasdaq: FSBC) (“Five Star” or the “Company”), a holding company that operates through its wholly owned banking subsidiary, Five Star Bank (the “Bank”), today reported net income of $14.5 million for the three months ended June 30, 2025, as compared to $13.1 million for the three months ended March 31, 2025 and $10.8 million for the three months ended June 30, 2024.

    Second Quarter Highlights

    Performance and operating highlights for the Company for the periods noted below included the following:

        Three months ended  
    (in thousands, except per share and share data)   June 30,
    2025
          March 31,
    2025
          June 30,
    2024
     
    Return on average assets (“ROAA”)   1.37 %     1.30 %     1.23 %
    Return on average equity (“ROAE”)   14.17 %     13.28 %     11.72 %
    Pre-tax income $ 20,099     $ 18,391     $ 15,152  
    Pre-tax, pre-provision income(1) $ 22,599     $ 20,291     $ 17,152  
    Net income $ 14,508     $ 13,111     $ 10,782  
    Basic earnings per common share $ 0.68     $ 0.62     $ 0.51  
    Diluted earnings per common share $ 0.68     $ 0.62     $ 0.51  
    Weighted average basic common shares outstanding   21,225,831       21,209,881       21,039,798  
    Weighted average diluted common shares outstanding   21,269,265       21,253,588       21,058,085  
    Shares outstanding at end of period   21,360,991       21,329,235       21,319,583  
                           
    (1)See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.
     

    James E. Beckwith, President and Chief Executive Officer, commented:

    “We are very pleased to report an exceptional quarter where the continuation of our organic growth strategy fueled new account openings and resulted in growth in loans and deposits. Total loans held for investment increased by $136.2 million, or 3.76% (15.04% when annualized), and total deposits increased by $158.3 million, or 4.24% (16.94% when annualized). Net interest margin increased by eight basis points to 3.53%, while our efficiency ratio decreased to 41.03% compared to 42.58% for the first quarter of 2025. Short-term borrowings remained at zero as of June 30, 2025 and December 31, 2024. This quarter, we declared another dividend to shareholders, which exemplifies our commitment to shareholder value.

    This success serves as a strong testimony to our people, technology, operating efficiencies, conservative underwriting practices, exceptional credit quality, and prudent approach to portfolio management, which we believe will continue to benefit our clients, employees, community, and shareholders. It is also attributable to our relationship-based banking approach, where clients receive high-tech and high-touch concierge business banking services.

    We look forward to bringing these services to the Walnut Creek market, where we expect to open an office in the third quarter of 2025. Since our expansion in the San Francisco Bay Area began in June 2023, the team has grown to 34 employees with $456.9 million in deposits as of June 30, 2025. We also look forward to the continued growth of business verticals, including Food, Agribusiness, and Diversified Industries where we believe clients will benefit from our global trade services and exceptional treasury management tools.

    As we look to the second half of 2025, we are humbled and proud of our team’s accomplishments. We also thank our employees for their outstanding commitment to ensuring Five Star Bank remains a safe, trusted, and steadfast banking partner.”

    Financial highlights as of and during the three months ended June 30, 2025 included the following:

    • The San Francisco Bay Area team increased from 31 to 34 employees and generated deposit balances totaling $456.9 million at June 30, 2025, an increase of $77.2 million from March 31, 2025.
    • The Company hired five new Business Development Officers, increasing from 35 at March 31, 2025 to 40 at June 30, 2025.
    • Cash and cash equivalents were $483.8 million, representing 12.42% of total deposits at June 30, 2025, as compared to 12.11% at March 31, 2025.
    • Total deposits increased by $158.3 million, or 4.24%, during the three months ended June 30, 2025, due to increases in non-wholesale deposits that exceeded decreases in wholesale deposits, which the Company defines as brokered deposits and California Time Deposit Program deposits. During the three months ended June 30, 2025, non-wholesale deposits increased by $191.6 million, or 6.29%, and wholesale deposits decreased by $33.4 million, or 4.84%.
    • The Company had no short-term borrowings at June 30, 2025 or March 31, 2025.
    • Consistent, disciplined management of expenses contributed to our efficiency ratio of 41.03% for the three months ended June 30, 2025, as compared to 42.58% for the three months ended March 31, 2025 and 44.07% for the three months ended June 30, 2024.
    • For the three months ended June 30, 2025, net interest margin was 3.53%, as compared to 3.45% for the three months ended March 31, 2025 and 3.39% for the three months ended June 30, 2024. The effective Federal Funds rate was 4.33% as of June 30, 2025, remaining constant from March 31, 2025 and decreasing from 5.33% at June 30, 2024.
    • Other comprehensive loss was $0.3 million during the three months ended June 30, 2025. Unrealized losses, net of tax effect, on available-for-sale securities were $12.0 million as of June 30, 2025. Total carrying value of held-to-maturity and available-for-sale securities represented 0.06% and 2.22% of total interest-earning assets, respectively, as of June 30, 2025.
    • The Company’s common equity Tier 1 capital ratio was 10.85% and 11.00% as of June 30, 2025 and March 31, 2025, respectively. The Bank continues to meet all requirements to be considered “well-capitalized” under applicable regulatory guidelines.
    • Loan and deposit growth in the three and twelve months ended June 30, 2025 was as follows:
    (in thousands) June 30,
    2025
      March 31,
    2025
      $ Change   % Change
    Loans held for investment $ 3,758,025     $ 3,621,819     $ 136,206       3.76 %
    Non-interest-bearing deposits   1,004,061       933,652       70,409       7.54 %
    Interest-bearing deposits   2,890,561       2,802,702       87,859       3.13 %
                   
    (in thousands) June 30,
    2025
      June 30,
    2024
      $ Change   % Change
    Loans held for investment $ 3,758,025     $ 3,266,291     $ 491,734       15.05 %
    Non-interest-bearing deposits   1,004,061       825,733       178,328       21.60 %
    Interest-bearing deposits   2,890,561       2,323,898       566,663       24.38 %
    • The ratio of nonperforming loans to loans held for investment at period end increased from 0.05% at March 31, 2025 to 0.06% at June 30, 2025. The increase was due to one commercial real estate loan being put on nonaccrual status during the quarter.
    • The Company’s Board of Directors declared on April 17, 2025, and the Company subsequently paid, a cash dividend of $0.20 per share during the three months ended June 30, 2025. The Company’s Board of Directors subsequently declared another cash dividend of $0.20 per share on July 17, 2025, which the Company expects to pay on August 11, 2025 to shareholders of record as of August 4, 2025.

    Summary Results

    Three months ended June 30, 2025, as compared to three months ended March 31, 2025

    The Company’s net income was $14.5 million for the three months ended June 30, 2025, as compared to $13.1 million for the three months ended March 31, 2025. Net interest income increased by $2.5 million during the three months ended June 30, 2025, as compared to the three months ended March 31, 2025, primarily due to an increase in interest income driven by loan growth and an improvement in the average yield on loans, partially offset by an increase in interest expense driven by deposit growth. The provision for credit losses increased by $0.6 million, with loan growth and increases in net charge-offs during the three months ended June 30, 2025 as the leading drivers. Non-interest income increased by $0.5 million, primarily due to an overall improvement in the estimated earnings related to investments in venture-backed funds during the three months ended June 30, 2025, as compared to the three months ended March 31, 2025. Non-interest expense increased by $0.7 million during the three months ended June 30, 2025, as compared to the three months ended March 31, 2025, primarily related to increases in business travel, conferences, training, and advertising and promotional expenses associated with expansion of the Bank’s business development teams, partially offset by an increase in deferred loan origination costs.

    Three months ended June 30, 2025, as compared to three months ended June 30, 2024

    The Company’s net income was $14.5 million for the three months ended June 30, 2025, as compared to $10.8 million for the three months ended June 30, 2024. Net interest income increased by $7.4 million during the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, primarily due to an increase in interest income driven by loan growth and an improvement in the average yield on loans, partially offset by an increase in interest expense driven by deposit growth. The provision for credit losses increased by $0.5 million, with increases in net charge-offs during the three months ended June 30, 2025 as the leading driver. Non-interest income increased by $0.2 million, primarily due to an overall improvement in the estimated earnings related to investments in venture-backed funds, partially offset by a decrease in the volume of loans sold during the three months ended June 30, 2025, as compared to the three months ended June 30, 2024. Non-interest expense increased by $2.2 million during the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, with an increase in salaries and employee benefits related to increased headcount as the leading driver.

    The following is a summary of the components of the Company’s operating results and performance ratios for the periods indicated:

        Three months ended        
    (in thousands, except per share data)   June 30,
    2025
      March 31,
    2025
      $ Change   % Change
    Selected operating data:                    
    Net interest income   $ 36,515     $ 33,977     $ 2,538       7.47 %
    Provision for credit losses     2,500       1,900       600       31.58 %
    Non-interest income     1,810       1,359       451       33.19 %
    Non-interest expense     15,726       15,045       681       4.53 %
    Pre-tax income     20,099       18,391       1,708       9.29 %
    Provision for income taxes     5,591       5,280       311       5.89 %
    Net income   $ 14,508     $ 13,111     $ 1,397       10.66 %
    Earnings per common share:                    
    Basic   $ 0.68     $ 0.62     $ 0.06       9.68 %
    Diluted   $ 0.68     $ 0.62     $ 0.06       9.68 %
    Performance and other financial ratios:                    
    ROAA     1.37 %     1.30 %            
    ROAE     14.17 %     13.28 %            
    Net interest margin     3.53 %     3.45 %            
    Cost of funds     2.53 %     2.56 %            
    Efficiency ratio     41.03 %     42.58 %            
                         
        Three months ended            
    (in thousands, except per share data)   June 30,
    2025
      June 30,
    2024
        $ Change     % Change
    Selected operating data:                    
    Net interest income   $ 36,515     $ 29,092     $ 7,423       25.52 %
    Provision for credit losses     2,500       2,000       500       25.00 %
    Non-interest income     1,810       1,573       237       15.07 %
    Non-interest expense     15,726       13,513       2,213       16.38 %
    Pre-tax income     20,099       15,152       4,947       32.65 %
    Provision for income taxes     5,591       4,370       1,221       27.94 %
    Net income   $ 14,508     $ 10,782     $ 3,726       34.56 %
    Earnings per common share:                    
    Basic   $ 0.68     $ 0.51     $ 0.17       33.33 %
    Diluted   $ 0.68     $ 0.51     $ 0.17       33.33 %
    Performance and other financial ratios:                    
    ROAA     1.37 %     1.23 %            
    ROAE     14.17 %     11.72 %        
    Net interest margin     3.53 %     3.39 %        
    Cost of funds     2.53 %     2.56 %        
    Efficiency ratio     41.03 %     44.07 %        
                             

    Balance Sheet Summary

    (in thousands)   June 30,
    2025
      March 31,
    2025
      $ Change   % Change  
    Selected financial condition data:                  
    Total assets   $ 4,413,473     $ 4,245,057     $ 168,416       3.97 %
    Cash and cash equivalents     483,810       452,571       31,239       6.90 %
    Total loans held for investment     3,758,025       3,621,819       136,206       3.76 %
    Total investments     97,575       99,696       (2,121 )     (2.13 )%
    Total liabilities     3,996,731       3,838,606       158,125       4.12 %
    Total deposits     3,894,622       3,736,354       158,268       4.24 %
    Subordinated notes, net     73,968       73,932       36       0.05 %
    Total shareholders’ equity     416,742       406,451       10,291       2.53 %
    • Insured and collateralized deposits were approximately $2.6 billion, representing 67.06% of total deposits as of June 30, 2025, as compared to 67.55% as of March 31, 2025. Net uninsured and uncollateralized deposits were approximately $1.3 billion as of June 30, 2025, increasing from $1.2 billion at March 31, 2025.
    • Non-wholesale deposit accounts constituted 83.14% of total deposits as of June 30, 2025, as compared to 81.53% at March 31, 2025. Deposit relationships of greater than $5 million represented 59.91% of total deposits, as compared to 60.87% as of March 31, 2025, and had an average age of approximately 8.34 years as of June 30, 2025, as compared to 8.80 years as of March 31, 2025.
    • Total deposits as of June 30, 2025 were $3.9 billion, an increase of $158.3 million, or 4.24%, from March 31, 2025 comprised of increases in both interest-bearing and non-interest-bearing deposits. The primary driver of interest-bearing deposit growth was new money market deposit accounts opened during the quarter, adding $87.4 million in new balances. Non-interest-bearing deposit growth was driven by new accounts opened during the quarter, adding $68.7 million in new balances.
    • Cash and cash equivalents as of June 30, 2025 were $483.8 million, representing 12.42% of total deposits at June 30, 2025, as compared to 12.11% as of March 31, 2025.
    • Total liquidity (consisting of cash and cash equivalents and unused and immediately available borrowing capacity as set forth below) was approximately $2.2 billion as of June 30, 2025, as compared to $2.0 billion at March 31, 2025.
        June 30, 2025
    (in thousands)   Line of Credit   Letters of Credit Issued   Borrowings   Available
    Federal Home Loan Bank of San Francisco (“FHLB”) advances   $ 1,290,446     $ 732,500     $     $ 557,946  
    Federal Reserve Discount Window     926,573                   926,573  
    Correspondent bank lines of credit     185,000                   185,000  
    Cash and cash equivalents                       483,810  
    Total   $ 2,402,019     $ 732,500     $     $ 2,153,329  
                     
    (in thousands)   June 30,
    2025
      December 31,
    2024
      $ Change   % Change
    Selected financial condition data:                
    Total assets   $ 4,413,473     $ 4,053,278     $ 360,195       8.89 %
    Cash and cash equivalents     483,810       352,343       131,467       37.31 %
    Total loans held for investment     3,758,025       3,532,686       225,339       6.38 %
    Total investments     97,575       100,914       (3,339 )     (3.31 )%
    Total liabilities     3,996,731       3,656,654       340,077       9.30 %
    Total deposits     3,894,622       3,557,994       336,628       9.46 %
    Subordinated notes, net     73,968       73,895       73       0.10 %
    Total shareholders’ equity     416,742       396,624       20,118       5.07 %
                                     

    The increase in total assets from December 31, 2024 to June 30, 2025 was primarily comprised of a $225.3 million increase in total loans held for investment and a $131.5 million increase in cash and cash equivalents. The $225.3 million increase in total loans held for investment between December 31, 2024 and June 30, 2025 was a result of $578.8 million in loan originations and advances, partially offset by $130.3 million and $223.1 million in loan payoffs and paydowns, respectively. The $225.3 million increase in total loans held for investment included $43.9 million in purchases of loans within the consumer concentration of the loan portfolio. The $131.5 million increase in cash and cash equivalents primarily resulted from net cash inflows related to financing and operating activities of $328.1 million and $28.1 million, respectively, partially offset by net cash outflows related to investing activities of $224.7 million.

    The increase in total liabilities from December 31, 2024 to June 30, 2025 was primarily due to an increase in interest-bearing deposits of $255.2 million. The increase in interest-bearing deposits was largely due to increases in money market and time deposits of $179.4 million and $101.9 million, respectively.

    The increase in total shareholders’ equity from December 31, 2024 to June 30, 2025 was primarily a result of net income recognized of $27.6 million and a $0.4 million increase in accumulated other comprehensive income, partially offset by $8.5 million in cash dividends paid during the period.

    Net Interest Income and Net Interest Margin

    The following is a summary of the components of net interest income for the periods indicated:

        Three months ended        
    (in thousands)   June 30,
    2025
      March 31,
    2025
      $ Change   % Change
    Interest and fee income   $ 60,580     $ 57,087     $ 3,493       6.12 %
    Interest expense     24,065       23,110       955       4.13 %
    Net interest income   $ 36,515     $ 33,977     $ 2,538       7.47 %
    Net interest margin     3.53 %     3.45 %        
                     
        Three months ended        
    (in thousands)   June 30,
    2025
      June 30,
    2024
      $ Change   % Change
    Interest and fee income   $ 60,580     $ 48,998     $ 11,582       23.64 %
    Interest expense     24,065       19,906       4,159       20.89 %
    Net interest income   $ 36,515     $ 29,092     $ 7,423       25.52 %
    Net interest margin     3.53 %     3.39 %        
                             

    The following table shows the components of net interest income and net interest margin for the quarterly periods indicated:

        Three months ended
        June 30, 2025   March 31, 2025   June 30, 2024
    (in thousands)   Average
    Balance
      Interest
    Income/
    Expense
      Yield/ Rate   Average
    Balance
      Interest
    Income/
    Expense
      Yield/ Rate   Average
    Balance
      Interest
    Income/
    Expense
      Yield/ Rate
    Assets                                    
    Interest-earning deposits in banks   $ 361,866     $ 3,987       4.42 %   $ 328,571     $ 3,575       4.41 %   $ 148,936     $ 1,986       5.36 %
    Investment securities     97,886       577       2.37 %     100,474       581       2.34 %     105,819       650       2.47 %
    Loans held for investment and sale     3,691,616       56,016       6.09 %     3,567,992       52,931       6.02 %     3,197,921       46,362       5.83 %
    Total interest-earning assets     4,151,368       60,580       5.85 %     3,997,037       57,087       5.79 %     3,452,676       48,998       5.71 %
    Interest receivable and other assets, net     101,632               93,543               84,554          
    Total assets   $ 4,253,000             $ 4,090,580             $ 3,537,230          
                                         
    Liabilities and shareholders’ equity                                    
    Interest-bearing transaction accounts   $ 283,369     $ 1,043       1.48 %   $ 303,822     $ 1,112       1.48 %   $ 291,470     $ 1,104       1.52 %
    Savings accounts     121,692       801       2.64 %     123,599       772       2.53 %     120,080       856       2.87 %
    Money market accounts     1,647,628       13,270       3.23 %     1,540,879       12,435       3.27 %     1,547,814       13,388       3.48 %
    Time accounts     726,295       7,790       4.30 %     706,528       7,629       4.38 %     272,887       3,369       4.96 %
    Subordinated notes and other borrowings     73,967       1,161       6.30 %     73,908       1,162       6.37 %     75,747       1,189       6.31 %
    Total interest-bearing liabilities     2,852,951       24,065       3.38 %     2,748,736       23,110       3.41 %     2,307,998       19,906       3.47 %
    Demand accounts     957,034               910,954               817,668          
    Interest payable and other liabilities     32,406               30,389               41,429          
    Shareholders’ equity     410,609               400,501               370,135          
    Total liabilities & shareholders’ equity   $ 4,253,000             $ 4,090,580             $ 3,537,230          
                                         
    Net interest spread             2.47 %             2.38 %             2.24 %
    Net interest income/margin       $ 36,515       3.53 %       $ 33,977       3.45 %       $ 29,092       3.39 %
                                                                 

    Net interest income during the three months ended June 30, 2025 increased $2.5 million, or 7.47%, to $36.5 million compared to $34.0 million during the three months ended March 31, 2025. Net interest margin totaled 3.53% for the three months ended June 30, 2025, an increase of eight basis points compared to the prior quarter. The increase in net interest income is primarily attributable to an additional $3.5 million in interest income, mainly due to a $123.6 million, or 3.46%, increase in the average balance of loans and a seven basis point improvement in the average yield on loans during the three months ended June 30, 2025 compared to the prior quarter. The increase in interest income was partially offset by an additional $1.0 million in interest expense, which was mainly driven by a $150.2 million, or 4.19%, increase in the average balance of deposits at an average rate of two basis points lower than the prior quarter.

    As compared to the three months ended June 30, 2024, net interest income increased $7.4 million, or 25.52%, to $36.5 million from $29.1 million. Net interest margin totaled 3.53% for the three months ended June 30, 2025, an increase of 14 basis points compared to the same quarter of the prior year. The increase in net interest income is primarily attributable to an additional $11.6 million in interest income, mainly due to a $493.7 million, or 15.44%, increase in the average balance of loans and a 26 basis point improvement in the average yield on loans during the three months ended June 30, 2025 compared to the same quarter of the prior year. The increase in interest income was partially offset by an additional $4.2 million in interest expense compared to the same quarter of the prior year. The increase in interest expense is mainly attributable to a $686.1 million, or 22.50%, increase in the average balance of deposits at an average rate of one basis point lower during the three months ended June 30, 2025 compared to the same quarter of the prior year.

    Loans by Type

    The following table provides loan balances, excluding deferred loan fees, by type as of the dates shown:

    (in thousands)   June 30, 2025   March 31, 2025
    Real estate:        
    Commercial   $ 3,066,627     $ 2,941,201  
    Commercial land and development     1,422       3,556  
    Commercial construction     112,399       113,002  
    Residential construction     5,479       5,747  
    Residential     33,132       34,053  
    Farmland     51,579       43,643  
    Commercial:        
    Secured     173,855       170,525  
    Unsecured     37,568       34,970  
    Consumer and other     278,215       277,093  
    Net deferred loan fees     (2,251 )     (1,971 )
    Total loans held for investment   $ 3,758,025     $ 3,621,819  
                     

    Interest-bearing Deposits

    The following table provides interest-bearing deposit balances by type as of the dates shown:

    (in thousands)   June 30, 2025   March 31, 2025
    Interest-bearing transaction accounts   $ 292,257     $ 295,633  
    Money market accounts     1,704,652       1,577,473  
    Savings accounts     121,567       128,210  
    Time accounts     772,085       801,386  
    Total interest-bearing deposits   $ 2,890,561     $ 2,802,702  
                     

    Asset Quality

    Allowance for Credit Losses

    At June 30, 2025, the Company’s allowance for credit losses was $40.2 million, as compared to $37.8 million at December 31, 2024. The $2.4 million increase in the allowance is due to a $4.6 million provision for credit losses recorded during the six months ended June 30, 2025, partially offset by net charge-offs of $2.2 million, primarily attributable to commercial and industrial loans, during the same period.

    The Company’s ratio of nonperforming loans to loans held for investment increased from 0.05% at December 31, 2024 to 0.06% at June 30, 2025. Loans designated as watch decreased from $123.4 million to $106.5 million between December 31, 2024 and June 30, 2025. Loans designated as substandard increased from $2.6 million to $4.2 million between December 31, 2024 and June 30, 2025. There were no loans with doubtful risk grades at June 30, 2025 or December 31, 2024.

    A summary of the allowance for credit losses by loan class is as follows:

        June 30, 2025   December 31, 2024
    (in thousands)   Amount   % of Total   Amount   % of Total
    Real estate:                
    Commercial   $ 27,792       69.19 %   $ 25,864       68.44 %
    Commercial land and development     33       0.08 %     78       0.21 %
    Commercial construction     2,575       6.41 %     2,268       6.00 %
    Residential construction     75       0.19 %     64       0.17 %
    Residential     334       0.83 %     270       0.71 %
    Farmland     723       1.80 %     607       1.61 %
          31,532       78.50 %     29,151       77.14 %
    Commercial:                
    Secured     5,623       14.00 %     5,866       15.52 %
    Unsecured     417       1.04 %     278       0.74 %
          6,040       15.04 %     6,144       16.26 %
    Consumer and other     2,595       6.46 %     2,496       6.60 %
    Total allowance for credit losses   $ 40,167       100.00 %   $ 37,791       100.00 %
                                     

    The ratio of allowance for credit losses to loans held for investment remained at 1.07% at June 30, 2025 and December 31, 2024.

    Non-interest Income

    The following table presents the key components of non-interest income for the periods indicated:

        Three months ended        
    (in thousands)   June 30,
    2025
      March 31,
    2025
      $ Change   % Change
    Service charges on deposit accounts   $ 196     $ 215     $ (19 )     (8.84 )%
    Gain on sale of loans     119       125       (6 )     (4.80 )%
    Loan-related fees     468       448       20       4.46 %
    FHLB stock dividends     325       331       (6 )     (1.81 )%
    Earnings on bank-owned life insurance     220       161       59       36.65 %
    Other income     482       79       403       510.13 %
    Total non-interest income   $ 1,810     $ 1,359     $ 451       33.19 %
                                     

    Other income. The increase resulted primarily from an overall improvement in the estimated earnings related to investments in venture-backed funds during the three months ended June 30, 2025 compared to the three months ended March 31, 2025.

    The following table presents the key components of non-interest income for the periods indicated:

        Three months ended      
    (in thousands)   June 30,
    2025
      June 30,
    2024
      $ Change   % Change
    Service charges on deposit accounts   $ 196     $ 189     $ 7       3.70 %
    Gain on sale of loans     119       449       (330 )     (73.50 )%
    Loan-related fees     468       370       98       26.49 %
    FHLB stock dividends     325       329       (4 )     (1.22 )%
    Earnings on bank-owned life insurance     220       158       62       39.24 %
    Other income     482       78       404       517.95 %
    Total non-interest income   $ 1,810     $ 1,573     $ 237       15.07 %
                                     

    Gain on sale of loans. The decrease related primarily to an overall decline in the volume of loans sold, partially offset by an improvement in the effective yield of loans sold. During the three months ended June 30, 2025, approximately $1.6 million of loans were sold with an effective yield of 7.60%, as compared to approximately $6.8 million of loans sold with an effective yield of 6.60% during the three months ended June 30, 2024.

    Other income. The increase related primarily to an overall improvement in the estimated earnings related to investments in venture-backed funds during the three months ended June 30, 2025 compared to the three months ended June 30, 2024.

    Non-interest Expense

    The following table presents the key components of non-interest expense for the periods indicated:

        Three months ended        
    (in thousands)   June 30,
    2025
      March 31,
    2025
      $ Change   % Change
    Salaries and employee benefits   $ 8,910     $ 9,134     $ (224 )     (2.45 )%
    Occupancy and equipment     657       637       20       3.14 %
    Data processing and software     1,508       1,457       51       3.50 %
    Federal Deposit Insurance Corporation (“FDIC”) insurance     470       455       15       3.30 %
    Professional services     918       913       5       0.55 %
    Advertising and promotional     865       522       343       65.71 %
    Loan-related expenses     423       319       104       32.60 %
    Other operating expenses     1,975       1,608       367       22.82 %
    Total non-interest expense   $ 15,726     $ 15,045     $ 681       4.53 %
                                     

    Salaries and employee benefits. The decrease related primarily to: (i) a $0.6 million increase in deferred loan origination costs due to greater loan originations, net of purchased consumer loans; and (ii) $0.1 million decrease in salaries, benefits, and bonus expense. The decrease was partially offset by a $0.5 million increase in commissions expense due to greater loan originations, net of purchased consumer loans, period-over-period.

    Advertising and promotional. The increase related primarily to additional expenses incurred to support the expansion of the Bank’s business development teams, including a $0.1 million increase related to business development expenses, a $0.1 million increase in expenses related to sponsored events and partnerships, and a $0.1 million increase in expenses related to donations.

    Loan-related expenses. The increase related primarily to a $0.1 million increase in expenses related to inspections to support the increase in loan originations and annual loan reviews.

    Other operating expenses. The increase was primarily due to a $0.2 million increase in business travel expenses and a $0.1 million increase in expenses related to conferences and trainings attended.

    The following table presents the key components of non-interest expense for the periods indicated:

        Three months ended        
    (in thousands)   June 30,
    2025
      June 30,
    2024
      $ Change   % Change
    Salaries and employee benefits   $ 8,910     $ 7,803     $ 1,107       14.19 %
    Occupancy and equipment     657       646       11       1.70 %
    Data processing and software     1,508       1,235       273       22.11 %
    FDIC insurance     470       390       80       20.51 %
    Professional services     918       767       151       19.69 %
    Advertising and promotional     865       615       250       40.65 %
    Loan-related expenses     423       297       126       42.42 %
    Other operating expenses     1,975       1,760       215       12.22 %
    Total non-interest expense   $ 15,726     $ 13,513     $ 2,213       16.38 %
                                     

    Salaries and employee benefits. The increase related primarily to: (i) a $1.2 million increase in salaries, benefits, and bonus expense, mainly related to a 16.58% increase in headcount between June 30, 2024 and June 30, 2025; and (ii) a $0.1 million increase in commissions paid. This increase was partially offset by a $0.2 million increase in deferred loan origination costs due to a greater number of loan originations, net of purchased consumer loans, period-over-period.

    Data processing and software. The increase was primarily due to: (i) increased usage of our digital banking platform; (ii) higher transaction volumes related to the increased number of loan and deposit accounts; and (iii) an increased number of licenses required for new users on our loan origination and documentation system.

    Professional services. The increase was primarily due to a $0.1 million increase in fees paid for compensation and business development consulting services.

    Advertising and promotional. The increase related primarily to additional expenses incurred to support the expansion of the Bank’s business development teams, including a $0.1 million increase in expenses related to sponsored events and partnerships and a $0.1 million increase related to business development expenses.

    Loan-related expenses. The increase related primarily to a $0.1 million increase in expenses related to inspections to support the increase in loan originations and annual loan reviews.

    Other operating expenses. The increase was primarily due to a $0.1 million increase in travel expense and a $0.1 million increase in expenses related to conferences, trainings, and professional association memberships.

    Provision for Income Taxes

    On July 4, 2025, the President signed H.R. 1, the “One Big Beautiful Bill Act,” into law. The legislation includes several changes to federal tax law that generally allow for more favorable deductibility of certain business expenses beginning in 2025, including the restoration of immediate expensing of domestic R&D expenditures, reinstatement of 100% bonus depreciation, and more favorable rules for determining the limitation on business interest expense. The Act also made certain changes to the deductibility of the cost of meals and charitable contributions that are effective for tax years beginning after Dec. 31, 2025. These changes were not reflected in the income tax provision for the period ended June 30, 2025, as enactment occurred after the balance sheet date. The Company is currently evaluating the impact on future periods.

    Three months ended June 30, 2025, as compared to three months ended March 31, 2025

    Provision for income taxes increased to $5.6 million for the three months ended June 30, 2025 from $5.3 million for the three months ended March 31, 2025, which was primarily due to an increase in taxable income recognized during the three months ended June 30, 2025. This increase was partially offset by a net $0.2 million reduction to the provision recorded during the three months ended June 30, 2025. This adjustment related to a tax law change for the state of California effective as of June 30, 2025, which requires a transition from a three-factor apportionment formula to a single-sales-factor formula for determining state income tax. As such, the Company recorded a net benefit of approximately $0.9 million relating to the current year provision, which was partially offset by a $0.7 million expense relating to the remeasuring of the deferred tax assets and liabilities as of June 30, 2025. The effective tax rates were 27.82% and 28.71% for the three months ended June 30, 2025 and March 31, 2025, respectively.

    Three months ended June 30, 2025, as compared to three months ended June 30, 2024

    Provision for income taxes increased by $1.2 million, or 27.94%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This increase was primarily driven by an increase in taxable income. This increase was partially offset by a net $0.2 million reduction to the provision recorded during the three months ended June 30, 2025. This adjustment related to a tax law change for the state of California effective as of June 30, 2025, which requires a transition from a three-factor apportionment formula to a single-sales-factor formula for determining state income tax. As such, the Company recorded a net benefit of approximately $0.9 million relating to the current year provision, which was partially offset by a $0.7 million expense relating to the remeasuring of the deferred tax assets and liabilities as of June 30, 2025. The effective tax rates were 27.82% and 28.84% for the three months ended June 30, 2025 and June 30, 2024, respectively.

    Webcast Details

    Five Star Bancorp will host a live webcast for analysts and investors on Thursday, July 24, 2025 at 1:00 PM ET (10:00 AM PT) to discuss its second quarter financial results. To view the live webcast, visit the “News & Events” section of the Company’s website under “Events” at https://investors.fivestarbank.com/news-events/events. The webcast will be archived on the Company’s website for a period of 90 days.

    About Five Star Bancorp

    Five Star is a bank holding company headquartered in Rancho Cordova, California. Five Star operates through its wholly owned banking subsidiary, Five Star Bank. The Bank has eight branches in Northern California.

    Forward-Looking Statements

    This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent plans, estimates, objectives, goals, guidelines, expectations, intentions, projections, and statements of the Company’s beliefs concerning future events, business plans, objectives, expected operating results, and the assumptions upon which those statements are based. Forward-looking statements include without limitation, any statement that may predict, forecast, indicate, or imply future results, performance, or achievements, and are typically identified with words such as “may,” “could,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “aim,” “intend,” “plan,” or words or phases of similar meaning. The Company cautions that the forward-looking statements are based largely on the Company’s expectations and are subject to a number of known and unknown risks and uncertainties that are subject to change based on factors which are, in many instances, beyond the Company’s control. Such forward-looking statements are based on various assumptions (some of which may be beyond the Company’s control) and are subject to risks and uncertainties, which change over time, and other factors, which could cause actual results to differ materially from those currently anticipated. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict their occurrence or how they will affect the Company. If one or more of the factors affecting the Company’s forward-looking information and statements proves incorrect, then the Company’s actual results, performance, or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements contained in this press release. Therefore, the Company cautions you not to place undue reliance on the Company’s forward-looking information and statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 and Quarterly Report on Form 10-Q for the three months ended March 31, 2025, in each case under the section entitled “Risk Factors,” and other documents filed by the Company with the Securities and Exchange Commission from time to time.

    The Company disclaims any duty to revise or update the forward-looking statements, whether written or oral, to reflect actual results or changes in the factors affecting the forward-looking statements, except as specifically required by law.

    Condensed Financial Data (Unaudited)

        Three months ended
    (in thousands, except per share and share data)   June 30,
    2025
      March 31,
    2025
      June 30,
    2024
    Revenue and Expense Data            
    Interest and fee income   $ 60,580     $ 57,087     $ 48,998  
    Interest expense     24,065       23,110       19,906  
    Net interest income     36,515       33,977       29,092  
    Provision for credit losses     2,500       1,900       2,000  
    Net interest income after provision     34,015       32,077       27,092  
    Non-interest income:            
    Service charges on deposit accounts     196       215       189  
    Gain on sale of loans     119       125       449  
    Loan-related fees     468       448       370  
    FHLB stock dividends     325       331       329  
    Earnings on bank-owned life insurance     220       161       158  
    Other income     482       79       78  
    Total non-interest income     1,810       1,359       1,573  
    Non-interest expense:            
    Salaries and employee benefits     8,910       9,134       7,803  
    Occupancy and equipment     657       637       646  
    Data processing and software     1,508       1,457       1,235  
    FDIC insurance     470       455       390  
    Professional services     918       913       767  
    Advertising and promotional     865       522       615  
    Loan-related expenses     423       319       297  
    Other operating expenses     1,975       1,608       1,760  
    Total non-interest expense     15,726       15,045       13,513  
    Income before provision for income taxes     20,099       18,391       15,152  
    Provision for income taxes     5,591       5,280       4,370  
    Net income   $ 14,508     $ 13,111     $ 10,782  
                 
    Comprehensive Income            
    Net income   $ 14,508     $ 13,111     $ 10,782  
    Net unrealized holding gain on securities available-for-sale during the period     190       1,030       295  
    Less: Income tax expense related to other comprehensive (loss) income     502       305       87  
    Other comprehensive (loss) income     (312 )     725       208  
    Total comprehensive income   $ 14,196     $ 13,836     $ 10,990  
                 
    Share and Per Share Data            
    Earnings per common share:            
    Basic   $ 0.68     $ 0.62     $ 0.51  
    Diluted   $ 0.68     $ 0.62     $ 0.51  
    Book value per share   $ 19.51     $ 19.06     $ 17.85  
    Tangible book value per share(1)   $ 19.51     $ 19.06     $ 17.85  
    Weighted average basic common shares outstanding     21,225,831       21,209,881       21,039,798  
    Weighted average diluted common shares outstanding     21,269,265       21,253,588       21,058,085  
    Shares outstanding at end of period     21,360,991       21,329,235       21,319,583  
                 
    Selected Financial Ratios            
    ROAA     1.37 %     1.30 %     1.23 %
    ROAE     14.17 %     13.28 %     11.72 %
    Net interest margin     3.53 %     3.45 %     3.39 %
    Loan to deposit(2)     96.50 %     97.01 %     103.87 %
     
    (1) See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.

    (2) Loan balance in loan to deposit ratio is total loans held for investment and sale at period end. Deposit balance in loan to deposit ratio is total deposits at period end.

     
    (in thousands)   June 30,
    2025
      March 31,
    2025
      June 30,
    2024
    Balance Sheet Data            
    Cash and due from financial institutions   $ 53,724     $ 42,473     $ 28,572  
    Interest-bearing deposits in banks     430,086       410,098       161,787  
    Time deposits in banks     849       4,024       4,097  
    Securities – available-for-sale, at fair value     94,990       97,111       103,204  
    Securities – held-to-maturity, at amortized cost     2,585       2,585       2,973  
    Loans held for sale     309       2,669       5,322  
    Loans held for investment     3,758,025       3,621,819       3,266,291  
    Allowance for credit losses     (40,167 )     (39,224 )     (35,406 )
    Loans held for investment, net of allowance for credit losses     3,717,858       3,582,595       3,230,885  
    FHLB stock     15,000       15,000       15,000  
    Operating leases, right-of-use asset     7,094       5,944       6,630  
    Premises and equipment, net     1,606       1,524       1,610  
    Bank-owned life insurance     23,466       23,246       19,030  
    Interest receivable and other assets     65,906       57,788       55,107  
    Total assets   $ 4,413,473     $ 4,245,057     $ 3,634,217  
                 
    Non-interest-bearing deposits   $ 1,004,061     $ 933,652     $ 825,733  
    Interest-bearing deposits     2,890,561       2,802,702       2,323,898  
    Total deposits     3,894,622       3,736,354       3,149,631  
    Subordinated notes, net     73,968       73,932       73,822  
    Other borrowings                  
    Operating lease liability     7,744       6,591       7,077  
    Interest payable and other liabilities     20,397       21,729       23,217  
    Total liabilities     3,996,731       3,838,606       3,253,747  
                 
    Common stock     303,155       302,788       301,968  
    Retained earnings     125,545       115,309       90,734  
    Accumulated other comprehensive loss, net of taxes     (11,958 )     (11,646 )     (12,232 )
    Total shareholders’ equity     416,742       406,451       380,470  
    Total liabilities and shareholders’ equity   $ 4,413,473     $ 4,245,057     $ 3,634,217  
                 
    Quarterly Average Balance Data            
    Average loans held for investment and sale   $ 3,691,616     $ 3,567,992     $ 3,197,921  
    Average interest-earning assets     4,151,368       3,997,037       3,452,676  
    Average total assets     4,253,000       4,090,580       3,537,230  
    Average deposits     3,736,018       3,585,782       3,049,919  
    Average total equity     410,609       400,501       370,135  
                 
    Credit Quality            
    Allowance for credit losses to nonperforming loans     1,763.26 %     2,222.32 %     1,882.30 %
    Nonperforming loans to loans held for investment     0.06 %     0.05 %     0.06 %
    Nonperforming assets to total assets     0.05 %     0.04 %     0.05 %
    Nonperforming loans plus performing loan modifications to loans held for investment     0.06 %     0.05 %     0.06 %
                 
    Capital Ratios            
    Total shareholders’ equity to total assets     9.44 %     9.57 %     10.47 %
    Tangible shareholders’ equity to tangible assets(1)     9.44 %     9.57 %     10.47 %
    Total capital (to risk-weighted assets)     13.72 %     13.97 %     14.38 %
    Tier 1 capital (to risk-weighted assets)     10.85 %     11.00 %     11.27 %
    Common equity Tier 1 capital (to risk-weighted assets)     10.85 %     11.00 %     11.27 %
    Tier 1 leverage ratio     10.03 %     10.17 %     11.05 %
     
    (1) See the section entitled “Non-GAAP Reconciliation (Unaudited)” for a reconciliation of this non-GAAP financial measure.
     

    Non-GAAP Reconciliation (Unaudited)

    The Company uses financial information in its analysis of the Company’s performance that is not in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The Company believes that these non-GAAP financial measures provide useful information to management and investors that is supplementary to the Company’s financial condition, results of operations, and cash flows computed in accordance with GAAP. However, the Company acknowledges that its non-GAAP financial measures have a number of limitations. As such, investors should not view these disclosures as a substitute for results determined in accordance with GAAP. Additionally, these non-GAAP measures are not necessarily comparable to non-GAAP financial measures that other banking companies use. Other banking companies may use names similar to those the Company uses for the non-GAAP financial measures the Company discloses, but may calculate them differently. Investors should understand how the Company and other companies each calculate their non-GAAP financial measures when making comparisons.

    Tangible shareholders’ equity to tangible assets is defined as total equity less goodwill and other intangible assets, divided by total assets less goodwill and other intangible assets. The most directly comparable GAAP financial measure is total shareholders’ equity to total assets. Management believes that tangible shareholders’ equity to tangible assets is a useful financial measure because it enables management, investors, and others to assess the Company’s financial health based on tangible capital. We had no goodwill or other intangible assets at the end of any period indicated. As a result, tangible shareholders’ equity to tangible assets is the same as total shareholders’ equity to total assets at the end of each of the periods indicated.

    Tangible book value per share is defined as total shareholders’ equity less goodwill and other intangible assets, divided by the outstanding number of common shares at the end of the period. The most directly comparable GAAP financial measure is book value per share. Management believes that tangible book value per share is a useful financial measure because it enables management, investors, and others to assess the Company’s value and use of equity. We had no goodwill or other intangible assets at the end of any period indicated. As a result, tangible book value per share is the same as book value per share at the end of each of the periods indicated.

    Pre-tax, pre-provision income is defined as pre-tax income plus provision for credit losses. The most directly comparable GAAP financial measure is pre-tax income. Management believes that pre-tax, pre-provision income is a useful financial measure because it enables management, investors, and others to assess the Company’s ability to generate operating profit and capital.

    The following reconciliation table provides a more detailed analysis of this non-GAAP financial measure:

        Three months ended
    (in thousands)   June 30,
    2025
      March 31,
    2025
      June 30,
    2024
    Pre-tax, pre-provision income            
    Pre-tax income   $ 20,099     $ 18,391     $ 15,152  
    Add: provision for credit losses     2,500       1,900       2,000  
    Pre-tax, pre-provision income   $ 22,599     $ 20,291     $ 17,152  

    Investor Contact:
    Heather C. Luck, Chief Financial Officer
    Five Star Bancorp
    (916) 626-5008
    hluck@fivestarbank.com

    Media Contact:
    Shelley R. Wetton, Chief Marketing Officer
    Five Star Bancorp
    (916) 284-7827
    swetton@fivestarbank.com

    The MIL Network

  • MIL-OSI: Subsea7 and Saipem announce signing of the Merger Agreement

    Source: GlobeNewswire (MIL-OSI)


    NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, OR IN ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW 

    Transaction structure and terms confirmed in line with Memorandum of Understanding

    Creating a global leader in energy services

    Milan, Luxembourg, 24 July 2025 – Saipem and Subsea7 announce that they have entered into a binding merger agreement, on terms and conditions in line with what previously communicated at the time of the signing of the Memorandum of Understanding on 23 February 2025. The merger of Saipem and Subsea7 will create a global leader in energy services. 

    Highlights

    • The company resulting from the merger1 between Saipem and Subsea7 (the “Proposed Combination”) will be renamed Saipem7 (“Saipem7”), will have revenue of approx. €21 billion2, EBITDA in excess of €2 billion3, will generate more than €800 million of Free Cash Flow4 and will have a combined backlog of €43 billion5
    • The highly complementary geographical footprints, competencies and capabilities, vessel fleets and technologies will benefit Saipem7’s global portfolio of clients
    • The diversification of the geographical footprint of Saipem and Subsea7 is reflected in the combined backlog, with no single country contributing more than 15% of total6
    • On completion, Saipem and Subsea7 shareholders will own 50% each of the share capital of Saipem7
    • Subsea7 shareholders participating to the Proposed Combination will receive 6.688 new Saipem shares for each Subsea7 share held
    • Subsea7 will distribute an extraordinary dividend to its shareholders for an amount equal to €450 million immediately prior to completion of the Proposed Combination
    • Annual synergies expected to be approximately €300 million on a run-rate basis, which will lead to material value creation for the shareholders of Saipem7
    • Saipem7 will remain incorporated in Italy and headquartered in Milan, and will have its shares listed on both the Milan and Oslo stock exchanges
    • Siem Industries, reference shareholder of Subsea7, and Eni and CDP Equity, reference shareholders of Saipem, have committed to vote in favour of the Proposed Combination
    • Completion of the Proposed Combination anticipated to occur in the second half of 2026

    The management of both Saipem and Subsea7 confirm the compelling strategic rationale in creating a global leader in energy services, particularly considering the growing size of clients’ projects. The parties believe the Proposed Combination will enhance value for all shareholders and stakeholders, both in the current market and in the long term.

    Eni, CDP Equity and Siem Industries fully support the Proposed Combination and have signed a Shareholders’ Agreement confirming the undertaking to vote in favour of the Proposed Combination. As part of this, to ensure a balanced leadership and governance structure, Saipem7’s CEO will be designated by Eni and CDP Equity and Saipem7’s Chairman of the Board of Directors will be designated by Siem Industries.

    It is currently envisaged that, upon completion of the Proposed Combination, Mr Kristian Siem will be appointed as Chairman of the Board of Directors of Saipem77 and Mr Alessandro Puliti will be appointed as CEO of Saipem78. In addition, Mr Alessandro Puliti and Mr John Evans will be appointed respectively as the Chairman and CEO of the company that will manage the Offshore Engineering & Construction business of Saipem7. Such company will be named Subsea7, branded as “Subsea7, a Saipem7 Company”, and will comprise all of Subsea7’s businesses and Saipem’s Asset Based Services business (including Offshore Wind).

    The by-laws of Saipem7 are expected to provide for loyalty shares (double votes), which will be available, upon request, to all shareholders of Saipem7.

    Strategic rationale of the Proposed Combination

    The Proposed Combination will be beneficial to the clients of both Saipem and Subsea7, bringing together the respective strengths of both companies:

    • Global reach and comprehensive solutions for clients: global operations and projects in more than 60 countries and a highly complementary footprint between the two companies. A full spectrum of offshore and onshore services, from drilling, engineering and construction to life-of-field services and decommissioning, with an increased ability to optimise project scheduling for clients in oil, gas, carbon capture and renewable energy
    • Diversified and complementary fleet: an expanded and diversified fleet of more than 60 construction vessels enhancing Saipem7’s ability to undertake a wide range of projects, from shallow water to ultra-deepwater operations, utilising a full portfolio of heavy lift, high-end J-lay, S-lay and reel-lay rigid pipeline solutions, flexible pipe and umbilical lay services, as well as market-leading wind turbine, foundations and cable lay installation capabilities
    • World-class expertise and experience: a specialised, global workforce of approximately 44,000 people, including more than 9,000 engineers and project managers contributing to delivering solutions that unlock value for clients
    • Innovation and technology: the combined expertise to foster innovation in offshore technologies, ensuring cutting-edge solutions for complex projects 

    The transaction is expected to create significant shareholder value through:

    • Synergies: annual cost and capital expenditure synergies expected to be approximately €300 million from the third year after completion of the Proposed Combination, driven by fleet optimisation (utilisation and geographical positioning of vessels and equipment), procurement (longer charter periods for leased vessels and improved terms with suppliers), sales and marketing (tendering rationalisation), and process efficiencies
    • More efficient capital expenditure programme: optimised allocation of capital across a broader, complementary vessel fleet
    • Attractive shareholder remuneration policy: Saipem7 is expected to distribute annually to its shareholders at least 40% of its Free Cash Flow after repayment of lease liabilities
    • Enhanced capital structure: a solid balance sheet expected to support an investment grade credit rating
    • Greater scale in both equity and debt capital markets: access to a wider investor base and to more diversified sources of capital

     Transaction structure, ownership and terms

    • Saipem7 will be created through an EU cross-border statutory merger, carried out by way of absorption of Subsea7 into Saipem, with the latter to be renamed Saipem7
    • Saipem7 will remain incorporated in Italy and headquartered in Milan, and will have its shares listed on both the Milan and Oslo stock exchanges
    • Siem Industries (currently the largest shareholder of Subsea7) will own approximately 11.8% of Saipem7’s share capital, while Eni and CDP Equity (currently the largest shareholders of Saipem) will respectively own approximately 10.6% and 6.4% of Saipem7’s share capital
    • Subsea7 shareholders participating to the Proposed Combination will receive 6.688 new Saipem shares for each Subsea7 share held
    • Assuming all Subsea7 shareholders participate in the merger, the share capital of Saipem7 will be held 50-50% by the current shareholders of Saipem and Subsea7 on completion
    • Immediately prior to completion of the Proposed Combination, Subsea7 shareholders will receive an extraordinary cash dividend of €450 million9
    • Shareholders of Subsea7 who vote against the approval of the Proposed Combination at the Subsea7 Extraordinary General Meeting will have the right to dispose of their shares in Subsea7 for an adequate cash compensation under the conditions set out under Luxembourg company law.10 The formula that will be used to determine the cash compensation will be made available on Subsea7’s website and the amount of the cash compensation determined on the basis of such formula will be announced in advance of Subsea7’s Extraordinary General Meeting

     Key activities performed since the execution of the Memorandum of Understanding

    • Satisfactory confirmatory due diligence completed, and transaction terms finalised in line with those initially agreed at the time of the signing of the Memorandum of Understanding
    • Annual cost and capital expenditure synergies confirmed and expected to be equal to approximately €300 million from the third year after completion of the Proposed Combination
    • No material findings in the analysis of Saipem and Subsea7 business plans in terms of projects overlap, thus further underpinning the value creation deriving from the Proposed Combination
    • Completed the preliminary antitrust analysis with the support of specialised advisors. Currently in the process of submitting the relevant documentation for the consideration of the Proposed Combination to the applicable antitrust authorities
    • Confirmation of capital allocation framework, including shareholders’ remuneration policy and target of achieving and maintaining investment grade credit rating
    • Identified the key members of the management team of Saipem7 and Subsea7 following completion of the Proposed Combination
    • Agreement on the governance principles applicable to Saipem7 and Subsea7 following completion of the Proposed Combination

     Organisational structure of Saipem7

    • Saipem7 will be structured as four businesses: Offshore Engineering & Construction, Onshore Engineering & Construction, Sustainable Infrastructures and Drilling Offshore
    • The Offshore Engineering & Construction business will be contained within an operationally autonomous company, fully owned by Saipem7, named Subsea7, branded as “Subsea7, a Saipem7 Company”, and will comprise all Subsea7’s businesses and the Asset Based Services business of Saipem (including Offshore Wind). The company will represent approximately 84% of the combined group’s EBITDA for the last 12 months as of 31 December 2024
    • Subsea7 shall be incorporated in the UK and headquartered in London. After completion of the Proposed Combination, Subsea7 will be governed by a Board of Directors comprising seven members, including Mr Alessandro Puliti as Chairman, Mr John Evans as CEO, Mr Kristian Siem and other four independent directors

     Pre-completion distributions to shareholders

    • Each of Saipem and Subsea7 will distribute cash dividends of $350 million during the course of 2025, such dividends having already been approved by their respective shareholders’ meetings in May 2025 and having already been partially distributed
    • If the Proposed Combination is not completed before the approval of the full year 2025 results of Saipem and Subsea7 (expected in the second quarter of 2026 for both Saipem and Subsea7), each of Saipem and Subsea7 will (subject to their respective 2025 results meeting certain agreed financial targets) be entitled to distribute cash dividends to their respective shareholders of at least $300 million11,12, 13, to be paid in Q2 2026  
    • In connection with a permitted business divestment currently ongoing, Subsea7 will also distribute a cash dividend equal to €105 million14 to its shareholders prior to completion of the Proposed Combination

    Shareholders’ Agreement

    The Shareholders’ Agreement signed between Siem Industries, Eni and CDP Equity provides for, inter alia, an irrevocable undertaking to vote in favour of the Proposed Combination (subject to receipt of the required Italian government approval), a three-year shareholder lock-up and the submission of a joint slate for the appointment of the majority of the members of the board of directors of Saipem7.

    Timing, conditions precedent, approvals and other matters

    Completion of the Proposed Combination will be subject to customary conditions precedent for a transaction of this nature, including, inter alia, the approval of antitrust, other public and regulatory authorities’ (e.g. the required Italian Government approval), as well as approval by the shareholders of both Saipem and Subsea7 at their respective Extraordinary General Meetings. In the case of Saipem this will be subject to reaching also the so-called “whitewash majorities” for purposes of the mandatory takeover bid exemption15. Both Saipem’s and Subsea7’s Extraordinary General Meetings will take place on 25 September 2025.

    Completion is currently anticipated to occur in the second half of 2026.

    The completion of the Proposed Combination will result in a “Change of Control,” as defined in the terms and conditions of the convertible bond issued by Saipem and denominated “€500,000,000 Senior Unsecured Guaranteed Equity Linked Bonds due 2029”.

    Documentation

    In connection with the Proposed Combination, the following documents, among others, will be made available:

    • The notice of call of each of Saipem and Subsea7’s Extraordinary General Meetings
    • The common merger plan approved by the Boards of Directors of each of Saipem and Subsea7 (the “Common Merger Plan”), along with the consolidated financial statements of Saipem and Subsea7 for the last three financial years and the merger related interim financial statements of Saipem and Subsea7 as of 30 June 2025
    • The reports of the Board of Directors of each of Saipem and Subsea7 describing the Proposed Combination
    • The independent expert reports prepared for each of Saipem and Subsea7 in connection with the Proposed Combination

    These documents will be available at the companies’ registered seats and published on each party’s website. Where required under applicable laws and regulations, these documents will be disclosed also through the authorised storage mechanism (SDIR) for Saipem and through an officially appointed mechanism (OAM) for Subsea7.

    The Common Merger Plan will also be filed with the Companies’ Register of Milan Monza Brianza Lodi, and the Luxembourg Trade and Companies Register, and will also be published in the Recueil Electronique des Sociétés et Associations in Luxembourg (the Luxembourg legal gazette for company announcements) (RESA)16

    Advisors

    Goldman Sachs Bank Europe SE, Succursale Italia is acting as lead financial advisor to Saipem, and Deutsche Bank AG, Milan Branch as financial advisor to Saipem. Clifford Chance LLP is serving as global legal counsel to Saipem (including as to matters of Italian, English, US and Luxembourg Law), while Advokatfirmaet Thommessen AS is serving as legal counsel to Saipem as to matters of Norwegian law.

    Kirk Lovegrove & Company Limited is acting as lead financial advisor and Deloitte LLP is acting as financial advisor to Subsea7. Freshfields LLP is serving as global legal counsel to Subsea7 (including as to matters of Italian, US and English Law), while Elvinger Hoss Prussen société anonyme and Advokatfirmaet Wiersholm AS are serving as legal counsel to Subsea7 as to matters of Luxembourg and Norwegian law, respectively.

    Enquiries

    Saipem is a global leader in the engineering and construction of major projects for the energy and infrastructure sectors, both offshore and onshore. Saipem is “One Company” organized into business lines: Asset Based Services, Drilling, Energy Carriers, Offshore Wind, Sustainable Infrastructures, Robotics & Industrialised Solutions. The company has 5 fabrication yards and an offshore fleet of 17 owned construction vessels and 13 drilling rigs, of which 9 owned. Always oriented towards technological innovation, the company’s purpose is “Engineering for a sustainable future”. As such Saipem is committed to supporting its clients on the energy transition pathway towards Net Zero, with increasingly digital means, technologies and processes geared for environmental sustainability. Listed on the Milan Stock Exchange, it is present in more than 50 countries around the world and employs about 30,000 people of over 130 nationalities.

    Subsea7 is a global leader in the delivery of offshore projects and services for the energy industry. Subsea7 makes offshore energy transition possible through the continuous evolution of lower-carbon oil and gas and by enabling the growth of renewables and emerging energies.

    No Offer or Solicitation

    This document is not an offer of merger consideration shares in the United States. Neither the merger consideration shares nor any other securities have been or will be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and neither the merger considerations shares nor any other securities may be offered, sold or delivered within or into the United States, except pursuant to a registration statement filed pursuant to the Securities Act or an applicable exemption from registration or in a transaction otherwise not subject to the Securities Act. This document must not be forwarded, distributed or sent, directly or indirectly, in whole or in part, in or into the United States. This document does not constitute an offer of or an invitation by or on behalf of, Saipem or Subsea7, or any other person, to purchase any securities.

    Forward-looking Statements

    This document contains forward-looking information and statements about Saipem and Subsea7 and their combined business after completion of the proposed merger of Saipem and Subsea 7 (the “Proposed Combination“). Forward-looking statements are statements that are not historical facts. These statements include financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations, products and services, and statements regarding future performance, Free Cash Flow, EBITDA, dividends, and credit ratings. Forward-looking statements are generally identified by the words “expects,” “anticipates,” “believes,” “intends,” “estimates” and similar expressions. Although the managements of Saipem and Subsea7 believe that the respective expectations reflected in such forward-looking statements are reasonable, investors and holders of Saipem and Subsea7 shares are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of Saipem and Subsea7, respectively, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. Except as required by applicable law, neither Saipem nor Subsea7 undertake any obligation to update any forward-looking information or statements.

    This document includes estimates relating to the synergies expected to arise from the merger and the combination of the business operations of Saipem and Subsea7, as well as related integration costs, which have been prepared by Saipem and Subsea7 and are based on a number of assumptions and judgments. Such estimates present the expected future impact of the merger and the combination of the business operations of Saipem and Subsea7 on Saipem7’s business, financial condition and results of operations. The assumptions relating to the estimated synergies and related integration costs are inherently uncertain and are subject to a wide variety of significant business, economic, and competitive risks and uncertainties that could cause the actual synergies from the merger and the combination of the business operations of Saipem and Subsea7, if any, and related integration costs to differ materially from the estimates in this document. Further, there can be no certainty that the merger will be completed in the manner and timeframe described in this document, or at all.

    Use of Non-IFRS Financial Measures

    This announcement includes certain non-IFRS financial measures with respect to Saipem and Subsea7, including EBITDA and Free Cash Flow. These unaudited non-IFRS financial measures should be considered in addition to, and not as a substitute for, measures of Saipem’s and Subsea7’s financial performance prepared in accordance with IFRS. In addition, these measures may be defined differently than similar terms used by other companies.

    Presentation of Financial Information

    This document includes financial data regarding Saipem and Subsea7 and the combination of Saipem and Subsea7.  Any Saipem7 financial data presented herein is presented for informational purposes only and is not intended to represent or be indicative of the actual consolidated results of operations or financial position of the combined entity and should not be taken as representative of the combined entity’s future consolidated results of operations or financial position had the Proposed Combination occurred as of such date. These estimates are based on financial information available at the time of the preparation of this document.

    1 Merger by way of absorption of Subsea7 into Saipem
    2 Combined Revenue for Saipem and Subsea7 as per last 12 months as of 31 December 2024
    3 Combined EBITDA for Saipem and Subsea7 as per last 12 months as of 31 December 2024
    4 Combined Free Cash Flow post repayment of lease liabilities for Saipem and Subsea7 as per last 12 months as of 31 December 2024
    5 Combined backlog for Saipem and Subsea7 as of 31 March 2025
    6 Combined backlog for Saipem and Subsea7 as of 31 March 2025
    7 Subject to approval by the Shareholders’ Meeting and the Board of Directors of Saipem7
    8 Subject to approval by the Shareholders’ Meeting and the Board of Directors of Saipem7
    9 Subject to approval by the Subsea7 Shareholders’ Meeting
    10 Such withdrawal right may only be exercised in respect of (a) Subsea7 shares registered in the securities account of the relevant shareholder with such shareholder’s financial intermediary on the date of publication of the Common Merger Plan on the Recueil Electronique des Sociétés et Associations – RESA (the Luxembourg legal gazette for company announcements) and (b) Subsea7 shares acquired after such date through inheritance or bequest.  Further details will be specified in the convening notice to the Subsea7 Extraordinary General Meeting
    11 Subject to approval by the Shareholders’ Meeting and the Board of Directors
    12 The dividend paid by Saipem will be qualified as ordinary in nature
    13 Saipem and Subsea7 will be entitled to distribute a reduced pro-rated amount should their respective financial results not meet the relevant financial targets, as detailed in the Common Merger Plan
    14 Subject to approval by the Subsea7 Shareholders’ Meeting
    15 Pursuant to Art. 49, paragraph 1, letter g) of Consob Regulation 11971/99
    16 Subsea7 intends to file the Common Merger Plan with the Registre de Commerce et des Sociétés, Luxembourg (the Luxembourg Trade and Companies Register) for publication on the RESA no later than the second Oslo Børs trading day after the date of this announcement

    This information is considered to be inside information pursuant to the EU Market Abuse Regulation and is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act. 
     This stock exchange release was published by Katherine Tonks, Investor Relations, Subsea7, on 24 July 2025 at 00:40 CET.

    Attachment

    The MIL Network

  • MIL-OSI United Kingdom: expert reaction to systematic review and meta-analysis of daily step count and risk of chronic diseases, cognitive decline and death

    Source: United Kingdom – Executive Government & Departments

    A systematic review and meta analysis published in The Lancet Public Health looks at daily steps and health outcomes in adults.

    Prof Steven Harridge, Professor of Human & Applied Physiology at the Centre for Ageing Resilience in a Changing Environment (CARICE) at King’s College London, said:

    “This is a systematic review of a large number of studies looking at the relationship between increasing step count and multiple health outcomes – as opposed to just all-cause mortality.

    “The paper shows clear effects of increasing physical activity (through increasing step count) on reducing disease risk.  There has been debate about the amount of activity an individual should be doing with 10,000 steps as a generalised target, not well evidenced. This paper shows that 7,000 steps is sufficient for reducing the risk for most diseases covered, and 10 000 steps does not confer much additional benefit.  But further risk reduction might be possible for some diseases.

    “Simply put, the paper supports bodies of evidence that increasing levels of physical activity are associated with positive health outcomes.  Importantly, increasing to 10,000 streps seems to confer no negative effects!

    “Studies of this kind are helpful in the large number of studies and participants combined into the analysis but it lacks mechanistic insight as to how these benefits arise.  The likelihood is that increasing step count increases cardiorespiratory fitness, well known to be positively associated with better health and all-cause mortality outcomes.

    “There is also another interpretation of these data. Humans are designed to be physically active (our evolutionary heritage as hunter gatherers), so the question could be posed the other way.  Let’s say the default is to walk 10,000 or 7,000 steps, what are the negative health outcomes that might be expected of going below this level?  Clearly, they are not good.  Thus is all depends on the perspective of what should be considered “normal”.  

    “Whilst step count is a very basic measure of activity (e.g.it does not capture intensity), this study adds to the body of knowledge that shows physical activity is vitally important for health and anything that encourages people to be more active is a good thing for both physical and mental health.  This is in the context of most people not adhering to the guidelines for physical activity as set out by the Chief Medical Officer.”

      

    Dr Andrew Scott, Senior Lecturer in Clinical Exercise Physiology, University of Portsmouth, University of Portsmouth, said:

    “The press release gives an accurate account of the study. The article is written by an excellent author team, leading to a coherent article summarising the evidence of daily step count and various health outcomes.

    “There’s been little research on steps per day, with most research focussing on characterising the exercise in frequency per week, time per day and intensity per minute of exercise. This research does fit the usual narrative of a logarithmic dose-response to exercise of a range of health conditions. This is not surprising; a dose-response is evident in many relationships between interventions/activities and health outcomes, including medications. This dose (amount of intervention) to outcome (health benefit) determines the dose required of particular medications to improve a particular health condition. In this case this information can be used to indicate the number of steps per day should be performed to reduce the risk of developing a health condition by a particular percentage. In most cases the 10,000 steps per day will still be better than 7,000 steps, just by decreasing margins of health benefit return.

    “More important than the exact number of steps, it demonstrates that overall more is always better and people should not focus too much on the numbers, particularly on days where activity is limited. The steps per day is useful when people’s exercise is weight-bearing, however cycling, swimming and rowing are not well-represented by the steps per day model.

    “This is a meta-analysis so it is representative of a range of studies, but there is a range of ways to be active for health benefit, beyond just steps per day. The team also analysed the rate or cadence of stepping, where faster rates of stepping per 30 minutes were further associated with health benefits, but not everybody can step at this rate to benefit with. There are other ways of exercise that are beneficial for older people, including balance exercise and higher intensity resistance training that can provide benefits beyond walking or jogging.

    “The compelling finding is that whilst such walking does not mitigate cancer incidence there is a decrease in cancer mortality, illustrating that enhanced physical activity levels leading to enhanced physical and psychological fitness enhances the resilience of people to deal with cancer and its associated treatments.

    “These findings are important for providing a public health message, where targeted exercise intervention, as opposed to discouraging inactivity is not as prevalent compared to medical intervention. So, while these findings have real world implications, the specific number should not receive too much reverence; it just means that 10,000 steps per day is not the only number to aim for, enhancing achievability.”

    Dr Daniel Bailey, Reader – Sedentary Behaviour and Health at Brunel University of London, said: 

    “The press release does accurately reflect the study, showing that walking 7000 steps per day is associated with significantly lower risk of a number of health outcomes like cardiovascular disease, type 2 diabetes, dementia, depression and falls. 

     “The researchers assessed the strength of evidence in their review of studies. The strength of evidence was moderate for most of the health outcomes, meaning that we can be confident the findings in this paper are true, but there is a possibility they may not be completely accurate. 

    “This study adds to existing evidence by showing that the more steps people do, the less their risk of developing different health conditions. The finding that doing 5000-7000 steps per day is an important addition to the literature which helps to debunk the myth that 10,000 steps per day should be the target for optimal health.  

     “This study suggested that 5000-7000 steps per day can significantly reduce the risk of many health outcomes, but that does not mean you cannot get benefits if you don’t meet this target. The study also found that health risks were reduced with each 1000 extra steps per day, up to a maximum of 12,000 steps per day. So just adding more steps from your starting point can have important benefits for health. 

     “An important limitation is that many of the findings from this review were based on a small number of studies, meaning that the results may not be accurate for some of the health outcomes measured. Also, the findings cannot be easily applied to people living with a chronic condition as the studies in this reviewer were in generally healthy people. 

    “The real-world implications are that people can get health benefits just from small increases in physical activity, such as doing an extra 1000 steps per day. To achieve the best reductions in risk, aiming for 5000-7000 per day can be recommended, which will be more achievable for many people than the unofficial target of 10,000 steps that has been around for many years.”  

    Daily steps and health outcomes in adults: a systematic review and dose-response meta-analysis’ by Ding Ding et al. was published in The Lancet Public Health at 23:30 UK time on Wednesday 23rd July.

    DOI: https://doi.org/10.1016/S2468-2667(25)00164-1

    Declared interests

    Prof Steven Harridge: I am Professor of Human and Applied Physiology at King’s College London, with a research interest in healthy human ageing and have no funding from manufacturers of physical activity monitors.

    Dr Andrew Scott: I do not have any conflicts of interest.

    Dr Daniel Bailey: No interests

    MIL OSI United Kingdom

  • MIL-OSI USA: Ernst Pushes to Safeguard American Innovation From China

    US Senate News:

    Source: United States Senator Joni Ernst (R-IA)

    WASHINGTON – After releasing a bombshell report detailing how critical technology is vulnerable to espionage by the Chinese Communist Party, Senate Small Business and Entrepreneurship Committee Chair Joni Ernst (R-Iowa) detailed why Congress must pass her INNOVATE Act to protect and advance American innovation.
    Ernst laid out how her bill to reauthorize the Small Business Innovation Research (SBIR) and Small Business Technology Transfer (STTR) programs would cut red tape, ensure that funding goes to truly small businesses and startups, and strengthen protections against China’s attempts to steal taxpayer-funded intellectual property.

    Watch Senator Ernst’s full remark here.
    Ernst’s full remarks:
    “Today’s hearing comes at a pivotal moment.
    “America has consistently been at the forefront of technological innovation.
    “Nonetheless, our adversaries — especially China — are working overtime to undermine us.
    “Over the past 100 years, the United States of America has catalyzed the world’s most consequential technology breakthroughs.
    “From putting mankind on the moon, to unlocking a whole new digital frontier, Americans didn’t just invent. We built.
    “We turned those big dreams into real-world breakthroughs, securing a long and prosperous period of economic might and global leadership.
    “But after a century of wins, we cannot become complacent.
    “Over the past 20 years, those in power in Washington have looked the other way as China initiated a comprehensive industrial espionage strategy.
    “They’re not hiding it either. The Chinese Communist Party, through its Made in China 2025 plan, has made crystal clear its goal to eliminate U.S. technological leadership in critical industries.
    “We need to be more clear-eyed, folks. China desires nothing more than to surpass the United States technologically and militarily.
    “They want to impose their authoritarian ideology on the world and destroy the West.
    “If we want any shot at preserving America’s leadership and warfighting capabilities, we have to lock down our innovation pipeline.
    “The truth is, America has left its door wide open, effectively inviting our adversaries to take advantage.
    “As a result, sensitive industries have become vulnerable to exploitation, allowing countries like China to use well-known techniques— including talent recruitment programs— to steal our innovations.
    “The CCP forces innovators across our vibrant startup economy to hand over trade secrets and intellectual property as a cost of doing business.
    “They invest in American firms, not to help, but to scheme, snoop, and steal.
    “The United States Trade Representative and FBI estimate intellectual property theft by China costs our economy between $225-600 billion per year.
    “The Small Business Innovation Research (SBIR) and Small Business Technology Transfer (STTR) programs are no exception.
    “In 2021, the Pentagon first sounded the alarm, revealing the pervasive exploitation of the SBIR program by foreign bad actors and recommended a foreign ties due diligence review process for applicants.
    “That’s why, through the SBIR STTR Extension Act of 2022, I fought to establish a framework to identify the extent of foreign risk, vet each company coming through the doors, and stop awarding awards to malicious actors.
    “It was a strong start, but it isn’t enough. Congress must take further action to secure the critical technologies being cultivated in these programs.
    “In fact, my recent report on this subject showed that 64 percent of applications flagged for foreign risk were still eligible to receive taxpayer dollars. That’s unacceptable. I ask unanimous consent to enter this report into the record.
    “We cannot afford to keep investing taxpayer dollars to develop and deploy our best homegrown technologies, while failing to safeguard them against theft by our adversaries.
    “This is why earlier this year I introduced the INNOVATE Act.
    “It would tighten our defenses, standardizing foreign ties due diligence in SBIR across participating agencies and giving agencies more muscle to claw back award dollars when our national security is threatened. It’s just common sense.
    “Let me be clear, this is only a first step. The disturbing reality is that China is already conducting economic warfare in our homeland by targeting our farmland and critical infrastructure.
    “If we want to win the next century and beyond, we must protect our innovators, our intellectual property, and the technologies that will shape our future.
    “I am looking forward to hearing from our expert witnesses today on the scale of these threats and response measures for Congress to consider.”

    MIL OSI USA News

  • MIL-OSI USA: Grassley, Colleagues Introduce Bipartisan Legislation to Increase Market Competition for Prescription Drugs, Lower Prices for Consumers

    US Senate News:

    Source: United States Senator for Iowa Chuck Grassley

    WASHINGTON – Sen. Chuck Grassley (R-Iowa) joined three Senate colleagues to reintroduce the Short on Competition Act to increase competition in the pharmaceutical industry and lower prices for consumers. The legislation is led by Sens. Amy Klobuchar (D-Minn.) and Mike Lee (R-Utah) and sponsored by Sen. Dick Durbin (D-Ill.). Grassley is the current chairman of the Senate Judiciary Committee and the former chairman and a senior member of the Senate Finance Committee.

    The bipartisan legislation would allow the Secretary of Health and Human Services to grant expedited reviews and inspections, as well as temporary importation, when there is a prescription drug shortage or if there is likely to be a shortage. The secretary can also take these actions when there are fewer than five competitors in a market for prescription drugs that have been approved for at least 10 years.

    “Iowans are fed up with the high price of prescription drugs, and a driver of those costs is lack of competition. Time and again, we see that limited options in the marketplace lead to higher prices for patients. Our bill will bring more options to the market, giving consumers relief through alternatives to a single high-priced drug,” Grassley said.

    “If drug companies know new competitors can quickly enter the market, maybe they’ll think twice before raising prices in the first place. More competition in the marketplace will lead to more affordable prescription drugs for American consumers,” Klobuchar said. “This bipartisan legislation will help lower drug prices by prioritizing approvals and safely allowing temporary drug importation of products to address markets that lack competition.”

    “Big Pharma monopolies are keeping lifesaving drugs out of reach for too many Americans,” Lee said. “Cutting red tape for manufacturers will allow new competitors into the health care market – bringing drug prices down and quality up. The Short on Competition Act will give Americans more options for the medicine they need, protecting them from drug shortages and lowering their costs.”

    “American families should be able to afford life-saving medication. However, many medications, despite having been on the market for decades, are unaffordable. It is time that Big Pharma is held accountable for its abusive price gouging tactics,” Durbin said. “I am joining my colleagues in reintroducing the bipartisan Short on Competition Act to combat Big Pharma’s price gouging and lower prescription drug costs for Americans. Drug costs are a problem; this bill is a solution.”

    Background:

    Grassley has long championed efforts to reduce the cost of prescription drugs. Three pieces of legislation authored and coauthored by Grassley have been signed into law to combat anticompetitive practices and stop drug makers from reaping profits at the expense of taxpayers and consumers. Grassley has also led in-depth congressional investigations to expose those responsible for prescription drug price gouging.

    Other actions include:

    • May 2025: Grassley chaired a Senate Judiciary Committee hearing focused on the impacts of Pharmacy Benefit Managers’ (PBMs) increasing role in the drug supply chain and the needs of rural pharmacies.
    • April 2025: The Senate Judiciary Committee — which Grassley currently chairs — passed six Grassley-led bills to boost competition in the pharmaceutical industry and improve patients’ access to more affordable prescription drugs.
    • January 2025: Grassley welcomed the Federal Trade Commission’s (FTC) second interim staff report on PBMs and urged congressional and executive branch action.
    • July 2024: Grassley welcomed the FTC’s interim staff report on PBMs and urged congressional and executive branch action.
    • January 2024: Grassley sent a letter urging the FTC to complete its investigation into the health care industry’s most powerful prescription drug middlemen.
    • November 2023: The Finance Committee adopted a Grassley-led provision to strengthen oversight of Centers for Medicare & Medicaid Services (CMS) and hold PBMs accountable.
    • July 2023: The Finance Committee adopted several Grassley-led PBM accountability provisions. 
    • March 2023: The Senate Commerce Committee passed a Grassley-backed bill to hold PBMs accountable for unfair practices driving up costs for consumers.
    • February 2023: The Senate Judiciary Committee passed five Grassley-led bills to boost pharmaceutical industry competition and improve patients’ access to affordable prescription drugs.
    • October 2022: Grassley led a bipartisan letter urging the FTC to complete its investigation into PBMs to shine light on drug pricing practices.
    • January 2021: Grassley and Senate Finance Committee Ranking Member Ron Wyden (D-Ore.) released a two-year bipartisan investigation into insulin price gouging.
    • August 2018: Grassley requested the FTC assess pharmaceutical supply chain intermediaries.

    Learn more about Grassley’s persistent efforts to lower prescription drug costs HERE.

    -30-

    MIL OSI USA News

  • MIL-OSI United Kingdom: Prime Minister secures thousands of British jobs and £6 billion in investment and export wins as historic trade deal with India signed

    Source: United Kingdom – Executive Government & Departments

    Press release

    Prime Minister secures thousands of British jobs and £6 billion in investment and export wins as historic trade deal with India signed

    Today, the Prime Minister will welcome nearly £6 billion in new investment and export wins.

    • Thousands of jobs created for Brits through new Indian investment and export wins worth almost £6 billion
    • New figures show that £4.8bn trade deal will unlock economic growth for each region and nation of the UK – delivering on the government’s Plan for Change
    • UK and India also agree to ramp up joint efforts against organised crime and illegal migration with new framework to tackle trafficking, document fraud and remove barriers to return

    Today, the Prime Minister will welcome nearly £6 billion in new investment and export wins, which will create over 2,200 British jobs across the country as Indian firms expand their operations in the UK and British companies secure new business opportunities in India. These deals will drive jobs in high-growth sectors like aerospace, technology and advanced manufacturing – supporting engineers, technicians and supply chain workers, in every corner of the UK.

    It comes as the Prime Minister is set to meet the Prime Minister of India, Narendra Modi, today for the signing of the landmark UK-India trade deal. From Coventry to Carlisle, new analysis shows communities across every region of the UK will benefit from its £4.8 billion increase to UK GDP each year.

    Thanks to the deal, British workers will enjoy a collective uplift in wages of £2.2 billion each year and could also see cheaper prices and more choice on clothes, shoes, and food products.

    The UK already imports £11 billion in goods from India, but liberalised tariffs on Indian goods will make it easier and cheaper to buy their best products. For businesses, this could mean potential savings when importing components and materials used in areas such as advanced manufacturing or luxury and consumer goods.

    Prime Minister Keir Starmer said:

    Our landmark trade deal with India is a major win for Britain. It will create thousands of British jobs across the UK, unlock new opportunities for businesses and drive growth in every corner of the country, delivering on our Plan for Change.

    We’re putting more money in the pockets of hardworking Brits and helping families with the cost of living, and we’re determined to go further and faster to grow the economy and raise living standards across the UK.

    India’s average tariff on UK products will drop from 15% to 3% which means British companies selling products to India from soft drinks and cosmetics to cars and medical devices will find it easier to sell to the Indian market.

    Whisky producers will benefit from tariffs slashed in half, reduced immediately from 150% to 75% and then dropped even further to 40% over the next ten years – giving the UK an advantage over international competitors in reaching the Indian market.

    Business and Trade Secretary Jonathan Reynolds said:

    The billions brought to our economy from the trade deal signed today will reach all regions and nations of the UK so working people in every community can feel the benefits.

    The almost £6 billion in new investment and export wins announced today will deliver thousands of jobs and shows the strength of our partnership with India as we ensure the UK is the best place in the world to invest and do business.

    This government is proving time and again that we can deliver on our mission to grow the economy, put more money in pockets and boost living standards under our Plan for Change.

    The two Prime Ministers have also signed a renewed Comprehensive and Strategic Partnership, which will see closer collaboration on defence, education, climate, technology and innovation. This comes exactly one year since the countries signed the landmark UK-India Technology Security Initiative, which sees joint work on telecoms security and unlocking investment across emerging technologies – telecoms, critical minerals, AI, quantum, health/bio tech, advanced materials and semiconductors.

    The UK and India have also agreed to strengthen cooperation in tackling corruption, serious fraud, organised crime, and irregular migration through enhanced intelligence sharing and operational collaboration. This includes committing to finalising a groundbreaking new criminal records sharing agreement, facilitating the exchange of criminal records to support criminal proceedings, maintain accurate watchlists and enable the enforcement of travel bans. These measures represent a significant step forward in joint efforts to combat organised immigration crime.

    Aligned with the UK’s recent Industrial and Trade Strategies, the deal will support the sectors which drive the most growth for the economy. The UK’s large and varied manufacturing sectors will benefit from tariffs cut on aerospace (as high as 11% reduced to 0%), automotives (up to 110% down to 10% under a quota) and electrical machinery (from up to 22% down to either 0% of a 50% reduction).

    A reduction in tariffs, combined with a reduction in regulatory barriers to trade between the UK and India are estimated to:

    • Increase UK exports to India by nearly 60% in the long run – this is equivalent to an additional £15.7 billion of UK exports to India when applied to projections of future trade in 2040.

    • Increase bilateral trade by nearly 39% in the long run, equivalent to £25.5 billion a year, when compared to 2040 projected levels of trade in the absence of an agreement

    The clean energy industry will have brand new, unprecedented access to India’s vast procurement market as the country makes the switch to renewable energy and continues to see growing energy demand.  

    For financial and professional business services, locked in access will offer certainty to expand in India’s growing market and measures such as binding India’s foreign investment cap for the insurance sector, ensuring UK financial services companies are treated on an equal footing with domestic suppliers. 

    Meanwhile, 26 British companies have secured new business in India. Airbus & Rolls-Royce will soon begin delivering Airbus aircraft – with over half powered by Rolls-Royce engines – to major Indian airlines as part of around £5 billion worth of contracts recently agreed. These orders will help sustain hundreds of jobs across their respective sites in Filton, Broughton and Derby. 

    18 firms have confirmed new investment including Zerowatt Energy, AI powered energy intelligence platform is setting up its Global HQ in Leicester. The firm will invest £10m and create 50 new jobs across Leicester, Manchester, Edinburgh and London over the next three years. 

    Other UK and Indian businesses who have confirmed almost £6 billion in new investments and export deals today creating over 2,200 jobs across the UK includes:  

    • Carbon Clean, a UK-based leader in carbon capture, with projected UK export contributions of £83 million over the next five years, has invested £7.6 million in a Global Innovation Centre in Mumbai. This ODI and export wins will unlock 250 jobs across London, Glasgow and Huddersfield as well as 100 jobs in Mumbai. 
    • AI and data services company, DCube AI, is investing £5 million in the UK, unlocking 50 jobs across Manchester and London in the next three years to strength its technology offering to UK customers.
    • Occuity, an innovative UK AI healthcare company has partnered with Remidio Innovative Solutions Pvt. Ltd., a leading Indian manufacturer and distributor of ophthalmic medical devices to bring Occuity’ s cutting-edge ophthalmic screening technologies to India, improving access to innovative and non-invasive eye screening and leading to an export value of £74.3 million over 5 years. 
    • Johnson Matthey, a UK-based leader in chemicals and sustainable technologies, has secured recent contracts of over £20 million for process licensing, engineering, and catalysts supply in India. The company will also invest £4 million in a new plant at Taloja (Maharashtra) and in doubling its capacity at an existing site in Panki, Uttar Pradesh, with contracts are helping to create up to 20,000 jobs in India during the construction phase of these projects.
    • Marcus Evans Group, a global business intelligence and summits business company established its new Global Technology office in Mumbai to serve its 59 offices worldwide and has confirmed a combined Export (£42mn) and ODI (£27mn) win of £69 million over the next five years from India. 
    • LTIMindtree , a global technology consulting and digital solutions company plans to further expand its London operations by adding over 300 highly skilled jobs, investing £1m. This includes a state-of-the-art AI innovation studio and showcase lab. 
    • Aurionpro, a global enterprise technology leader in Banking, Payments, Insurance, Data Centers, and Public Sector technology is investing over £20M to launch its UK HQ, creating 150+ high-value jobs in multiple locations across UK over 3 years. It will also open AI-powered R&D labs in collaboration with top UK universities to develop next-gen transport technology and lead the global Safe Superintelligence (SSI) movement, ensuring AI is built safely and ethically.

    Tufan Erginbiligic, Rolls-Royce CEO, said:

    India is an important market for our business, with over 90 years of partnership with Indian industry and the Indian Government. We welcome the provisions in this Free Trade Agreement, including those that bring closer alignment with international standards for trade in civil aerospace. These agreements will benefit Rolls-Royce and our customers, paving the way for future aerospace growth in India.

    Nik Jhangiani, Interim Chief Executive, Diageo, said:

    This agreement marks a great moment for both Scotch and Scotland, and we’ll be raising a glass of Johnnie Walker to all those who have worked so hard to get it secured.

    William Bain, Head of Trade Policy at the BCC, said:

    The signing of this agreement is a clear signal of the UK’s continuing commitment to free and fair trade. It will open a new era for our businesses and boost investment between two of the world’s largest economies.   

    Currently around 16,000 UK companies are trading goods with Indian companies, and there is high interest in our Chamber Network to grow that.  This deal will create new opportunities in the transport, travel, creative and business support sectors alongside traditional strengths in finance and professional services.

    Jean-Etienne Gourgues, Chivas Brothers Chairman and CEO, said:

    Signature of the UK-India FTA is a sign of hope in challenging times for the spirits industry.  India is the world’s biggest whisky market by volume and greater access will be an eventual game changer for the export of our Scotch whisky brands, such as Chivas Regal and Ballantine’s.  

    The deal will support long term investment and jobs in our distilleries in Speyside and our bottling plant at Kilmalid and help deliver growth in both Scotland and India over the next decade. Let’s hope that both governments will move quickly to ratification so business can get to work implementing the deal!

    Updates to this page

    Published 23 July 2025

    MIL OSI United Kingdom

  • MIL-OSI Submissions: Maritime News – Passenger Ship HANARIA Equipped with Yanmar’s Maritime Hydrogen Fuel Cell System Wins Marine Engineering of the Year 2024

    Source: Yanmar Holdings

    July 23, 2025 – Osaka, Japan – The passenger vessel HANARIA, equipped with Yanmar Power Technology Co., Ltd.’s GH240FC maritime hydrogen fuel cell system, has received the Marine Engineering of the Year 2024 (Dokou Memorial Award). The honor is awarded by the Japan Institute of Marine Engineering for outstanding technological innovation in the field. This year, the award recognized four companies: MOL Techno-Trade, Ltd., HONGAWARA Ship Yard Co., Ltd., Toyota Motor Corporation, and Yanmar Power Technology, a subsidiary of Yanmar Holdings.

    HANARIA is Japan’s first hybrid passenger ship powered by both hydrogen and biodiesel. Operated by MOL Techno-Trade, Ltd., the vessel features Yanmar’s first maritime hydrogen fuel cell system, a proprietary lithium-ion battery system developed by Yanmar, and an integrated management system that controls all onboard power. It features two operating modes: a zero-emission mode using only hydrogen fuel cell systems and lithium-ion batteries, and a hybrid mode that combines hydrogen fuel cells, lithium-ion batteries, and a biodiesel generator running in parallel.

    The onboard systems aim to reduce the environmental footprint of vessels—a challenge in the hard-to-electrify maritime sector—while also enhancing passenger comfort by significantly cutting noise, vibration and exhaust odor.

    Furthermore, HANARIA has been selected for the “Ship of the Year 2024,” an award presented by the Japan Society of Naval Architects and Ocean Engineers that recognizes vessels demonstrating technical, artistic, and social excellence. This marks the first time in history that a vessel has received both the “Marine Engineering of the Year” and the “Ship of the Year” awards.

    The Yanmar Group continues to advance its sustainability goals through its YANMAR GREEN CHALLENGE 2050 initiative and remains committed to providing decarbonization solutions that meet customer needs.

    References

    Press release (November 9, 2023): Yanmar Makes First Delivery of Maritime Hydrogen Fuel Cell System to Hybrid Passenger Ship

    https://www.yanmar.com/global/marinecommercial/news/2023/11/09/130776.html

    Press release (July 9, 2025): Yanmar Maritime Hydrogen Fuel Cell System Wins Red Dot Design Award 2025

    https://www.yanmar.com/global/news/2025/07/09/154079.html

    About Yanmar

    With beginnings in Osaka, Japan, in 1912, Yanmar was the first ever to succeed in making a compact diesel engine of a practical size in 1933. A pioneer in diesel engine technology, Yanmar is a global innovator in a wide range of industrial equipment, from small and large engines, agricultural machinery and facilities, construction equipment, energy systems, marine, to machine tools, and components — Yanmar’s global business operations span seven domains. On land, at sea, and in the city, Yanmar provides advanced solutions to the challenges customers face, towards realizing A Sustainable Future. For more details, please visit the official website of Yanmar Holdings Co., Ltd.

    MIL OSI – Submitted News

  • MIL-OSI: Live Oak Bancshares, Inc. Reports Second Quarter 2025 Results

    Source: GlobeNewswire (MIL-OSI)

    WILMINGTON, N.C., July 23, 2025 (GLOBE NEWSWIRE) — Live Oak Bancshares, Inc. (NYSE: LOB) (“Live Oak” or “the Company”) today reported second quarter of 2025 net income attributable to the Company of $23.4 million, or $0.51 per diluted share.

    Live Oak’s performance in the quarter, compared to the first quarter of 2025, includes these notable items:

    • Record second quarter production of $1.53 billion accompanied by strong deposit growth of $198.8 million, with total assets growing by 1.7% to $13.83 billion
    • Net interest income increased 8.6% and net interest margin increased eight basis points from 3.20% to 3.28%
    • 14.0% increase in revenue and 6.3% increase in noninterest expenses generated 29.4% increase in pre-provision net revenue1
    • Provision expense for credit losses of $23.3 million, a decrease of $5.7 million, driven by moderating credit trends, loan growth, and the current macroeconomic environment

    “Live Oak Bank delivered an outstanding quarter in Q2, driven by excellent growth, healthy revenue, and lower provision expense,” said Live Oak Chairman and CEO James S. (Chip) Mahan III. “We remain focused on supporting our nation’s entrepreneurs as they continue to navigate a backdrop of uncertainty while also providing the service, technology and financial guidance they need to succeed.”

    Conference Call

    Live Oak will host a conference call to discuss the Company’s financial results and business outlook tomorrow, July 24, 2025, at 9:00 a.m. ET. The call will be accessible by telephone and webcast using Conference ID: 25229. A supplementary slide presentation will be posted to the website prior to the event, and a replay will be available for 12 months following the event. The conference call details are as follows:

    Live Telephone Dial-In

    U.S.: 800.549.8228
    International: +1 646.564.2877
    Pass Code: None Required

    Live Webcast Log-In

    Webcast Link: investor.liveoakbank.com
    Registration: Name and Email Required
    Multi-Factor Code: Provided After Registration

    (1) See accompanying GAAP to Non-GAAP Reconciliation.
       

    Second Quarter 2025 Key Measures

    (Dollars in thousands, except per share data)       Increase (Decrease)    
      2Q 2025   1Q 2025   Dollars   Percent   2Q 2024
    Total revenue(1) $ 143,747     $ 126,113     $ 17,634   14.0 %   $ 125,479  
    Total noninterest expense   89,293       84,017       5,276   6.3       77,656  
    Income before taxes   31,202       13,132       18,070   137.6       36,058  
    Effective tax rate   25.0 %     26.4 %   n/a   n/a     25.2 %
    Net income attributable to Live Oak Bancshares, Inc. $ 23,428     $ 9,717     $ 13,711   141.1 %   $ 26,963  
    Diluted earnings per share   0.51       0.21       0.30   142.9       0.59  
    Loan and lease production:                  
    Loans and leases originated $ 1,526,592     $ 1,396,223     $ 130,369   9.3 %   $ 1,171,141  
    % Fully funded   39.7 %     46.0 %   n/a   n/a     38.2 %
    Total loans and leases: $ 11,364,846     $ 11,061,866     $ 302,980   2.7 %   $ 9,535,766  
    Total assets:   13,831,208       13,595,704       235,504   1.7       11,868,570  
    Total deposits:   12,594,790       12,395,945       198,845   1.6       10,707,031  
    (1) Total revenue consists of net interest income and total noninterest income.
       

    Important Note Regarding Forward-Looking Statements

    Statements in this press release that are based on other than historical data or that express the Company’s plans or expectations regarding future events or determinations are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. Statements based on historical data are not intended and should not be understood to indicate the Company’s expectations regarding future events. Forward-looking statements provide current expectations or forecasts of future events or determinations. These forward-looking statements are not guarantees of future performance or determinations, nor should they be relied upon as representing management’s views as of any subsequent date. Forward-looking statements involve significant risks and uncertainties, and actual results may differ materially from those presented, either expressed or implied, in this press release. Factors that could cause actual results to differ materially from those expressed in the forward-looking statements include changes in Small Business Administration (“SBA”) rules, regulations or loan products, including the Section 7(a) program, changes in SBA standard operating procedures or changes in Live Oak Banking Company’s status as an SBA Preferred Lender; changes in rules, regulations or procedures for other government loan programs, including those of the United States Department of Agriculture; the impacts of any pandemic or public health situation on trade (including supply chains and export levels), travel, employee productivity and other economic activities that may have a destabilizing and negative effect on financial markets, economic activity and customer behavior; adverse developments in the banking industry highlighted by high-profile bank failures and the potential impact of such developments on customer confidence, liquidity, and regulatory responses to these developments; a reduction in or the termination of the Company’s ability to use the technology-based platform that is critical to the success of its business model, including a failure in or a breach of operational or security systems or those of its third-party service providers; risks relating to the material weakness we identified in our internal control over financial reporting; technological risks and developments, including cyber threats, attacks, or events; competition from other lenders; the Company’s ability to attract and retain key personnel; market and economic conditions and the associated impact on the Company; operational, liquidity and credit risks associated with the Company’s business; changes in political and economic conditions, including any prolonged U.S. government shutdown; the impact of heightened regulatory scrutiny of financial products and services and the Company’s ability to comply with regulatory requirements and expectations; changes in tariffs and trade barriers, including potential changes in U.S. and international trade policies and the resulting impact on the Company and its customers; a deterioration of the credit rating for U.S. long-term sovereign debt, actions that the U.S. government may take to avoid exceeding the debt ceiling, and uncertainties surrounding the debt ceiling and the federal budget; adverse results, including related fees and expenses, from pending or future lawsuits, government investigations or private actions; and the other factors discussed in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) and available at the SEC’s Internet site (http://www.sec.gov). Except as required by law, the Company specifically disclaims any obligation to update any factors or to publicly announce the result of revisions to any of the forward-looking statements included herein to reflect future events or developments.

    About Live Oak Bancshares, Inc.

    Live Oak Bancshares, Inc. (NYSE: LOB) is a financial holding company and the parent company of Live Oak Bank. Live Oak Bancshares and its subsidiaries partner with businesses that share a groundbreaking focus on service and technology to redefine banking. To learn more, visit www.liveoak.bank

    Contacts:

    Walter J. Phifer | CFO | Investor Relations | 910.202.6926
    Claire Parker | Corporate Communications | Media Relations | 910.597.1592

    Live Oak Bancshares, Inc.
    Quarterly Statements of Income (unaudited)
    (Dollars in thousands, except per share data)

      Three Months Ended   2Q 2025 Change vs.
      2Q 2025   1Q 2025   4Q 2024   3Q 2024   2Q 2024   1Q 2025   2Q 2024
    Interest income                     %   %
    Loans and fees on loans $ 204,513     $ 195,616     $ 194,821     $ 192,170     $ 181,840     4.5     12.5  
    Investment securities, taxable   11,648       11,089       10,490       9,750       9,219     5.0     26.3  
    Other interest earning assets   8,123       6,400       7,257       7,016       7,389     26.9     9.9  
    Total interest income   224,284       213,105       212,568       208,936       198,448     5.2     13.0  
    Interest expense                          
    Deposits   113,380       110,888       113,357       110,174       105,358     2.2     7.6  
    Borrowings   1,683       1,685       1,737       1,762       1,770     (0.1 )   (4.9 )
    Total interest expense   115,063       112,573       115,094       111,936       107,128     2.2     7.4  
    Net interest income   109,221       100,532       97,474       97,000       91,320     8.6     19.6  
    Provision for credit losses   23,252       28,964       33,581       34,502       11,765     (19.7 )   97.6  
    Net interest income after provision for credit losses   85,969       71,568       63,893       62,498       79,555     20.1     8.1  
    Noninterest income                          
    Loan servicing revenue   8,565       8,298       8,524       8,040       7,347     3.2     16.6  
    Loan servicing asset revaluation   (3,057 )     (4,728 )     (2,326 )     (4,207 )     (2,878 )   35.3     (6.2 )
    Net gains on sales of loans   21,641       18,648       18,356       16,646       14,395     16.0     50.3  
    Net gain (loss) on loans accounted for under the fair value option   1,082       (1,034 )     195       2,255       172     204.6     529.1  
    Equity method investments (loss) income   (2,716 )     (2,239 )     (2,739 )     (1,393 )     (1,767 )   (21.3 )   (53.7 )
    Equity security investments gains, net   1,004       20       12       909       161     4,920.0     523.6  
    Lease income   3,103       2,573       2,456       2,424       2,423     20.6     28.1  
    Management fee income                     1,116       3,271         (100.0 )
    Other noninterest income   4,904       4,043       6,115       7,142       11,035     21.3     (55.6 )
    Total noninterest income   34,526       25,581       30,593       32,932       34,159     35.0     1.1  
    Noninterest expense                          
    Salaries and employee benefits   49,137       48,008       45,214       44,524       46,255     2.4     6.2  
    Travel expense   2,576       2,795       2,628       2,344       2,328     (7.8 )   10.7  
    Professional services expense   2,874       3,024       2,797       3,287       3,061     (5.0 )   (6.1 )
    Advertising and marketing expense   4,420       3,665       1,979       2,473       3,004     20.6     47.1  
    Occupancy expense   2,369       2,737       2,558       2,807       2,388     (13.4 )   (0.8 )
    Technology expense   10,066       9,251       9,406       9,081       7,996     8.8     25.9  
    Equipment expense   3,685       3,745       3,769       3,472       3,511     (1.6 )   5.0  
    Other loan origination and maintenance expense   4,190       4,585       4,812       4,872       3,659     (8.6 )   14.5  
    Renewable energy tax credit investment impairment   270             1,172       115       170     100.0     58.8  
    FDIC insurance   3,545       3,551       3,053       1,933       2,649     (0.2 )   33.8  
    Other expense   6,161       2,656       3,869       2,681       2,635     132.0     133.8  
    Total noninterest expense   89,293       84,017       81,257       77,589       77,656     6.3     15.0  
    Income before taxes   31,202       13,132       13,229       17,841       36,058     137.6     (13.5 )
    Income tax expense   7,815       3,464       3,386       4,816       9,095     125.6     (14.1 )
    Net income   23,387       9,668       9,843       13,025       26,963     141.9     (13.3 )
    Net loss attributable to non-controlling interest   41       49       57                 (16.3 )   100.0  
    Net income attributable to Live Oak Bancshares, Inc. $ 23,428     $ 9,717     $ 9,900     $ 13,025     $ 26,963     141.1     (13.1 )
    Earnings per share                          
    Basic $ 0.51     $ 0.21     $ 0.22     $ 0.28     $ 0.60     142.9     (15.0 )
    Diluted $ 0.51     $ 0.21     $ 0.22     $ 0.28     $ 0.59     142.9     (13.6 )
    Weighted average shares outstanding                          
    Basic   45,634,741       45,377,965       45,224,470       45,073,482       44,974,942          
    Diluted   45,795,608       45,754,499       46,157,979       45,953,947       45,525,082          
                                                   

    Live Oak Bancshares, Inc.
    Quarterly Balance Sheets (unaudited)
    (Dollars in thousands)

      As of the quarter ended   2Q 2025 Change vs.
      2Q 2025   1Q 2025   4Q 2024   3Q 2024   2Q 2024   1Q 2025   2Q 2024
    Assets                     %   %
    Cash and due from banks $ 662,755     $ 744,263     $ 608,800     $ 666,585     $ 615,449     (11.0 )   7.7  
    Certificates of deposit with other banks   250       250       250       250       250          
    Investment securities available-for-sale   1,325,206       1,312,680       1,248,203       1,233,466       1,151,195     1.0     15.1  
    Loans held for sale   350,791       367,955       346,002       359,977       363,632     (4.7 )   (3.5 )
    Loans and leases held for investment(1)   11,014,055       10,693,911       10,233,374       9,831,891       9,172,134     3.0     20.1  
    Allowance for credit losses on loans and leases   (182,231 )     (190,184 )     (167,516 )     (168,737 )     (137,867 )   4.2     (32.2 )
    Net loans and leases   10,831,824       10,503,727       10,065,858       9,663,154       9,034,267     3.1     19.9  
    Premises and equipment, net   246,493       259,113       264,059       267,032       267,864     (4.9 )   (8.0 )
    Foreclosed assets   6,318       2,108       1,944       8,015       8,015     199.7     (21.2 )
    Servicing assets   60,359       56,911       56,144       52,553       51,528     6.1     17.1  
    Other assets   347,212       348,697       352,120       356,314       376,370     (0.4 )   (7.7 )
    Total assets $ 13,831,208     $ 13,595,704     $ 12,943,380     $ 12,607,346     $ 11,868,570     1.7     16.5  
    Liabilities and shareholders’ equity                          
    Liabilities                          
    Deposits:                          
    Noninterest-bearing $ 393,393     $ 386,108     $ 318,890     $ 258,844     $ 264,013     1.9     49.0  
    Interest-bearing   12,201,397       12,009,837       11,441,604       11,141,703       10,443,018     1.6     16.8  
    Total deposits   12,594,790       12,395,945       11,760,494       11,400,547       10,707,031     1.6     17.6  
    Borrowings   107,659       110,247       112,820       115,371       117,745     (2.3 )   (8.6 )
    Other liabilities   61,494       58,065       66,570       83,672       82,745     5.9     (25.7 )
    Total liabilities   12,763,943       12,564,257       11,939,884       11,599,590       10,907,521     1.6     17.0  
    Shareholders’ equity                          
    Preferred stock, no par value, 1,000,000 shares authorized, none issued or outstanding                                    
    Class A common stock (voting)   377,953       370,513       365,607       361,925       356,381     2.0     6.1  
    Class B common stock (non-voting)                                    
    Retained earnings   746,450       724,215       715,767       707,026       695,172     3.1     7.4  
    Accumulated other comprehensive loss   (61,514 )     (67,698 )     (82,344 )     (61,195 )     (90,504 )   9.1     32.0  
    Total shareholders’ equity attributed to Live Oak Bancshares, Inc.   1,062,889       1,027,030       999,030       1,007,756       961,049     3.5     10.6  
    Non-controlling interest   4,376       4,417       4,466                 (0.9 )   100.0  
    Total shareholders’ equity   1,067,265       1,031,447       1,003,496       1,007,756       961,049     3.5     11.1  
    Total liabilities and shareholders’ equity $ 13,831,208     $ 13,595,704     $ 12,943,380     $ 12,607,346     $ 11,868,570     1.7     16.5  
    (1) Includes $303.8 million, $316.8 million, $328.7 million, $343.4 million and $363.0 million loans measured at fair value for the quarters ended June 30, 2025, March 31, 2025, December 31, 2024, September 30, 2024, and June 30, 2024, respectively.
       

    Live Oak Bancshares, Inc.
    Statements of Income (unaudited)
    (Dollars in thousands, except per share data)

      Six Months Ended
      June 30, 2025   June 30, 2024
    Interest income      
    Loans and fees on loans $ 400,129     $ 357,850  
    Investment securities, taxable   22,737       18,173  
    Other interest earning assets   14,523       14,845  
    Total interest income   437,389       390,868  
    Interest expense      
    Deposits   224,268       207,356  
    Borrowings   3,368       2,081  
    Total interest expense   227,636       209,437  
    Net interest income   209,753       181,431  
    Provision for credit losses   52,216       28,129  
    Net interest income after provision for credit losses   157,537       153,302  
    Noninterest income      
    Loan servicing revenue   16,863       14,971  
    Loan servicing asset revaluation   (7,785 )     (5,622 )
    Net gains on sales of loans   40,289       25,897  
    Net gain (loss) on loans accounted for under the fair value option   48       (47 )
    Equity method investments (loss) income   (4,955 )     (6,789 )
    Equity security investments gain (losses), net   1,024       (368 )
    Lease income   5,676       4,876  
    Management fee income         6,542  
    Other noninterest income   8,947       20,796  
    Total noninterest income   60,107       60,256  
    Noninterest expense      
    Salaries and employee benefits   97,145       93,530  
    Travel expense   5,371       4,766  
    Professional services expense   5,898       4,939  
    Advertising and marketing expense   8,085       6,696  
    Occupancy expense   5,106       4,635  
    Technology expense   19,317       15,719  
    Equipment expense   7,430       6,585  
    Other loan origination and maintenance expense   8,775       7,570  
    Renewable energy tax credit investment impairment (recovery)   270       (757 )
    FDIC insurance   7,096       5,849  
    Other expense   8,817       5,861  
    Total noninterest expense   173,310       155,393  
    Income before taxes   44,334       58,165  
    Income tax expense   11,279       3,616  
    Net income   33,055       54,549  
    Net loss attributable to non-controlling interest   90        
    Net income attributable to Live Oak Bancshares, Inc. $ 33,145     $ 54,549  
    Earnings per share      
    Basic $ 0.72     $ 1.22  
    Diluted $ 0.72     $ 1.20  
    Weighted average shares outstanding      
    Basic   45,556,842       44,868,625  
    Diluted   45,825,543       45,583,146  
                   

    Live Oak Bancshares, Inc.
    Quarterly Selected Financial Data
    (Dollars in thousands, except per share data)

      As of and for the three months ended
      2Q 2025   1Q 2025   4Q 2024   3Q 2024   2Q 2024
    Income Statement Data                  
    Net income attributable to Live Oak Bancshares, Inc. $ 23,428     $ 9,717     $ 9,900     $ 13,025     $ 26,963  
    Per Common Share                  
    Net income, diluted $ 0.51     $ 0.21     $ 0.22     $ 0.28     $ 0.59  
    Dividends declared   0.03       0.03       0.03       0.03       0.03  
    Book value   23.36       22.62       22.12       22.32       21.35  
    Tangible book value (1)   23.29       22.55       22.05       22.24       21.28  
    Performance Ratios                  
    Return on average assets (annualized)   0.68 %     0.30 %     0.31 %     0.43 %     0.93 %
    Return on average equity (annualized)   8.85       3.78       3.85       5.21       11.39  
    Net interest margin   3.28       3.20       3.15       3.33       3.28  
    Efficiency ratio (1)   62.12       66.62       63.45       59.72       61.89  
    Noninterest income to total revenue   24.02       20.28       23.89       25.35       27.22  
    Selected Loan Metrics                  
    Loans and leases originated $ 1,526,592     $ 1,396,223     $ 1,421,118     $ 1,757,856     $ 1,171,141  
    Outstanding balance of sold loans serviced   5,321,284       4,949,962       4,715,895       4,452,750       4,292,857  
    Asset Quality Ratios                  
    Allowance for credit losses to loans and leases held for investment (3)   1.70 %     1.83 %     1.69 %     1.78 %     1.57 %
    Net charge-offs (3) $ 31,445     $ 6,774     $ 33,566     $ 1,710     $ 8,253  
    Net charge-offs to average loans and leases held for investment (2) (3)   1.19 %     0.27 %     1.39 %     0.08 %     0.38 %
                       
    Nonperforming loans and leases at historical cost (3)                  
    Unguaranteed $ 59,555     $ 99,907     $ 81,412     $ 49,398     $ 37,340  
    Guaranteed   336,777       322,993       222,885       166,177       122,752  
    Total   396,332       422,900       304,297       215,575       160,092  
    Unguaranteed nonperforming historical cost loans and leases, to loans and leases held for investment (3)   0.56 %     0.96 %     0.82 %     0.52 %     0.42 %
                       
    Nonperforming loans at fair value (4)                  
    Unguaranteed $ 8,873     $ 9,938     $ 9,115     $ 8,672     $ 9,590  
    Guaranteed   60,453       58,100       54,873       49,822       51,570  
    Total   69,326       68,038       63,988       58,494       61,160  
    Unguaranteed nonperforming fair value loans to fair value loans held for investment (4)   2.92 %     3.14 %     2.77 %     2.53 %     2.64 %
                       
    Capital Ratios                  
    Common equity tier 1 capital (to risk-weighted assets)   10.67 %     10.67 %     11.04 %     11.19 %     11.85 %
    Tier 1 leverage capital (to average assets)   7.90       8.03       8.21       8.60       8.71  
                                           

    Notes to Quarterly Selected Financial Data
    (1) See accompanying GAAP to Non-GAAP Reconciliation.
    (2) Quarterly net charge-offs as a percentage of quarterly average loans and leases held for investment, annualized.
    (3) Loans and leases at historical cost only (excludes loans measured at fair value).
    (4) Loans accounted for under the fair value option only (excludes loans and leases carried at historical cost).

    Live Oak Bancshares, Inc.
    Quarterly Average Balances and Net Interest Margin
    (Dollars in thousands)

      Three Months Ended
    June 30, 2025
      Three Months Ended
    March 31, 2025
      Average Balance   Interest   Average Yield/Rate   Average Balance   Interest   Average Yield/Rate
    Interest-earning assets:                      
    Interest-earning balances in other banks $ 727,715     $ 8,123   4.48 %   $ 581,267     $ 6,400   4.47 %
    Investment securities   1,408,942       11,648   3.32       1,379,797       11,089   3.26  
    Loans held for sale   381,531       8,008   8.42       407,953       8,612   8.56  
    Loans and leases held for investment(1)   10,843,303       196,505   7.27       10,388,872       187,004   7.30  
    Total interest-earning assets   13,361,491       224,284   6.73       12,757,889       213,105   6.77  
    Less: Allowance for credit losses on loans and leases   (186,022 )             (165,320 )        
    Noninterest-earning assets   539,485               534,133          
    Total assets $ 13,714,954             $ 13,126,702          
    Interest-bearing liabilities:                      
    Interest-bearing checking $ 350,978     $ 3,969   4.54 %   $ 350,491     $ 3,929   4.55 %
    Savings   6,241,053       56,529   3.63       5,540,147       51,604   3.78  
    Money market accounts   128,757       93   0.29       127,908       120   0.38  
    Certificates of deposit   5,392,494       52,789   3.93       5,563,004       55,235   4.03  
    Total deposits   12,113,282       113,380   3.75       11,581,550       110,888   3.88  
    Borrowings   109,463       1,683   6.17       111,919       1,685   6.11  
    Total interest-bearing liabilities   12,222,745       115,063   3.78       11,693,469       112,573   3.90  
    Noninterest-bearing deposits   375,503               342,482          
    Noninterest-bearing liabilities   53,717               58,739          
    Shareholders’ equity   1,058,572               1,027,547          
    Non-controlling interest   4,417               4,465          
    Total liabilities and shareholders’ equity $ 13,714,954             $ 13,126,702          
    Net interest income and interest rate spread     $ 109,221   2.95 %       $ 100,532   2.87 %
    Net interest margin         3.28             3.20  
    Ratio of average interest-earning assets to average interest-bearing liabilities         109.32 %           109.10 %
    (1) Average loan and lease balances include non-accruing loans and leases.
       

    Live Oak Bancshares, Inc.
    GAAP to Non-GAAP Reconciliation
    (Dollars in thousands)

      As of and for the three months ended
      2Q 2025   1Q 2025   4Q 2024   3Q 2024   2Q 2024
    Total shareholders’ equity $ 1,067,265     $ 1,031,447     $ 1,003,496     $ 1,007,756     $ 961,049  
    Less:                  
    Goodwill   1,797       1,797       1,797       1,797       1,797  
    Other intangible assets   1,491       1,529       1,568       1,606       1,644  
    Tangible shareholders’ equity (a) $ 1,063,977     $ 1,028,121     $ 1,000,131     $ 1,004,353     $ 957,608  
    Shares outstanding (c)   45,686,081       45,589,633       45,359,425       45,151,691       45,003,856  
    Total assets $ 13,831,208     $ 13,595,704     $ 12,943,380     $ 12,607,346     $ 11,868,570  
    Less:                  
    Goodwill   1,797       1,797       1,797       1,797       1,797  
    Other intangible assets   1,491       1,529       1,568       1,606       1,644  
    Tangible assets (b) $ 13,827,920     $ 13,592,378     $ 12,940,015     $ 12,603,943     $ 11,865,129  
    Tangible shareholders’ equity to tangible assets (a/b)   7.69 %     7.56 %     7.73 %     7.97 %     8.07 %
    Tangible book value per share (a/c) $ 23.29     $ 22.55     $ 22.05     $ 22.24     $ 21.28  
    Efficiency ratio:                  
    Noninterest expense (d) $ 89,293     $ 84,017     $ 81,257     $ 77,589     $ 77,656  
    Net interest income   109,221       100,532       97,474       97,000       91,320  
    Noninterest income   34,526       25,581       30,593       32,932       34,159  
    Total revenue (e) $ 143,747     $ 126,113     $ 128,067     $ 129,932     $ 125,479  
    Efficiency ratio (d/e)   62.12 %     66.62 %     63.45 %     59.72 %     61.89 %
    Pre-provision net revenue (e-d) $ 54,454     $ 42,096     $ 46,810     $ 52,343     $ 47,823  
                                           

    This press release presents non-GAAP financial measures. The adjustments to reconcile from the non-GAAP financial measures to the applicable GAAP financial measure are included where applicable in financial results presented in accordance with GAAP. The Company considers these adjustments to be relevant to ongoing operating results. The Company believes that excluding the amounts associated with these adjustments to present the non-GAAP financial measures provides a meaningful base for period-to-period comparisons, which will assist regulators, investors, and analysts in analyzing the operating results or financial position of the Company. The non-GAAP financial measures are used by management to assess the performance of the Company’s business for presentations of Company performance to investors, and for other reasons as may be requested by investors and analysts. The Company further believes that presenting the non-GAAP financial measures will permit investors and analysts to assess the performance of the Company on the same basis as that applied by management. Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. Although non-GAAP financial measures are frequently used by shareholders to evaluate a company, they have limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of results reported under GAAP.

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