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March 20, 2025 4:19 pm

NIKE, Inc. Reports Fiscal 2025 Third Quarter Results

NIKE, Inc. Reports Fiscal 2025 Third Quarter Results

BEAVERTON, Ore.–(BUSINESS WIRE)–
NIKE, Inc. (NYSE:NKE) today reported fiscal 2025 financial results for its third quarter ended February 28, 2025.

Third quarter revenues were $11.3 billion, down 9 percent on a reported basis compared to the prior year and down 7 percent on a currency-neutral basis*
NIKE Direct revenues were $4.7 billion, down 12 percent on a reported basis and down 10 percent on a currency-neutral basis
Wholesale revenues were $6.2 billion, down 7 percent on a reported basis and down 4 percent on a currency-neutral basis
Gross margin decreased 330 basis points to 41.5 percent
Diluted earnings per share was $0.54

“The progress we made against the ‘Win Now’ strategic priorities we committed to 90 days ago reinforces my confidence that we are on the right path,” said Elliott Hill, President and CEO, NIKE, Inc. “What’s encouraging is NIKE made an impact this quarter leading with sport – through athlete storytelling, performance products and big sport moments.”

“Our outlook for the second half of fiscal 2025 driven by our ‘Win Now’ actions remains consistent with what we communicated last quarter,” said Matthew Friend, Executive Vice President and Chief Financial Officer, NIKE, Inc. “The operating environment is dynamic, but what matters most for NIKE is serving athletes with new product innovation and re-igniting brand momentum through sport.”

Third Quarter Income Statement Review

Revenuesfor NIKE, Inc. were $11.3 billion, down 9 percent on a reported basis compared to the prior year and down 7 percent on a currency-neutral basis.
- NIKE Brand revenues were $10.9 billion, down 9 percent on a reported basis and down 6 percent on a currency-neutral basis, driven by declines across all geographies.
- NIKE Direct revenues were $4.7 billion, down 12 percent on a reported basis and down 10 percent on a currency-neutral basis, primarily due to a 15 percent decrease in NIKE Brand Digital and a 2 percent decrease in NIKE-owned stores.
- Wholesale revenues were $6.2 billion, down 7 percent on a reported basis and down 4 percent on a currency-neutral basis.
- Revenues for Converse were $405 million, down 18 percent on a reported basis and down 16 percent on a currency-neutral basis, due to declines across all territories.
Gross margin decreased 330 basis points to 41.5 percent, primarily due to higher discounts, higher inventory obsolescence reserves, higher product costs and changes in channel mix, partially offset by restructuring charges in the prior year.
Selling and administrative expense decreased 8 percent to $3.9 billion.
- Demand creation expense was $1.1 billion, up 8 percent, primarily due to an increase in brand marketing expense.
- Operating overhead expense decreased 13 percent to $2.8 billion, primarily due to the restructuring charges of $340 million in the prior year and lower wage-related expenses.
The effective tax rate was 5.9 percent compared to 16.5 percent for the same period last year, primarily due to a one-time, non-cash deferred tax benefit provided by recently finalized US tax regulations related to foreign currency gains and losses.
Net income was $0.8 billion, down 32 percent, and Diluted earnings per share was $0.54, a decrease of 30 percent.

February 28, 2025 Balance Sheet Review

Inventories for NIKE, Inc. were $7.5 billion, down 2 percent compared to the prior year, reflecting product mix shifts, partially offset by an increase in units.
Cash and equivalents and short-term investments were $10.4 billion, down approximately $0.2 billion from last year, as cash generated by operations was more than offset by share repurchases, cash dividends and capital expenditures.

Shareholder Returns

NIKE continues to have a strong track record of consistently increasing returns to shareholders, including 23 consecutive years of increasing dividend payouts.

In the third quarter, the Company returned approximately $1.1 billion to shareholders, including:

Dividends of $594 million, up 6 percent from the prior year.
Share repurchases of $499 million, reflecting 6.5 million shares retired as part of the Company’s four-year, $18 billion program approved by the Board of Directors in June 2022.

As of February 28, 2025, a total of 119.3 million shares have been repurchased under the program for a total of approximately $11.8 billion.

Conference Call

NIKE, Inc. management will host a conference call beginning at approximately 2:00 p.m. PT on March 20, 2025, to review fiscal third quarter results. The conference call will be broadcast live via the Internet and can be accessed at https://investors.nike.com. For those unable to listen to the live broadcast, an archived version will be available at the same location through approximately 9:00 p.m. PT, April 10, 2025.

About NIKE, Inc.

NIKE, Inc., based near Beaverton, Oregon, is the world’s leading designer, marketer and distributor of authentic athletic footwear, apparel, equipment and accessories for a wide variety of sports and fitness activities. Converse, a wholly-owned NIKE, Inc. subsidiary brand, designs, markets and distributes athletic lifestyle footwear, apparel and accessories. For more information, NIKE, Inc.’s earnings releases and other financial information are available on the Internet at https://investors.nike.com. Individuals can also visit https://news.nike.com and follow @NIKE.

Forward-Looking Statements

This press release contains forward-looking statements, which involve risks and uncertainties that could cause actual results to differ materially. These risks and uncertainties are detailed from time to time in reports filed by NIKE with the U.S. Securities and Exchange Commission (SEC), including Forms 8-K, 10-Q and 10-K.

*	Non-GAAP financial measures. See additional information in the accompanying Divisional Revenues table and Diluted earnings per share table.

NIKE, Inc.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)


	THREE MONTHS ENDED						%		NINE MONTHS ENDED						%
(In millions, except per share data)	2/28/2025			2/29/2024			Change		2/28/2025			2/29/2024			Change
Revenues	$	11,269		$	12,429		-9	%	$	35,212		$	38,756		-9	%
Cost of sales		6,594			6,867		-4	%		19,891			21,503		-7	%
Gross profit		4,675			5,562		-16	%		15,321			17,253		-11	%
Gross margin		41.5	%		44.8	%				43.5	%		44.5	%

Demand creation expense		1,088			1,011		8	%		3,436			3,194		8	%
Operating overhead expense		2,799			3,215		-13	%		8,504			9,294		-9	%
Total selling and administrative expense		3,887			4,226		-8	%		11,940			12,488		-4	%
% of revenues		34.5	%		34.0	%				33.9	%		32.2	%

Interest expense (income), net		(18	)		(52	)	—			(85	)		(108	)	—
Other (income) expense, net		(38	)		(16	)	—			(101	)		(101	)	—
Income before income taxes		844			1,404		-40	%		3,567			4,974		-28	%
Income tax expense		50			232		-78	%		559			774		-28	%
Effective tax rate		5.9	%		16.5	%				15.7	%		15.6	%

NET INCOME	$	794		$	1,172		-32	%	$	3,008		$	4,200		-28	%

Earnings per common share:
Basic	$	0.54		$	0.77		-30	%	$	2.02		$	2.76		-27	%
Diluted	$	0.54		$	0.77		-30	%	$	2.02		$	2.74		-26	%

Weighted average common shares outstanding:
Basic		1,478.1			1,513.2					1,487.6			1,520.8
Diluted		1,480.6			1,526.5					1,491.0			1,534.0

Dividends declared per common share	$	0.400		$	0.370				$	1.170		$	1.080

NIKE, Inc.
CONSOLIDATED BALANCE SHEETS
(Unaudited)


	February 28,		February 29,		% Change
(Dollars in millions)	2025		2024		% Change
ASSETS
Current assets:
Cash and equivalents	$	8,601	$	8,960	-4	%
Short-term investments		1,792		1,613	11	%
Accounts receivable, net		4,491		4,526	-1	%
Inventories		7,539		7,726	-2	%
Prepaid expenses and other current assets		2,186		1,928	13	%
Total current assets		24,609		24,753	-1	%
Property, plant and equipment, net		4,717		5,082	-7	%
Operating lease right-of-use assets, net		2,614		2,856	-8	%
Identifiable intangible assets, net		259		259	0	%
Goodwill		239		240	0	%
Deferred income taxes and other assets		5,355		4,166	29	%
TOTAL ASSETS	$	37,793	$	37,356	1	%
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Current portion of long-term debt	$	1,000	$	—	100	%
Notes payable		4		6	-33	%
Accounts payable		3,106		2,340	33	%
Current portion of operating lease liabilities		474		474	0	%
Accrued liabilities		5,905		5,818	1	%
Income taxes payable		734		391	88	%
Total current liabilities		11,223		9,029	24	%
Long-term debt		7,956		8,930	-11	%
Operating lease liabilities		2,477		2,691	-8	%
Deferred income taxes and other liabilities		2,130		2,480	-14	%
Redeemable preferred stock		—		—	—
Shareholders’ equity		14,007		14,226	-2	%
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	37,793	$	37,356	1	%

NIKE, Inc.
DIVISIONAL REVENUES
(Unaudited)


									% Change Excluding Currency Changes¹										% Change Excluding Currency Changes¹
	THREE MONTHS ENDED						%				NINE MONTHS ENDED						%
(Dollars in millions)	2/28/2025			2/29/2024			Change				2/28/2025			2/29/2024			Change
North America
Footwear	$	3,132		$	3,460		-9	%	-9	%	$	9,580		$	10,950		-13	%	-12	%
Apparel		1,510			1,408		7	%	8	%		4,534			4,555		0	%	0	%
Equipment		222			202		10	%	10	%		755			613		23	%	23	%
Total		4,864			5,070		-4	%	-4	%		14,869			16,118		-8	%	-8	%
Europe, Middle East & Africa
Footwear		1,742			1,960		-11	%	-7	%		5,676			6,406		-11	%	-11	%
Apparel		913			994		-8	%	-4	%		3,042			3,331		-9	%	-8	%
Equipment		156			184		-15	%	-12	%		539			578		-7	%	-6	%
Total		2,811			3,138		-10	%	-6	%		9,257			10,315		-10	%	-10	%
Greater China
Footwear		1,282			1,547		-17	%	-15	%		3,731			4,195		-11	%	-11	%
Apparel		412			498		-17	%	-15	%		1,244			1,368		-9	%	-9	%
Equipment		39			39		0	%	-1	%		135			119		13	%	13	%
Total		1,733			2,084		-17	%	-15	%		5,110			5,682		-10	%	-10	%
Asia Pacific & Latin America
Footwear		1,052			1,195		-12	%	-5	%		3,338			3,639		-8	%	-4	%
Apparel		358			390		-8	%	-1	%		1,143			1,198		-5	%	-1	%
Equipment		60			62		-3	%	5	%		195			187		4	%	8	%
Total		1,470			1,647		-11	%	-4	%		4,676			5,024		-7	%	-3	%
Global Brand Divisions²		12			9		33	%	21	%		39			34		15	%	13	%
TOTAL NIKE BRAND		10,890			11,948		-9	%	-6	%		33,951			37,173		-9	%	-8	%
Converse		405			495		-18	%	-16	%		1,335			1,602		-17	%	-16	%
Corporate³		(26	)		(14	)	—		—			(74	)		(19	)	—		—
TOTAL NIKE, INC. REVENUES	$	11,269		$	12,429		-9	%	-7	%	$	35,212		$	38,756		-9	%	-8	%

TOTAL NIKE BRAND
Footwear	$	7,208		$	8,162		-12	%	-9	%	$	22,325		$	25,190		-11	%	-10	%
Apparel		3,193			3,290		-3	%	-1	%		9,963			10,452		-5	%	-4	%
Equipment		477			487		-2	%	0	%		1,624			1,497		8	%	9	%
Global Brand Divisions²		12			9		33	%	21	%		39			34		15	%	13	%
TOTAL NIKE BRAND REVENUES	$	10,890		$	11,948		-9	%	-6	%	$	33,951		$	37,173		-9	%	-8	%
¹The percent change has been calculated using actual exchange rates in use during the comparative prior year period and is provided to enhance the visibility of the underlying business trends by excluding the impact of translation arising from foreign currency exchange rate fluctuations, which is considered a non-GAAP financial measure. Management uses this non-GAAP financial measure when evaluating the Company’s performance, including when making financial and operating decisions. Additionally, management believes this non-GAAP financial measure provides investors with additional financial information that should be considered when assessing the Company’s underlying business performance and trends. References to this measure should not be considered in isolation or as a substitute for other financial measures calculated and presented in accordance with U.S. GAAP and may not be comparable to similarly titled non-GAAP measures used by other companies.
²Global Brand Divisions revenues include NIKE Brand licensing and other miscellaneous revenues that are not part of a geographic operating segment.
³ Corporate revenues primarily consist of foreign currency hedge gains and losses related to revenues generated by entities within the NIKE Brand geographic operating segments and Converse, but managed through the Company’s central foreign exchange risk management program.

NIKE, Inc.
EARNINGS BEFORE INTEREST AND TAXES¹
(Unaudited)


	THREE MONTHS ENDED						%		NINE MONTHS ENDED						%
(Dollars in millions)	2/28/2025			2/29/2024			Change		2/28/2025			2/29/2024			Change
North America	$	1,103		$	1,400		-21	%	$	3,690		$	4,360		-15	%
Europe, Middle East & Africa		480			734		-35	%		2,103			2,591		-19	%
Greater China		421			722		-42	%		1,298			1,761		-26	%
Asia Pacific & Latin America		346			471		-27	%		1,208			1,406		-14	%
Global Brand Divisions²		(1,093	)		(1,199	)	9	%		(3,453	)		(3,572	)	3	%
TOTAL NIKE BRAND¹		1,257			2,128		-41	%		4,846			6,546		-26	%
Converse		39			98		-60	%		213			380		-44	%
Corporate³		(470	)		(874	)	46	%		(1,577	)		(2,060	)	23	%
TOTAL NIKE, INC. EARNINGS BEFORE INTEREST AND TAXES¹		826			1,352		-39	%		3,482			4,866		-28	%
EBIT margin¹		7.3	%		10.9	%				9.9	%		12.6	%
Interest expense (income), net		(18	)		(52	)	—			(85	)		(108	)	—
TOTAL NIKE, INC. INCOME BEFORE INCOME TAXES	$	844		$	1,404		-40	%	$	3,567		$	4,974		-28	%
¹The Company evaluates the performance of individual operating segments based on earnings before interest and taxes (commonly referred to as “EBIT”), which represents Net income before Interest expense (income), net and Income tax expense. Total NIKE Brand EBIT, Total NIKE, Inc. EBIT and EBIT margin are considered non-GAAP financial measures. Management uses these non-GAAP financial measures when evaluating the Company’s performance, including when making financial and operating decisions. Additionally, management believes these non-GAAP financial measures provide investors with additional financial information that should be considered when assessing the Company’s underlying business performance and trends. EBIT margin is calculated as total NIKE, Inc. EBIT divided by total NIKE, Inc. Revenues. References to EBIT and EBIT margin should not be considered in isolation or as a substitute for other financial measures calculated and presented in accordance with U.S. GAAP and may not be comparable to similarly titled non-GAAP measures used by other companies.
²Global Brand Divisions primarily represent demand creation and operating overhead expense, including product creation and design expenses that are centrally managed for the NIKE Brand, as well as costs associated with NIKE Direct global digital operations and enterprise technology. Global Brand Divisions revenues include NIKE Brand licensing and other miscellaneous revenues that are not part of a geographic operating segment.
³Corporate consists primarily of unallocated general and administrative expenses, including expenses associated with centrally managed departments; depreciation and amortization related to the Company’s corporate headquarters; unallocated insurance, benefit and compensation programs, including stock-based compensation; and certain foreign currency gains and losses, including certain hedge gains and losses. For the three and nine months ended February 29, 2024, Corporate includes the restructuring charges, recognized as a result of the Company’s steps to streamline the organization. These charges primarily reflect employee severance costs.

NIKE, Inc.
DILUTED EARNINGS PER SHARE
(Unaudited)


	THREE MONTHS ENDED			NINE MONTHS ENDED
	2/29/2024			2/29/2024
DILUTED EARNINGS PER SHARE (GAAP):	$	0.77		$	2.74
Add: Restructuring charges		0.26			0.26
Tax effect of the restructuring charges¹		(0.05	)		(0.05	)
DILUTED EARNINGS PER SHARE EXCLUDING RESTRUCTURING CHARGES (NON-GAAP)²:	$	0.98		$	2.95
¹Tax effect was determined by applying the tax rate applicable to the specific item.
²Diluted earnings per share excluding the restructuring charges is a non-GAAP financial measure. The most comparable GAAP measure is Diluted earnings per share. The Company uses Diluted earnings per share excluding the restructuring charges to facilitate the evaluation of the Company’s performance. The Company believes that providing Diluted earnings per share excluding the impacts of the restructuring charges is useful to investors for comparability between periods and allows investors to evaluate the impacts of the restructuring charges separately. For the three and nine months ended February 28, 2025, there were no material restructuring charges.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250320583665/en/

Investor Contact:

Paul Trussell

[email protected]

Media Contact:

Virginia Rustique-Petteni

[email protected]

KEYWORDS: United States North America Oregon

INDUSTRY KEYWORDS: Fashion Footwear Retail Sports Department Stores General Sports

MEDIA:

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March 20, 2025 4:19 pm

PLBY Group Announces Adjournment of Special Meeting of Stockholders

LOS ANGELES, March 20, 2025 (GLOBE NEWSWIRE) — PLBY Group, Inc. (Nasdaq: PLBY) (the “Company” or “PLBY Group”), a leading pleasure and leisure lifestyle company and owner of Playboy, one of the most recognizable and iconic brands in the world, today announced that its Special Meeting of Stockholders (the “Special Meeting”), held on March 20, 2025 at 1:00 p.m. Eastern Time, was convened and adjourned without any business being conducted, due to lack of the required quorum.

The Special Meeting will reconvene virtually on April 17, 2025 at 1:00 p.m. Eastern Time to provide its stockholders additional time to vote on the proposals described in the proxy statement filed with the Securities and Exchange Commission (the “SEC”) on February 4, 2025. No changes have been made in the proposals to be voted on by stockholders at the Special Meeting. Stockholders will be able to attend the reconvened Special Meeting via a live audio webcast by visiting http://www.virtualshareholdermeeting.com/PLBY2025SM and logging on to the webcast with their 16-digit control number included on their Notice of Internet Availability or their proxy card (if they received a paper copy of the proxy materials) or an email if one was sent to them to obtain their records and to vote.

The record date for determining stockholder eligibility to vote at the Special Meeting will remain the close of business on January 23, 2025. Proxies previously submitted will be voted at the Special Meeting unless properly revoked, and stockholders who have already submitted a proxy or otherwise voted need not take any action. Stockholders may cast their votes by visiting http://www.proxyvote.com or by calling 1-800-690-6903 before the reconvened Special Meeting, or going to http://www.virtualshareholdermeeting.com/PLBY2025SM during the reconvened Special Meeting.

The Company’s Board of Directors unanimously recommends that stockholders vote “FOR” all proposals. In addition, leading independent proxy advisory firms Institutional Shareholder Services Inc. and Glass Lewis issued reports that recommend the stockholders of the Company vote “FOR” all proposals in the Company’s Special Meeting proxy statement. The Company encourages all stockholders of record as of the close of business on January 23, 2025 who have not yet voted to do so by April 16, 2025 at 11:59 p.m. Eastern Time.

Additional information and where to find it:

In connection with the Special Meeting, the Company filed relevant materials with the SEC, including its definitive proxy statement on Schedule 14A (the “Proxy Statement”). This press release is not a substitute for the Proxy Statement or any other document that the Company may file with the SEC or send to its stockholders in connection with the Special Meeting. BEFORE MAKING ANY VOTING DECISION, STOCKHOLDERS ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE PROXY STATEMENT, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE SPECIAL MEETING. Stockholders are able to obtain the Company’s filings with the SEC free of charge at the SEC’s website: http://www.sec.gov.

About PLBY Group, Inc.

PLBY Group, Inc. is a global pleasure and leisure company connecting consumers with products, content, and experiences that help them lead more fulfilling lives. PLBY Group’s flagship consumer brand, Playboy, is one of the most recognizable brands in the world, with products and content available in approximately 180 countries. PLBY Group’s mission—to create a culture where all people can pursue pleasure — builds upon over 70 years of creating groundbreaking media and hospitality experiences and fighting for cultural progress rooted in the core values of equality, freedom of expression and the idea that pleasure is a fundamental human right. Learn more at http://www.plbygroup.com.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. The Company’s actual results may differ from their expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect”, “estimate”, “project”, “budget”, “forecast”, “anticipate”, “intend”, “plan”, “may”, “will”, “could”, “should”, “believes”, “predicts”, “potential”, “continue”, and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements.

These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from those discussed in the forward-looking statements. Factors that may cause such differences include, but are not limited to: (1) the inability to maintain the listing of the Company’s shares of common stock on Nasdaq; (2) the risk that the Company’s completed or proposed transactions disrupt the Company’s current plans and/or operations, including the risk that the Company does not complete any such proposed transactions or achieve the expected benefits from any transactions; (3) the ability to recognize the anticipated benefits of corporate transactions, commercial collaborations, commercialization of digital assets, cost reduction initiatives and proposed transactions, which may be affected by, among other things, competition, the ability of the Company to grow and manage growth profitably, and the Company’s ability to retain its key employees; (4) costs related to being a public company, corporate transactions, commercial collaborations and proposed transactions; (5) changes in applicable laws or regulations; (6) the possibility that the Company may be adversely affected by global hostilities, supply chain delays, inflation, interest rates, foreign currency exchange rates or other economic, business, and/or competitive factors; (7) risks relating to the uncertainty of the projected financial information of the Company, including changes in the Company’s estimates of cash flows and the fair value of certain of its intangible assets, including goodwill; (8) risks related to the organic and inorganic growth of the Company’s businesses, and the timing of expected business milestones; (9) changing demand or shopping patterns for the Company’s products and services; (10) failure of licensees, suppliers or other third-parties to fulfill their obligations to the Company; (11) the Company’s ability to comply with the terms of its indebtedness and other obligations; (12) changes in financing markets or the inability of the Company to obtain financing on attractive terms; and (13) other risks and uncertainties indicated from time to time in the Company’s annual report on Form 10-K, including those under “Risk Factors” therein, and in the Company’s other filings with the SEC. The Company cautions that the foregoing list of factors is not exclusive, and readers should not place undue reliance upon any forward-looking statements, which speak only as of the date which they were made. The Company does not undertake any obligation to update or revise any forward-looking statements to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based.

Contact:

Investors: FNK IR – Rob Fink / Matt Chesler, CFA – [email protected]
Media: [email protected]

March 20, 2025 4:18 pm

Chimera Declares First Quarter 2025 Common Stock Dividend

Chimera Declares First Quarter 2025 Common Stock Dividend

BOARD DECLARES FIRST QUARTER 2025 DIVIDEND OF $0.37 PER SHARE OF COMMON STOCK

NEW YORK–(BUSINESS WIRE)–
The Board of Directors of Chimera Investment Corporation announced the declaration of its first quarter cash dividend of $0.37 per common share. The dividend is payable on April 30, 2025 to common stockholders of record on March 31, 2025. The ex-dividend date is March 31, 2025.

About Chimera Investment Corporation

Chimera is a publicly traded real estate investment trust, or REIT, that is primarily engaged in the business of investing for itself and for unrelated third parties through its investment management and advisory services in a diversified portfolio of real estate assets, including residential mortgage loans, Non-Agency RMBS, Agency RMBS, business purpose and investor loans, including RTLs, and other real estate-related assets such as Agency CMBS.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Actual results may differ from expectations, estimates and projections and, consequently, readers should not rely on these forward-looking statements as predictions of future events. Words such as “goal,” “target,” “assume,” ‘‘believe,’’ ‘‘expect,’’ ‘‘anticipate,’’ ‘‘estimate,’’ “project,” “budget,” “forecast,” “predict,” “potential,” ‘‘plan,’’ ‘‘continue,’’ ‘‘intend,’’ ‘‘should,’’ ‘‘may,’’ “could,” ‘‘would,’’ ‘‘will’’ and similar expressions are intended to identify such forward-looking statements. These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from expected results, including, among other things, those described in our most recent Annual Report on Form 10-K, and any subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, under the caption “Risk Factors.”

Factors that could cause actual results to differ include, but are not limited to: our ability to obtain funding on favorable terms and access the capital markets; our ability to achieve optimal levels of leverage and effectively manage our liquidity; changes in inflation, the yield curve, interest rates and mortgage prepayment rates; our ability to manage credit risk related to our investments and comply with the Risk Retention Rules; rates of default, delinquencies, forbearance, deferred payments or decreased recovery rates on our investments; the concentration of properties securing our securities and residential loans in a small number of geographic areas; our ability to execute on our business and investment strategy; our ability to determine accurately the fair market value of our assets; changes in our industry, the general economy or geopolitical conditions; our ability to successfully integrate and realize the anticipated benefits of any acquisitions, including the Palisades Acquisition; our ability to operate our investment management and advisory services and manage any regulatory rules and conflicts of interest; the degree to which our hedging strategies may or may not be effective; our ability to effect our strategy to securitize residential mortgage loans; our ability to compete with competitors and source target assets at attractive prices; our ability to find and retain qualified executive officers and key personnel; the ability of servicers and other third parties to perform their services at a high level and comply with applicable law and expanding regulations; our dependence on information technology and its susceptibility to cyber-attacks; our ability to comply with extensive government regulation; the impact of and changes in governmental regulations, tax law and rates, accounting guidance, and similar matters; our ability to maintain our exemption from registration under the Investment Company Act of 1940, as amended; our ability to maintain our classification as a real estate investment trust for U.S. federal income tax purposes; the volatility of the market price and trading volume of our shares; and our ability to make distributions to our stockholders in the future.

Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Chimera does not undertake or accept any obligation to release publicly any updates or revisions to any forward-looking statement to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based. Additional information concerning these, and other risk factors, is contained in Chimera’s most recent filings with the Securities and Exchange Commission (SEC). All subsequent written and oral forward-looking statements concerning Chimera or matters attributable to Chimera or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above.

Readers are advised that any financial information in this press release is based on company data available at the time of this presentation and, in certain circumstances, may not have been audited by Chimera’s independent auditors.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250320255258/en/

Investor Relations

888-895-6557

www.chimerareit.com

KEYWORDS: United States North America New York

INDUSTRY KEYWORDS: Professional Services Residential Building & Real Estate Finance Construction & Property REIT Banking

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March 20, 2025 4:18 pm

SEALSQ Announces FY 2024 Audited Financial Results and Strategic Growth Plan for 2025

Geneva, Switzerland, March 20, 2025 (GLOBE NEWSWIRE) —

Schedules Conference Call and Webcast for Monday, March 24 at 10:00 am ET (3:00 pm CET)

Ends the year with a strong cash position of approximately $85 million
FY 2024 $11 million revenue reflects the industry-wide transition from traditional semiconductors to next-generation Quantum Resistant chips
Expects a return to growth in FY 2025
Continues R&D investments with $7.2 million allocated in 2025, up from $5 million in 2024
Confirmed bookings of $6.8 million as of March 20, 2025, reflecting strong YoY growth
$93 million in projected contract pipeline over next three years from 2026 to 2028
Executing a multi-faceted organic growth, investment and acquisition strategy

SEALSQ Corp (NASDAQ: LAES) (“SEALSQ” or “Company”), a company that focuses on developing and selling Semiconductors, PKI, and Post-Quantum technology hardware and software products, today announced its full year results for the period ending December 31, 2024 (FY 2024).

CEO’S STATEMENT AND VISION FOR 2025

Carlos Moreira, CEO of SEALSQ noted, “2024 was a transformational year for SEALSQ as we scaled post-quantum security technologies, started the process to execute strategic acquisitions, raised over $80 million in funding, and expanded into high-growth markets. With a strong cash position, no bank debt or convertible loans, and accelerating demand for our post-quantum and quantum cybersecurity solutions, we are well-positioned to drive sustainable long-term growth and technological leadership in the quantum era.”

FY 2025 OUTLOOK

Although it is still early in the year to provide a definitive outlook due to major projects under discussion (as discussed below), SEALSQ anticipates a significant revenue increase in 2025 compared to 2024. This growth is expected to be driven by the integration of chip revenue from new sources, an expansion in chip personalization services and the consolidated revenue from our planned investments. We expect the full impact of our growth to arrive in 2026 with the commercial launch of our new products scheduled for Q4 2025. We anticipate that the growth in 2025 and beyond would be fueled by:

The increasing demand for Post-Quantum Trusted Platform Modules (TPMs).
Successfully securing new large-scale contracts with governments and enterprises adopting post-quantum cryptographic solutions.
Growth in SEALSQ’s cybersecurity certificate and managed PKI services
Consolidated revenue from strategic acquisitions.

The post-quantum cryptography (PQC) market, driven by the need for securing systems against quantum computer attacks, is projected to grow significantly, with an estimated market size of $302.5 million in 2024, expected to reach $1.887 billion by 2029, at a CAGR of 44.2%. Due to high entry barriers, we believe very few players will have the required expertise and IP to build quantum resistant secure chips, which will position SEALSQ as a leading player in this space, especially on the TPM segment.

We believe that these factors position SEALSQ to strengthen its market leadership and capitalize on emerging opportunities in post-quantum security.

FY 2024 FINANCIAL HIGHLIGHTS

1. Strengthened Financial Position and Debt-Free Balance Sheet

Cash reserves that peaked at over $90 million as of January 6, 2025, up from $85 million at the end of 2024, providing a solid foundation for investments, acquisitions, and scaling production.
A clean balance sheet at December 31, 2024 showing no bank debt or convertible loans, along with no overhanging warrants following the elimination of convertible debt and associated warrants in late 2024 and the first days of 2025. This significantly enhanced SEALSQ’s ability to fund growth without dilution risks.
Over $80 million capital raised during 2024, leading to strengthened capital resources to support our expansion into post-quantum cybersecurity markets.

2. Revenue Performance and Transition to Quantum-Secure Technologies

FY 2024 revenue of approximately $11 million, down from $30 million in 2023, reflects the Company transition from traditional semiconductors to next-generation Quantum Resistant chips and still early stage of the post quantum market potential alongside the impact of market normalization following the semiconductor supply chain disruptions caused by the COVID-19 pandemic. The excess inventory accumulation by customers in 2023 resulted in lower 2024 order volumes as clients utilized existing stock before making new purchasing commitments.
FY net loss of $21 million was primarily due to the migration from traditional semiconductor products to post-quantum semiconductor technologies and the preference of customers to delay orders until SEALSQ’s new Quantum Resistant chips become available, tentatively at the end of 2025.

3. R&D and Strategic Investments in Post-Quantum Security

Increased Research and Development (R&D) costs by $1.0 million year on year (a 26% increase against 2023), demonstrating the strategic importance of the development of its next-generation cutting-edge Quantum Resistant technology.
Investments in R&D included the high costs associated with certifications, which are treated as R&D expenses, emphasizing SEALSQ’s commitment to staying at the forefront of post-quantum innovation.

2025 INVESTMENT AND ACQUISITION STRATEGY

SEALSQ is executing a multi-faceted investment and acquisition plan to secure long-term growth, expand its semiconductor footprint, and strengthen its post-quantum security leadership.

1. Strategic Acquisitions and Licensing Agreements

Allocated a fund of up to $20 million focused on investing in startups engaged in quantum computing and AI initiatives with two investments having already been announced:
- Invested in ColibriTD, a French company providing state-of-the-art Quantum cloud computing services for industrial and scientific research application.
- Entered into advanced and exclusive negotiations to acquire 100% of IC’ALPS, a leading ASIC design and supply French company.

2. Expansion of Testing and Personalization Facilities & Semiconductor Production

The Company expects to enter into a formal agreement to commence the construction of the first Semiconductor personalization and design center in the near future as part of a partnership with WISeKey, Odin, T-Protégé and the Sociedad Espanol para la Transformacion Tecnologia (SETT.) The Company is in the final stages of the approval process by the Sociedad Espanola para la Transformacion Tecnologia (SETT), the Spanish government’s entity responsible for funding under the PERTE budgets. The Company is aiming to enter into additional agreements for the construction of further Semiconductor personalization and design center facilities across differing regions during the course of the year, following a similar model of public-private partnership.
The company intends to increase its microcontroller and Quantum Resistant chip production through the addition of two new dedicated silicon wafer testing and personalization lines.
Sustainability-focused semiconductor design, leveraging low-power cryptographic architectures aligned with global ESG goals.

3. Scaling U.S., Middle East, and Asia-Pacific Market Presence

SEALSQ is expanding direct sales teams with a target to enhance sales pipeline and develop government partnerships in the U.S. with a goal of securing large-scale cybersecurity infrastructure projects.
SEALSQ is working to finalize a joint venture in the Middle East to establish a quantum-ready chip personalization center.
SEALSQ is leveraging on its latest partnerships with leading semiconductor distributors, including DigiKey, Symmetry and OKAYA, to increase global sales.

Q1 2025 KEY ANNOUNCEMENTS

SEALSQ started 2025 on a very strong note with an improved backlog and strong pipeline.

1. Accelerated Market Penetration and Growing Order Book

Confirmed bookings of $6.8 million as of March 20, 2025, reflecting strong year on year growth.
$93 million in projected contract pipeline over the next three years, with active discussions for 60+ new post-quantum TPM customers.
Secured several significant new businesses on PKI for Matter devices with large IoT manufacturers and started delivering latest VaultIC408 IoT secure chip to Toshiba and Landis & Gyr on a multi-year supply schedule for millions of smart metering hubs for the UK Grid.

2. Regulatory and Compliance Leadership

SEALSQ’s Post-Quantum TPMs are aiming to achieve NIST FIPS 140-3 and TCG 2.0 compliance, positioning the Company as a leading supplier for post-quantum cybersecurity infrastructure.
Providing compliance solutions to EU Cyber Resilience Act and US Cyber Trust Mark for device manufacturers supporting the implementation of next-generation security mandates.
Renewed ISO 27001 and ISO 9001 certifications across chip fabrication and PKI operations.

3. Increased R&D Focus on PQC-Driven Cybersecurity

Launch of PQC-enhanced cryptographic key management solutions.
Development of post-quantum hardware platform support our PQC-driven ASIC offer.
Pilot production of SEALSQ’s Quantum-Resistant TPM 2.0 chip ahead of its Q4 2025 commercial release.

2025 STRATEGIC GROWTH PRIORITIES

SEALSQ’s 2025 strategy is built around four key priorities:

1. Commercial Launch of Post-Quantum Chips

Commercial launch of two new post-quantum semiconductors, targeting IoT, PC, Tablets, and various industrial applications including medical, military and automotive sectors.
Expansion of chip fabrication partnerships to increase output for enterprise and government security solutions.
Developing Quantum resistant ASIC (custom design secure chips) for specific large client needs.

2. Executing Targeted Acquisitions and Joint Ventures

Advanced and exclusive negotiations to acquire 100% of IC’ALPS a leading ASIC design and supply French company are expected to be finalized in H1 2025.
Aiming for the launch of a semiconductor personalization hub in the Middle East, reinforcing SEALSQ’s global presence.
Planned continuing investment in startups engaged in quantum computing and AI initiatives as part of the SEALQUANTUM Initiative.

3. R&D and Strategic Investments in Post-Quantum Security

A budget of over $7 million has been allocated for R&D in 2025, up from $5 million in 2024

The Company is investing in the final development, qualification, certification (Common Criteria EAL5+ and FIPS 140-3 Level 3) process and the Industrialization (Wafer Test, Final Test, Packaging, Key Injection) of SEALSQ’s Quantum-Resistant TPM 2.0 chip with a commercial launch target date set for Q4 2025. We are in discussions with over 60 interested potential customers, including major electronic manufacturers.
Scaling the first TPM PQC chip in broader ASIC offer for addressing the Medical, Defense, and IoT market segments.
First deployment of SEALSQ’s Quantum Resistant IoT chips on the WISeSat picosatellite constellation, enhancing secure connectivity in remote regions.

4. Expanding Trust Services

Scaling managed PKI solutions for Matter IoT and enterprise security.
Expanding SSL/TLS and GSMA certificate offerings to reinforce global digital trust ecosystems.
Pushing adoption of INeS PKI Post quantum Cryptography latest features.

SEALSQ remains committed to leading the evolution of cybersecurity and semiconductor security, ensuring trusted digital ecosystems for enterprises, governments, and next-generation AI applications.

CONFERENCE CALL

The Company will host a conference call to review its results on Monday, March 24, at 10:00 am ET (3:00 pm CET). If you wish to join the conference call, please use the dial-in information below:

Toll-Free Dial-In Number: 877-445-9755
International Dial-In Number: 201-493-6744

A simultaneous webcast of the call may be accessed online via the Investors section of the Company’s website, https://www.sealsq.com/investors/events. The archived call will also be available on the Investors section of the Company’s website, https://www.sealsq.com/investors/events.

FILING OF 2024 ANNUAL REPORT ON FORM 20-F

SEALSQ filed its Condensed Consolidated Financial Statements in the Form 20-F for the full year period ended December 31, 2024, with the U.S. Securities and Exchange Commission on March 20, 2025. The Form 20-F can be accessed by visiting the Company’s website at www.sealsq.com.

In addition, the Company’s stockholders may receive a hard copy of the Form 20-F, which includes complete audited financial statements, free of charge by contacting its Investor Relations Representative at [email protected] or +1 212 836-9611.

ADDITIONAL AUDITED US GAAP FINANCIAL & OPERATIONAL DATA

Consolidated Statements of Comprehensive Income/(Loss) [as reported]

	12 months ended December 31,
USD’000, except earnings per share	2024		2023		2022

Net sales	10,981		30,058		23,198
Cost of sales	(6,775	)	(15,589	)	(13,267	)
Depreciation of production assets	(478	)	(420	)	(132	)
Gross profit	3,728		14,049		9,799

Other operating income	359		48		2,007
Research & development expenses	(4,985	)	(3,946	)	(2,308	)
Selling & marketing expenses	(5,453	)	(5,648	)	(3,824	)
General & administrative expenses	(10,840	)	(8,644	)	(3,091	)
Total operating expenses	(20,919	)	(18,190	)	(7,216	)
Operating (loss) / income	(17,191	)	(4,141	)	2,583

Non-operating income	1,061		2,442		935
Gain / (loss) on debt extinguishment	(100	)	–		–
Interest and amortization of debt discount	(1,003	)	(689	)	(355	)
Non-operating expenses	(883	)	(655	)	(638	)
(Loss) / income before income tax expense	(18,116	)	(3,043	)	2,525

Income tax (expense) / income	(3,085	)	(225	)	3,245
Net (loss) / income	(21,201	)	(3,268	)	5,770

Earnings per Ordinary Share (USD)
Basic	(0.60	)	(0.21	)	0.41
Diluted	(0.60	)	(0.21	)	0.41

Earnings per F Share (USD)
Basic	(3.01	)	(1.07	)	2.04
Diluted	(3.01	)	(1.07	)	2.04

Other comprehensive income / (loss), net of tax:
Foreign currency translation adjustments	–		(2	)	(15	)
Defined benefit pension plans:
Net gain / (loss) arising during period	(27	)	11		170
Other comprehensive income / (loss)	(27	)	9		155
Comprehensive (loss) / income	(21,228	)	(3,259	)	5,925

Consolidated Balance Sheets [as reported]

	As at December 31,	As at December 31,
USD’000, except par value	2024	2023
ASSETS
Current assets
Cash and cash equivalents	84,624	6,895
Accounts receivable, net of allowance for doubtful accounts	3,825	5,053
Inventories	1,418	5,231
Prepaid expenses	355	605
Government assistance	2,247	1,718
Other current assets	593	765
Total current assets	93,062	20,267

Noncurrent assets
Deferred income tax assets	–	3,077
Deferred tax credits	190	–
Property, plant and equipment, net of accumulated depreciation	3,201	3,230
Intangible assets, net of accumulated amortization	–	–
Operating lease right-of-use assets	1,031	1,278
Other noncurrent assets	82	83
Total noncurrent assets	4,504	7,668
TOTAL ASSETS	97,566	27,935

LIABILITIES
Current Liabilities
Accounts payable	10,073	6,963
Notes payable	4,828	1,278
Deferred revenue, current	5	–
Current portion of obligations under operating lease liabilities	327	336
Income tax payable	1	2
Other current liabilities	283	138
Total current liabilities	15,517	8,717

Noncurrent liabilities
Bonds, mortgages and other long-term debt	–	1,654
Convertible note payable, noncurrent	–	1,519
Indebtedness to related parties, noncurrent	3,105	9,695
Operating lease liabilities, noncurrent	616	893
Employee benefit plan obligation	464	426
Total noncurrent liabilities	4,185	14,187
TOTAL LIABILITIES	19,702	22,904

About SEALSQ:

SEALSQ is a leading innovator in Post-Quantum Technology hardware and software solutions. Our technology seamlessly integrates Semiconductors, PKI (Public Key Infrastructure), and Provisioning Services, with a strategic emphasis on developing state-of-the-art Quantum Resistant Cryptography and Semiconductors designed to address the urgent security challenges posed by quantum computing. As quantum computers advance, traditional cryptographic methods like RSA and Elliptic Curve Cryptography (ECC) are increasingly vulnerable.

SEALSQ is pioneering the development of Post-Quantum Semiconductors that provide robust, future-proof protection for sensitive data across a wide range of applications, including Multi-Factor Authentication tokens, Smart Energy, Medical and Healthcare Systems, Defense, IT Network Infrastructure, Automotive, and Industrial Automation and Control Systems. By embedding Post-Quantum Cryptography into our semiconductor solutions, SEALSQ ensures that organizations stay protected against quantum threats. Our products are engineered to safeguard critical systems, enhancing resilience and security across diverse industries.

For more information on our Post-Quantum Semiconductors and security solutions, please visit www.sealsq.com.

Forward-Looking Statements

This communication expressly or implicitly contains certain forward-looking statements concerning SEALSQ Corp and its businesses. Forward-looking statements include statements regarding our business strategy, financial performance, results of operations, market data, events or developments that we expect or anticipate will occur in the future, as well as any other statements which are not historical facts and can be identified by forward-looking words such as “anticipate,” “believe,” “could,” “continue,” “estimate,” “expect,” “intend,” “may,” “should,” “will” and “would” or similar words. Although we believe that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. These statements involve known and unknown risks and are based upon a number of assumptions and estimates which are inherently subject to significant uncertainties and contingencies, many of which are beyond our control. Actual results may differ materially from those expressed or implied by such forward-looking statements. Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include SEALSQ’s ability to continue beneficial transactions with material parties, including a limited number of significant customers; market demand and semiconductor industry conditions; the growth of the post-quantum cryptography market; the adoption by developers and customers of quantum computing; the successful launch our post-quantum chips; our ability to sell post-quantum cryptography products to consumers; our ability to develop NIST-approved algorithms for our post-quantum semiconductor technologies; our ability to expand our chip personalization services; our ability to derive consolidated revenue from our planned investments; growth in our cybersecurity certificate and managed PKI services and acquisitions; our ability to expand our Semiconductor personalization and design facilities and semiconductor production; our ability to grow our U.S., Middle East and Asia-Pacific market presence; our ability to expand our Trust services; and the risks discussed in SEALSQ’s filings with the SEC. Risks and uncertainties are further described in reports filed by SEALSQ with the SEC.

SEALSQ Corp is providing this communication as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise.

SEALSQ Corp.
Carlos Moreira
Chairman & CEO
Tel: +41 22 594 3000
[email protected]

SEALSQ Investor Relations (US)
The Equity Group Inc.
Lena Cati
Tel: +1 212 836-9611
[email protected]

March 20, 2025 4:18 pm

AvalonBay Communities, Inc. Named a USA Today Top Workplace 2025 Winner

AvalonBay Communities, Inc. Named a USA Today Top Workplace 2025 Winner

ARLINGTON, Va.–(BUSINESS WIRE)–AVALONBAY COMMUNITIES, INC. (NYSE: AVB) (the “Company”) has been named one of USA Today’s Top Workplaces for 2025. The Top Workplaces program has a 15-year history of surveying more than 20 million employees and recognizing the top organizations across 60 markets. Over 42,000 organizations were invited to participate in this year’s Top Workplaces survey, and winners were chosen based on associate feedback gathered through an employee engagement survey, issued by Energage.

“We are honored to be recognized as a 2025 Top Workplace,” said Benjamin Schall, AvalonBay CEO. “This award reflects our commitment to creating a workplace where all AvalonBay associates can thrive. Our ongoing investments in training, mentorship programs, and leadership development, combined with our collaborative and inclusive culture, have created an environment where people feel connected to our purpose, valued for their unique contributions, and empowered to build rewarding careers.”

“Earning a Top Workplaces award is a badge of honor for companies, especially because it comes authentically from their employees,” said Eric Rubino, Energage CEO. “That’s something to be proud of. In today’s market, leaders must ensure they’re allowing employees to have a voice and be heard. That’s paramount. Top Workplaces do this, and it pays dividends.”

The results of the Energage survey also inform additional regional awards to be announced throughout the remainder of the year. AvalonBay has consistently been recognized by the Washington Post as a Top Workplace across Washington, D.C., Maryland, and Virginia.

For more information, visit energage.com or topworkplaces.com.

About AvalonBay Communities, Inc.

AvalonBay Communities, Inc., a member of the S&P 500, is an equity REIT that develops, redevelops, acquires and manages apartment communities in leading metropolitan areas in New England, the New York/New Jersey Metro area, the Mid-Atlantic, the Pacific Northwest, and Northern and Southern California, as well as in the Company’s expansion regions of Raleigh-Durham and Charlotte, North Carolina, Southeast Florida, Dallas and Austin, Texas, and Denver, Colorado. As of December 31, 2024, the Company owned or held a direct or indirect ownership interest in 306 apartment communities containing 93,518 apartment homes in 12 states and the District of Columbia, of which 17 communities were under development.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250320272686/en/

Jason Reilley

Vice President

Investor Relations

AvalonBay Communities, Inc.

703-317-4681

KEYWORDS: United States North America Virginia

INDUSTRY KEYWORDS: Professional Services Residential Building & Real Estate Human Resources Commercial Building & Real Estate Construction & Property REIT

MEDIA:

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March 20, 2025 4:18 pm

California Water Service Group Named a Top Workplace in the USA

SAN JOSE, Calif., March 20, 2025 (GLOBE NEWSWIRE) — Following its recognition as a Top Workplace in the Bay Area last summer, California Water Service Group (Group) (NYSE: CWT) has earned the 2025 Top Workplaces USA designation by USA Today and Energage, a leading workforce culture research company. This is the first time Group has received this national honor.

Top Workplaces USA celebrates organizations with at least 150 employees and that have built exceptional, people-first cultures, according to Energage. Winners are recognized for their commitment to fostering a workplace environment that values employee listening and engagement. The results are calculated based on employee responses to statements about Workplace Experience Themes, which are proven indicators of high performance. For this year’s award, Energage invited 42,000 organizations to participate.

“We believe that our team members are our best ambassadors, and when we take care of our employees, they can focus on taking care of the more than 2.1 million people we serve every day,” said Martin A. Kropelnicki, Group Chairman and CEO. “I’m pleased that our efforts to help our employees develop, work, and live well are meaningful to them, and we will continue to strive each day to support our team members as best we can.”

“Earning a USA TODAY Top Workplaces award is a testament to an organization’s credibility and commitment to a people-first culture,” said Eric Rubino, Energage CEO. “This award, driven by real employee feedback, is more than just a recognition—it’s proof that your employees believe in the organization and its leadership. Job seekers and customers look for this trusted badge of credibility and excellence. It signals a company that values its people, and that kind of culture resonates in today’s competitive market.”

The full list of U.S. Top Workplaces is available at USA Today online.

About California Water Service Group

California Water Service Group (NYSE: CWT) is the largest regulated water utility operating exclusively in the western United States. It provides high-quality, reliable water and/or wastewater services to more than 2.1 million people in California, Hawaii, New Mexico, Washington, and Texas through its regulated subsidiaries, California Water Service, Hawaii Water Service, New Mexico Water Service, and Washington Water Service, and its utility holding company, Texas Water Service.

Group’s purpose is to enhance the quality of life for customers, communities, employees, and stockholders. To do so, it invests responsibly in water and wastewater infrastructure, sustainability initiatives, and community well-being. The company’s almost 1,300 employees live by a set of strong core values and share a commitment to protecting the planet, caring for people, and operating with the utmost integrity. The company has been named one of “America’s Most Responsible Companies” and the “World’s Most Trustworthy Companies” by Newsweek, a Top Workplace, and a Great Place to Work^®. More information is available at www.calwatergroup.com.

Media Contact

Yvonne Kingman
[email protected]
310-257-1434

March 20, 2025 4:18 pm

FVCBankcorp Announces Extension of Share Repurchase Program

FVCBankcorp Announces Extension of Share Repurchase Program

FAIRFAX, Va.–(BUSINESS WIRE)–
FVCBankcorp, Inc. (Nasdaq: FVCB) (the “Company”) announced today that its Board of Directors has extended its share repurchase program that was initiated in 2020. Under the repurchase program, the Company may repurchase up to 1,300,000 shares of its common stock, or approximately 7% of its outstanding shares of common stock at December 31, 2024. The repurchase program will expire on March 31, 2026, subject to earlier termination of the program by the Board of Directors.

Repurchases may be made in open market purchases, block trades or in privately negotiated transactions. Repurchases, if any, under the program will be made at the discretion of management, and will depend upon market pricing and conditions, business, legal, accounting and other considerations. Open market purchases will be conducted in accordance with the limitations of Rule 10b-18 of the Securities and Exchange Commission (the “SEC”). Repurchases may be made pursuant to any trading plan that may be adopted in accordance with SEC Rule 10b5-1, which would permit common stock to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. Under applicable law, repurchased shares will be cancelled and revert to the status of authorized but unissued shares.

The repurchase program may be modified, suspended or terminated at any time without notice, in the Company’s discretion, based upon a number of factors, including market conditions, the cost of repurchasing shares, the availability of alternative investment opportunities, liquidity, the need for capital in the Company’s operations and other factors deemed appropriate. These factors may also affect the timing and amount of share repurchases. The repurchase program does not obligate the Company to repurchase any shares.

About FVCBankcorp Inc.

FVCBankcorp, Inc. is the holding company for FVCbank, a wholly-owned subsidiary which commenced operations in November 2007. FVCbank is a $2.20 billion Virginia-chartered community bank serving the banking needs of commercial businesses, nonprofit organizations, professional service entities, their owners and employees located in the greater Baltimore and Washington D.C., metropolitan areas. Locally owned and managed, FVCbank is based in Fairfax, Virginia, and has 8 full-service offices in Arlington, Fairfax, Manassas, Reston and Springfield, Virginia, Washington D.C., Baltimore and Bethesda, Maryland.

For more information about the Company, please visit the Investor Relations page of FVCBankcorp Inc.’s website, www.fvcbank.com.

Forward-looking Statements: This press release contains forward-looking statements within the meaning of the Securities and Exchange Act of 1934, as amended. In some cases, forward-looking statements can be identified by use of words such as “may,” “will,” “anticipates,” “believes,” “expects,” “plans,” “estimates,” “potential,” “continue,” “should,” and similar words or phrases. These statements are based upon current and anticipated economic conditions, nationally and in the Company’s market, interest rates and interest rate policy, competitive factors, and other conditions which by their nature, are not susceptible to accurate forecast and are subject to significant uncertainty. Because of these uncertainties and the assumptions on which this discussion and the forward-looking statements are based, actual future operations and results in the future may differ materially from those indicated herein. For details on factors that could affect these expectations, see the risk factors and other cautionary language included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and in other periodic and current reports filed with the SEC. Readers are cautioned against placing undue reliance on any such forward-looking statements. The Company’s past results are not necessarily indicative of future performance.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250320541106/en/

For further information, contact:

David W. Pijor, Chairman and Chief Executive Officer

Phone: (703) 436-3802

Email: [email protected]

Patricia A. Ferrick, President

Phone: (703) 436-3822

Email: [email protected]

KEYWORDS: United States North America District of Columbia Virginia

INDUSTRY KEYWORDS: Banking Professional Services Finance

MEDIA:

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March 20, 2025 4:18 pm

KinderCare Reports Fourth Quarter 2024 Financial Results

KinderCare Reports Fourth Quarter 2024 Financial Results

LAKE OSWEGO, Ore.–(BUSINESS WIRE)–
KinderCare Learning Companies, Inc. (NYSE: KLC) (“KinderCare”), a leading provider of high-quality early childhood education (“ECE”), today announced financial results for the fourth quarter and fiscal year ended December 28, 2024 and provided guidance for 2025.

Fourth Quarter 2024 Highlights

Revenue of $647.0 million
Loss from operations of $89.3 million
Net loss of $133.6 million and net loss per common share, diluted ⁽¹⁾ of $1.17
On October 10, 2024, the Company completed its initial public offering (“IPO”), in which it sold 27.6 million shares of common stock, raising $616.1 million in net proceeds. These proceeds were primarily utilized to repay $608.0 million of outstanding principal on the first lien term loan facility.

Non-GAAP financial measures

Adjusted EBITDA ⁽²⁾ of $66.0 million
Adjusted net income ⁽²⁾ of $10.7 million and adjusted net income per common share, diluted ⁽¹⁾⁽²⁾ of $0.09

Fiscal Year Ended 2024 Highlights

Revenue of $2,663.0 million
Income from operations of $79.3 million
Net loss of $92.8 million and net loss per common share, diluted ⁽¹⁾ of $0.96

Non-GAAP financial measures

Adjusted EBITDA ⁽²⁾ of $298.1 million
Adjusted net income ⁽²⁾ of $38.8 million and adjusted net income per common share, diluted ⁽¹⁾⁽²⁾ of $0.40

“KinderCare ended 2024 with a strong fourth quarter, highlighted by revenue growth of 4.7% and the successful completion of our IPO in October.” said Paul Thompson, KinderCare’s Chief Executive Officer. “The quarter capped a meaningful year for the business overall which saw us serving more families, working with more employers, and partnering with more schools to provide children with the exceptional education and care expected at a KinderCare operated site or center.”

Mr. Thompson continued, “Looking forward to 2025, we expect to continue driving growth through our flexible and broad portfolio of offerings. Childcare is a critical component of every family’s effort to balance work and life schedules, and we are proud to be one of the largest and most trusted providers to families across the country.”

Fourth Quarter 2024 Financial Results

Total revenue increased $29.0 million, or 4.7%, to $647.0 million for the fourth quarter of 2024 as compared to $618.0 million for the fourth quarter of 2023.

Revenue from early childhood education centers increased by $23.0 million, or 4.0%, for the fourth quarter of 2024 as compared to the fourth quarter of 2023, of which approximately 3% was from higher tuition rates and approximately 1% was attributable to increased enrollment.

Revenue from before- and after-school sites increased by $6.0 million, or 12.5%, for the fourth quarter of 2024 as compared to the fourth quarter of 2023 primarily due to opening new sites and increased enrollment.

Loss from operations was $89.3 million for the fourth quarter of 2024 compared to income from operations of $48.7 million for the fourth quarter of 2023. The $138.0 million change was primarily due to increased equity-based compensation expense of $122.9 million as a result of the modification to the 2015 Equity Incentive Plan (“PIUs Plan”) in conjunction with the IPO, which accelerated the vesting of outstanding profit interest units (“PIUs”), and $29.4 million lower cost reimbursements from COVID-19 Related Stimulus recognized in the fourth quarter of 2024, partially offset by increased total revenue as noted above. Net loss was $133.6 million for the fourth quarter of 2024 compared to $14.8 million net income for the fourth quarter of 2023. The $148.4 million change was driven by the impact to (loss) income from operations noted above and a $12.2 million net increase in interest expense primarily due to the October 2024 repayment of $608.0 million on the first lien term loan resulting in a $24.8 million loss on extinguishment which was partially offset by interest savings of $9.9 million due to a lower principal balance. Net loss per common share, diluted ⁽¹⁾ was $1.17 for the fourth quarter of 2024 compared to net income per common share, diluted ⁽¹⁾ of $0.16 for the fourth quarter of 2023.

For the fourth quarter of 2024, adjusted EBITDA ⁽²⁾ increased $3.1 million, or 4.9%, to $66.0 million, and adjusted net income ⁽²⁾ increased to $10.7 million from $0.1 million for the fourth quarter of 2023. Adjusted net income per common share, diluted ⁽¹⁾⁽²⁾ was $0.09 for the fourth quarter of 2024.

As of December 28, 2024, the Company operated 1,574 early childhood education centers and 1,025 before- and after-school sites.

Balance Sheet and Liquidity

As of December 28, 2024, the Company had $62.3 million of cash and cash equivalents and $184.2 million of available borrowing capacity under the revolving credit facility, after giving effect to the outstanding letters of credit of $55.8 million.

During the fiscal year ended December 28, 2024, we generated $115.8 million in cash provided by operating activities and made net investments totaling $147.2 million, which include $132.3 million in property and equipment and $10.9 million in acquisitions. Additionally, during the fiscal year ended December 28, 2024, we utilized $62.6 million in cash for financing activities.

2025 Outlook

Based upon current estimates, we expect revenue for the full fiscal year 2025 to be approximately $2.75 billion to $2.85 billion, adjusted EBITDA to be approximately $310 million to $325 million ⁽³⁾, and adjusted net income per common share, diluted to be approximately $0.75 to $0.85 ⁽³⁾. The fiscal year 2025 outlook includes a 53rd week, which will contribute $45 million to $50 million of revenue and $10 million to $12 million of adjusted EBITDA. Management will provide further detail on the 2025 financial outlook on the conference call.

Conference Call and Webcast

Management will host a conference call today at 5:00 pm ET to discuss the financial results for the fourth quarter and full fiscal year of 2024. The conference call will be webcast live via our investor relations website https://investors.kindercare.com. A replay of the webcast will be made available on our investor relations website shortly after the event concludes.

Interested parties may also access the conference call live over the phone by dialing 1-646-564-2877 (Toll-free) or 1-289-819-1520 (Toll) and referencing conference ID 11074. Participants are asked to dial in a few minutes prior to the call to register.

Footnote References

	(1)	On October 8, 2024, the Company effected a common stock conversion, in which Class A and Class B common stock were converted to common stock at a ratio of 8.375 to one. The outstanding shares and per share amounts have been adjusted to retrospectively reflect the conversion.
	(2)	Adjusted EBITDA, adjusted net income, and adjusted net income per common share are non-GAAP financial measures. Reconciliations of these non-GAAP financial measures to the comparable GAAP measures are included in the tables at the end of this press release.
	(3)	Future period non-GAAP outlook, including adjusted EBITDA and adjusted net income per common share, diluted, includes adjustments for items not indicative of our core operations, which may include, without limitation, items described in the below section titled “Use of Non-GAAP Financial Measures” and in the accompanying tables. Such adjustments may be affected by changes in ongoing assumptions and judgments, as well as nonrecurring, unusual, or unanticipated charges, expenses or gains, or other items that may not directly correlate to the underlying performance of our business operations. The exact amounts of these adjustments are not currently determinable but may be significant. It is therefore not practicable to provide the comparable GAAP measures or reconcile this non-GAAP outlook to the most comparable GAAP measures.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements in this press release and on the related teleconference that express a belief, expectation or intention, as well as those that are not historical fact, are forward-looking statements. These statements include, but are not limited to, statements about the Company’s expectations regarding, among other things, financial position; future financial outlook and performance; business plans and objectives; general economic and industry trends; operating results; and working capital and liquidity and other statements contained in this presentation that are not historical facts. When used in this press release and on the related teleconference, words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “seek,” “vision,” or “should,” or the negative thereof or other variations thereon or comparable terminology. They involve a number of risks and uncertainties that may cause actual events and results to differ materially from such forward-looking statements. These risks and uncertainties include, but are not limited to: our ability to address changes in the demand for child care and workplace solutions; our ability to adjust to shifts in workforce demographics, economic conditions, office environments and unemployment rates; our ability to hire and retain qualified teachers, management, employees, and maintain strong employee engagement; the impact of public health crises, such as the COVID-19 pandemic, on our business, financial condition and results of operations; our ability to address adverse publicity; changes in federal child care and education spending policies and budget priorities; our ability to acquire additional capital; our ability to successfully identify acquisition targets, acquire businesses and integrate acquired operations into our business; our reliance on our subsidiaries; our ability to protect our intellectual property rights; our ability to protect our information technology and that of our third-party service providers; our ability to manage the costs and liabilities of collecting, using, storing, disclosing, transferring and processing personal information; our ability to manage payment-related risks; our expectations regarding the effects of existing and developing laws and regulations, litigation and regulatory proceedings; our ability to maintain adequate insurance coverage; the fluctuation in our stock price; the occurrence of natural disasters, environmental contamination or other highly disruptive events; expenses associated with being a public company and other risks and uncertainties set forth under “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 28, 2024 and in its other filings with the SEC. KinderCare does not undertake to update any forward-looking statements made in this press release to reflect any change in management’s expectations or any change in the assumptions or circumstances on which such statements are based, except as otherwise required by law.

Use of Non-GAAP Financial Measures

This press release contains certain non-GAAP financial measures, including EBIT, EBITDA, adjusted EBITDA, adjusted net income, and adjusted net income per common share. Tables showing the reconciliation of these non-GAAP financial measures to the comparable GAAP measures are included at the end of this release. Management believes these non-GAAP financial measures are useful in evaluating the Company’s operating performance, and may be helpful to securities analysts, institutional investors and other interested parties in understanding the Company’s operating performance and prospects.

Investors are cautioned against placing undue reliance on non-GAAP financial measures and are urged to review and consider carefully the adjustments made by management to the most directly comparable GAAP financial measures, such as net (loss) income or net (loss) income per common share. Non-GAAP financial measures may have limited value as analytical tools because they may exclude certain expenses that some investors consider important in evaluating our operating performance or ongoing business performance. Further, non-GAAP financial measures may have limited value for purposes of drawing comparisons between companies because different companies may calculate similarly titled non-GAAP financial measures in different ways because non-GAAP measures are not based on any comprehensive set of accounting rules or principles.

About KinderCare Learning Companies™

A leading private provider of early childhood and school-age education and care, KinderCare builds confidence for life in children and families from all backgrounds. KinderCare supports hardworking families in 40 states and the District of Columbia with differentiated flexible child care solutions:

In neighborhoods, with KinderCare® Learning Centers that offer early learning programs for children six weeks to 12 years old;
Crème School®, which offers a premium early education experience using a variety of enrichment classrooms; and
In local schools, with Champions® before and after-school programs.

KinderCare partners with employers nationwide to address the child care needs of today’s dynamic workforce. We provide customized family care benefits for organizations, including care for young children on or near the site where their parents work, tuition benefits, and backup care where KinderCare programs are located. Headquartered in Lake Oswego, Oregon, KinderCare operates more than 2,500 early learning centers and sites.

KinderCare Learning Companies, Inc. Consolidated Balance Sheets *(In thousands, except share data)*

	December 28, 2024		December 30, 2023
Assets
Current assets:
Cash and cash equivalents	$	62,336	$	156,147
Accounts receivable, net		104,333		88,086
Prepaid expenses and other current assets		48,104		39,194
Total current assets		214,773		283,427
Property and equipment, net		418,524		395,745
Goodwill		1,119,714		1,110,591
Intangible assets, net		429,766		439,001
Operating lease right-of-use assets		1,373,064		1,351,863
Other assets		89,626		72,635
Total assets	$	3,645,467	$	3,653,262
Liabilities and Shareholder’s Equity
Current liabilities:
Accounts payable and accrued liabilities	$	152,660	$	154,463
Related party payables		119		—
Current portion of long-term debt		7,251		13,250
Operating lease liabilities—current		144,919		133,225
Deferred revenue		26,376		25,807
Other current liabilities		81,433		99,802
Total current liabilities		412,758		426,547
Long-term debt, net		918,719		1,236,974
Operating lease liabilities—long-term		1,315,587		1,301,656
Deferred income taxes, net		30,907		60,733
Other long-term liabilities		102,987		120,472
Total liabilities		2,780,958		3,146,382
Total shareholder’s equity		864,509		506,880
Total liabilities and shareholder’s equity	$	3,645,467	$	3,653,262

KinderCare Learning Companies, Inc. Consolidated Statements of Operations *(In thousands, except per share data)*

	Three Months Ended
	December 28, 2024				December 30, 2023
Revenue	$	646,956			$	617,996
Costs and expenses:
Cost of services (excluding depreciation and impairment)		513,695		79.4%		467,025		75.6%
Depreciation and amortization		30,213		4.7%		28,463		4.6%
Selling, general, and administrative expenses		188,915		29.2%		67,370		10.9%
Impairment losses		3,395		0.5%		6,479		1.0%
Total costs and expenses		736,218		113.8%		569,337		92.1%
(Loss) income from operations		(89,262	)	(13.8%)		48,659		7.9%
Interest expense		50,733		7.8%		38,528		6.2%
Interest income		(2,249	)	(0.3%)		(2,020	)	(0.3%)
Other expense, net		101		0.0%		332		0.1%
(Loss) income before income taxes		(137,847	)	(21.3%)		11,819		1.9%
Income tax benefit		(4,264	)	(0.7%)		(3,008	)	(0.5%)
Net (loss) income	$	(133,583	)	(20.6%)	$	14,827		2.4%
Net (loss) income per common share: ⁽¹⁾
Basic	$	(1.17	)		$	0.16
Diluted	$	(1.17	)		$	0.16
Weighted average number of common shares outstanding: ⁽¹⁾
Basic		114,136				90,366
Diluted		114,136				90,366

(1)

On October 8, 2024, the Company effected a common stock conversion, in which Class A and Class B common stock were converted to common stock at a ratio of 8.375 to one. The outstanding shares and per share amounts have been adjusted to retrospectively reflect the conversion.

KinderCare Learning Companies, Inc. Consolidated Statements of Operations *(In thousands, except per share data)*

	Fiscal Years Ended
	December 28, 2024				December 30, 2023
Revenue	$	2,663,035			$	2,510,182
Costs and expenses:
Cost of services (excluding depreciation and impairment)		2,032,513		76.3%		1,824,324		72.7%
Depreciation and amortization		117,606		4.4%		109,045		4.3%
Selling, general, and administrative expenses		423,063		15.9%		287,967		11.5%
Impairment losses		10,535		0.4%		13,560		0.5%
Total costs and expenses		2,583,717		97.0%		2,234,896		89.0%
Income from operations		79,318		3.0%		275,286		11.0%
Interest expense		170,539		6.4%		152,893		6.1%
Interest income		(7,369	)	(0.3%)		(6,139	)	(0.2%)
Other income, net		(5,620	)	(0.2%)		(1,393	)	(0.1%)
(Loss) income before income taxes		(78,232	)	(2.9%)		129,925		5.2%
Income tax expense		14,608		0.5%		27,367		1.1%
Net (loss) income	$	(92,840	)	(3.5%)	$	102,558		4.1%
Net (loss) income per common share: ⁽¹⁾
Basic	$	(0.96	)		$	1.13
Diluted	$	(0.96	)		$	1.13
Weighted average number of common shares outstanding: ⁽¹⁾
Basic		96,309				90,366
Diluted		96,309				90,389

(1)

KinderCare Learning Companies, Inc. Consolidated Statements of Cash Flows *(In thousands)*

	Fiscal Years Ended
	December 28, 2024			December 30, 2023
Operating activities:
Net (loss) income	$	(92,840	)	$	102,558
Adjustments to reconcile net (loss) income to cash provided by operating activities:
Depreciation and amortization		117,606			109,045
Impairment losses		10,535			13,560
Change in deferred taxes		(29,828	)		(17,414	)
Loss on extinguishment of long-term debt, net		25,652			3,957
Loss on extinguishment of indebtedness to related party		—			472
Amortization of debt issuance costs		6,830			8,482
Equity-based compensation		144,082			12,557
Realized and unrealized gains from investments held in deferred compensation asset trusts		(2,242	)		(3,010	)
(Gain) loss on disposal of property and equipment		(2,838	)		2,151
Changes in assets and liabilities, net of effects of acquisitions		(61,070	)		71,182
Cash provided by operating activities		115,887			303,540
Investing activities:
Purchases of property and equipment		(132,322	)		(129,045	)
Payments for acquisitions, net of cash acquired		(10,920	)		(10,244	)
Proceeds from the disposal of property and equipment		2,872			906
Investments in deferred compensation asset trusts		(8,701	)		(6,767	)
Proceeds from deferred compensation asset trust redemptions		1,833			1,573
Proceeds from sale and leaseback, net of transaction costs		—			25,917
Cash used in investing activities		(147,238	)		(117,660	)
Financing activities:
Proceeds from initial public offering, net of underwriting discounts		625,968			—
Payments of deferred offering costs		(9,587	)		—
Distribution to parent		(320,000	)		—
Proceeds from issuance of long-term debt		264,338			1,258,750
Repayment of long-term debt		(608,000	)		(1,310,881	)
Repayment of indebtedness to related party		—			(56,328	)
Principal payments of long-term debt		(11,890	)		(6,256	)
Payments of debt issuance costs		(1,184	)		(7,320	)
Repayments of promissory notes		(421	)		(951	)
Payments of financing lease obligations		(1,631	)		(1,734	)
Tax payments related to net settlement of restricted stock units		(224	)		—
Payments of contingent consideration for acquisitions		—			(10,217	)
Cash used in financing activities		(62,631	)		(134,937	)
Net change in cash, cash equivalents, and restricted cash		(93,982	)		50,943
Cash, cash equivalents, and restricted cash at beginning of period		156,412			105,469
Cash, cash equivalents, and restricted cash at end of period	$	62,430		$	156,412

KinderCare Learning Companies, Inc.

Consolidated Non-GAAP Measures

(In thousands, except per share data)

The following table shows EBIT, EBITDA, and adjusted EBITDA for the periods presented, and the reconciliation to its most comparable GAAP measure, net (loss) income, for the periods presented:

	Three Months Ended						Fiscal Years Ended
	December 28, 2024			December 30, 2023			December 28, 2024			December 30, 2023
Net (loss) income	$	(133,583	)	$	14,827		$	(92,840	)	$	102,558
Add back:
Interest expense		50,733			38,528			170,539			152,893
Interest income		(2,249	)		(2,020	)		(7,369	)		(6,139	)
Income tax (benefit) expense		(4,264	)		(3,008	)		14,608			27,367
EBIT	$	(89,363	)	$	48,327		$	84,938		$	276,679
Add back:
Depreciation and amortization		30,213			28,463			117,606			109,045
EBITDA	$	(59,150	)	$	76,790		$	202,544		$	385,724
Add back:
Impairment losses ⁽¹⁾		3,395			6,479			10,535			13,560
Equity-based compensation ⁽²⁾		123,066			986			122,972			1,821
Management and advisory fee expenses ⁽³⁾		119			1,217			3,767			4,865
Acquisition related costs ⁽⁴⁾		—			3			16			1,182
Non-recurring distribution and bonus expense ⁽⁵⁾		—			—			19,287			—
COVID-19 Related Stimulus, net ⁽⁶⁾		(4,049	)		(23,785	)		(69,732	)		(150,642	)
Other costs ⁽⁷⁾		2,595			1,213			8,734			9,872
Adjusted EBITDA	$	65,976		$	62,903		$	298,123		$	266,382

The following table shows adjusted net income and adjusted net income per common share for the periods presented and the reconciliation to the most comparable GAAP measure, net (loss) income and net (loss) income per common share, respectively, for the periods presented:

	Three Months Ended						Fiscal Years Ended
	December 28, 2024			December 30, 2023			December 28, 2024			December 30, 2023
Net (loss) income	$	(133,583	)	$	14,827		$	(92,840	)	$	102,558
Income tax (benefit) expense		(4,264	)		(3,008	)		14,608			27,367
Net (loss) income before income tax:	$	(137,847	)	$	11,819		$	(78,232	)	$	129,925
Add back:
Amortization of intangible assets		2,382			2,198			9,234			9,329
Impairment losses ⁽¹⁾		3,395			6,479			10,535			13,560
Equity-based compensation ⁽²⁾		123,066			986			122,972			1,821
Management and advisory fee expenses ⁽³⁾		119			1,217			3,767			4,865
Acquisition related costs ⁽⁴⁾		—			3			16			1,182
Non-recurring distribution and bonus expense ⁽⁵⁾		—			—			19,287			—
COVID-19 Related Stimulus, net ⁽⁶⁾		(4,049	)		(23,785	)		(69,732	)		(150,642	)
Loss on extinguishment of long-term debt, net ⁽⁸⁾		24,757			—			25,652			4,429
Other costs ⁽⁷⁾		2,595			1,213			8,734			9,872
Adjusted income before income tax		14,418			130			52,233			24,341
Adjusted income tax expense ⁽⁹⁾		3,721			34			13,481			6,282
Adjusted net income	$	10,697		$	96		$	38,752		$	18,059
Net (loss) income per common share: ⁽¹⁰⁾
Basic	$	(1.17	)	$	0.16		$	(0.96	)	$	1.13
Diluted	$	(1.17	)	$	0.16		$	(0.96	)	$	1.13
Adjusted net income per common share:⁽¹⁰⁾
Basic	$	0.09		$	0.00		$	0.40		$	0.20
Diluted	$	0.09		$	0.00		$	0.40		$	0.20
Weighted average number of common shares outstanding: ⁽¹⁰⁾
Basic		114,136			90,366			96,309			90,366
Diluted		114,136			90,366			96,309			90,389

Explanation of add backs:

(1)	Represents impairment charges for long-lived assets as a result of center closures and reduced operating performance at certain centers due to the impact of changing demographics in certain locations in which we operate and current macroeconomic conditions on our overall operations.
(2)	Represents non-cash equity-based compensation expense in accordance with Accounting Standards Codification 718, Compensation: Stock Compensation. During the three months and fiscal year ended December 28, 2024, equity-based compensation includes $113.1 million in expense recognized related to the one-time October 2024 modification to the PIUs Plan. During the three months and fiscal year ended December 28, 2024, equity-based compensation excludes $14.3 million in expense included within “Non-recurring distribution and bonus expense” as described in explanation (5) below.
(3)	Represents amounts incurred for management and advisory fees with related parties in connection with a management services agreement with Partners Group (USA), Inc., a related party of the Company, which was terminated upon completion of our IPO.
(4)	Represents costs incurred in connection with planned and completed acquisitions, including due diligence, transaction, integration, and severance related costs. During the periods presented, these costs were incurred related to the acquisition of Crème School.
(5)	During March 2024, we recognized a $14.3 million one-time expense related to an advance distribution to Class B PIU recipients, including employees, officers, managers, directors, and other providers of services to KC Parent, LP and its subsidiaries (collectively, “PIU Recipients”), with outstanding PIUs. In connection with this distribution, we recognized a $5.0 million one-time bonus expense for restricted stock units (“RSUs”) and stock options to certain service providers, which are defined as employees, consultants, or directors (collectively, “Participants”), to account for the change in value associated with the March 2024 distribution to PIU Recipients. We do not routinely make distributions to PIU Recipients in advance of a liquidity event or pay bonuses to RSU or stock option Participants outside of normal vesting and we do not expect to do so in the future.
(6)	Includes expense reimbursements and revenue arising from the COVID-19 pandemic, net of pass-through expenses incurred as a result of certain grant requirements. We recognized $7.4 million and $36.7 million during the three months ended December 28, 2024 and December 30, 2023, and $63.3 million and $181.9 million during the fiscal years ended December 28, 2024 and December 30, 2023, respectively, in funding for reimbursement of center operating expenses in cost of services (excluding depreciation and impairment), as well as $0.1 million during the three months ended December 28, 2024, and $0.4 million and $3.0 million during the fiscal years ended December 28, 2024 and December 30, 2023, respectively, in revenue arising from COVID-19 Related Stimulus. No revenue arising from COVID-19 Related Stimulus was recognized during the three months ended December 30, 2023. Additionally, during the fiscal year ended December 28, 2024, we recognized $23.4 million of ERC offsetting cost of services (excluding depreciation and impairment) as well as $2.6 million in professional fees in selling, general, and administrative expenses as a result of calculating and filing for ERC. COVID-19 Related Stimulus is net of pass-through expenses incurred as stipulated within certain grants of $3.4 million and $12.9 million during the three months ended December 28, 2024 and December 30, 2023, and $14.8 million and $34.3 million during the fiscal years ended December 28, 2024 and December 30, 2023, respectively.
(7)	Includes certain professional fees incurred for both contemplated and completed debt and equity transactions, as well as costs expensed in connection with prior contemplated offerings. For the three months ended December 28, 2024, other costs include $1.8 million in costs related to our IPO as well as $0.8 million in costs associated with debt modifications subsequent to our IPO. For the three months ended December 30, 2023, other costs include a $2.9 million loss on a sale and leaseback transaction as well as credit for expenses incurred related to a prior contemplated offering. For the fiscal year ended December 28, 2024, other costs include $3.6 million in transaction costs associated with our incremental first lien term loan, repricing amendments of our senior secured credit facilities, and debt modifications subsequent to our IPO, as well as $2.5 million in costs related to our IPO. For the fiscal year ended December 30, 2023, other costs include $6.3 million in transaction costs associated with our June 2023 refinancing and a $2.9 million loss on a sale and leaseback transaction. These costs represent items management believes are not indicative of core operating performance.
(8)	Includes the unamortized original issue discount and deferred financing costs that were written off in connection with certain lenders that had reduced principal holdings or did not participate in the loan syndication as a result of certain amendments to our senior secured credit facilities. For both the three months and fiscal year ended December 28, 2024, the loss on extinguishment of long-term debt is primarily the result of the October 2024 repayment of $608.0 million on the first lien term loan. There was no loss on extinguishment of long-term debt during the three months ended December 30, 2023. For the fiscal year ended December 30, 2023, the loss on extinguishment of long-term debt is primarily the result of the June 2023 refinancing. Loss on extinguishment of long-term debt, net is not considered by management to be indicative of core operating performance.
(9)	Includes the tax effect of the non-GAAP adjustments, calculated using the appropriate federal and state statutory tax rate and the applicable tax treatment for each adjustment. The non-GAAP tax rate was 25.8% for both the three months and fiscal years ended December 28, 2024 and December 30, 2023. Our statutory rate is re-evaluated at least annually.
(10)	The outstanding shares and per share amounts have been retrospectively adjusted to reflect the common stock conversion, in which the Company converted Class A and Class B common stock to common stock at a ratio of 8.375 to one, effective October 8, 2024.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250320019070/en/

Investors

Sloan Bohlen, Solebury Strategic Communications

[email protected]

Media

Stephanie Knight, Solebury Strategic Communications

[email protected]

KEYWORDS: United States North America Oregon

INDUSTRY KEYWORDS: Primary/Secondary Preschool Family Education Consumer Parenting Children

MEDIA:

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March 20, 2025 4:14 pm

Palomar Holdings, Inc. Announces Agreement to Acquire Advanced AgProtection

LA JOLLA, Calif., March 20, 2025 (GLOBE NEWSWIRE) — Palomar Holdings, Inc. (NASDAQ:PLMR) (“Palomar” or the “Company”) today announced that it has entered into a definitive agreement to acquire Advanced AgProtection (“AAP”).

Advanced AgProtection is a Texas-headquartered specialized Crop Managing General Agent. The AAP team is comprised of industry veterans with longstanding relationships and a proven track record in the Crop insurance sector. Palomar made a strategic investment in AAP in 2023 at the launch of the partnership between the two companies. The deal is expected to close during the second quarter of this year.

Jon Christianson, President of Palomar, stated, “Building on our successful collaboration with Advanced AgProtection over the last two years, this acquisition marks a natural progression for Palomar and our Crop franchise. AAP’s platform will provide the infrastructure for continued growth as Palomar establishes itself as a preferred and emerging leader in the Crop marketplace. Our teams are energized by the opportunities this combination brings. We are thrilled to welcome the AAP team to Palomar.”

About Palomar Holdings, Inc.

Palomar Holdings, Inc. is the holding company of subsidiaries Palomar Specialty Insurance Company (“PSIC”), Palomar Specialty Reinsurance Company Bermuda Ltd. (“PSRE”), Palomar Insurance Agency, Inc. (“PIA”), Palomar Excess and Surplus Insurance Company (“PESIC”), Palomar Underwriters Exchange Organization, Inc (“PUEO”), Palomar Crop Insurance Services, Inc, and First Indemnity of America Insurance Company (acquired 1/1/2025). Palomar’s consolidated results also include Laulima Reciprocal Exchange, a variable interest entity for which the Company is the primary beneficiary. Palomar is an innovative specialty insurer serving residential and commercial clients in five product categories: Earthquake, Inland Marine and Other Property, Casualty, Fronting, and Crop. Palomar’s insurance subsidiaries, Palomar Specialty Insurance Company, Palomar Specialty Reinsurance Company Bermuda Ltd., and Palomar Excess and Surplus Insurance Company, have a financial strength rating of “A” (Excellent) from A.M. Best.

To learn more, visit PLMR.com.

Follow Palomar on LinkedIn: @PLMRInsurance

Safe Harbor Statement

Palomar cautions you that statements contained in this press release may regard matters that are not historical facts but are forward-looking statements. These statements are based on the company’s current beliefs and expectations. The inclusion of forward-looking statements should not be regarded as a representation by Palomar that any of its plans will be achieved. Actual results may differ from those set forth in this press release due to the risks and uncertainties inherent in the Company’s business. The forward-looking statements are typically, but not always, identified through use of the words “believe,” “expect,” “enable,” “may,” “will,” “could,” “intends,” “estimate,” “anticipate,” “plan,” “predict,” “probable,” “potential,” “possible,” “should,” “continue,” and other words of similar meaning. Actual results could differ materially from the expectations contained in forward-looking statements as a result of several factors, including unexpected expenditures and costs, unexpected results or delays in development and regulatory review, regulatory approval requirements, the frequency and severity of adverse events and competitive conditions. These and other factors that may result in differences are discussed in greater detail in the Company’s filings with the Securities and Exchange Commission. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and the Company undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement, which is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

Contact

Media Inquiries
Lindsay Conner
1-551-206-6217
[email protected]

Investor Relations
Jamie Lillis
1-203-428-3223
[email protected]

Source: Palomar Holdings, Inc.

March 20, 2025 4:14 pm

SiriusXM Announces Appointment of Anjali Sud to Board of Directors

PR Newswire

Vice Chairman James E. Meyer to Step Down from Board

NEW YORK
, March 20, 2025 /PRNewswire/ — Sirius XM Holdings Inc. (NASDAQ: SIRI) today announced the appointment of a new independent director, Anjali Sud, to the company’s Board of Directors.

Sud is an accomplished executive at the intersection of media, technology, and entertainment. She currently serves as Chief Executive Officer for Tubi (www.tubi.tv), Fox Corporation’s (NASDAQ: FOXA, FOX) free ad-supported streaming service. Prior to joining Tubi, Sud served as Chief Executive Officer of Vimeo, a global online video platform, during which time she took the company public.

“Anjali has an incredible track record on the cutting edge of media and technology, and has a deep understanding for what it takes to succeed today. She will be an asset to the Board and to the company as a whole as we look to maintain our strong standing and to position ourselves for future growth,” said Jennifer Witz, Chief Executive Officer of SiriusXM. “Adding Anjali’s perspective and experience serves to further strengthen our Board, and I look forward to working with her.”

Sud said, “As a fan of SiriusXM and a big believer in the power of audio and delivering entertainment to audiences where they want it, I am looking forward to working with Jennifer, the Board, and the entire management team as the company looks to leverage its strengths and focus its efforts in this next chapter of the business. SiriusXM has played an important role in shaping the audio landscape, and I’m excited to bring my insights to the Board as SiriusXM positions itself to continue to deliver long-term financial success.”

Vice Chairman James E. Meyer also resigned from the Board. Meyer first joined SiriusXM in 2004 and served as Chief Executive Officer from December 2012 through December 2020.

“It’s been an honor to serve on SiriusXM’s Board, and to continue to watch the company evolve under Jennifer’s leadership,” said Meyer. “I am extremely proud of all that SiriusXM has accomplished since I first arrived over two decades ago, of the unparalleled audio entertainment the company delivers to listeners across North America and the value it brings to its stockholders. While I believe now is the right time to complete my Board service, I remain a passionate supporter – and subscriber – of SiriusXM, and I am confident that Jennifer, Greg Maffei, and the entire Board will ensure the company continues to thrive.”

Witz added, “It has been a privilege to work with Jim for all these years, and having his guidance on the Board has been invaluable to the company. On behalf of the company, the Board and all of our employees, we thank Jim for all his contributions and commitment to SiriusXM and wish him all the best.”

About Anjali Sud

Anjali Sud is CEO of Tubi, the most watched free TV and movie streaming service in the U.S., where under her leadership the company has scaled to over 97 million monthly active viewers, expanded globally and solidified its position as a major entertainment destination. Prior to Tubi, Anjali served as CEO of Vimeo, the global online video platform. During her tenure she took the company public and established Vimeo as the home for video creators and professionals worldwide, building a community of over 300 million users. Before that, she held various positions in e-commerce, finance and media at Amazon and Time Warner.

Anjali has been included in Fortune’s 40 under 40, Crain’s 40 under 40, Adweek’s Power List and The Hollywood Reporter’s Next Gen Under 35. She is a designated Young Global Leader of the World Economic Forum and serves on the Board of Directors of Dolby Laboratories and Change.org. She is currently a Henry Crown Fellow at the Aspen Institute. Anjali grew up in Flint, Michigan, and lives in New York City with her husband and two young sons.

About Sirius XM Holdings Inc.

SiriusXM is the leading audio entertainment company in North America with a portfolio of audio businesses including its flagship subscription entertainment service SiriusXM; the ad-supported and premium music streaming services of Pandora; an expansive podcast network; and a suite of business and advertising solutions. Reaching a combined monthly audience of approximately 160 million listeners, SiriusXM offers a broad range of content for listeners everywhere they tune in with a diverse mix of live, on-demand, and curated programming across music, talk, news, and sports. For more about SiriusXM, please go to: www.siriusxm.com.

Investor Contacts:
Hooper Stevens
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Natalie Candela

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Media Contact:

Maggie Mitchell

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SOURCE Sirius XM Holdings Inc.