Market Newsdesk

May 5, 2025 5:17 pm

Celanese Announces Engineered Materials Price Increases

Celanese Announces Engineered Materials Price Increases

DALLAS–(BUSINESS WIRE)–
Celanese Corporation (NYSE: CE), a global specialty materials and chemical company, will increase prices for a range of products and wishes to provide our customers context for our decision and appropriate notice for planning purposes. Given the dynamic conditions of global trade, Celanese is uniquely positioned to actively manage our global and regional operations to support our valued customers around the world with enhanced supply continuity. These price increases are associated with, among others, heightened costs of product movement and inventory repositioning, plant operational expenses, changing trade regulations, and raw materials. The price increases will be effective on June 1, 2025, or as contracts otherwise allow. Additionally, individual grades may be subject to higher increases than specified below.

	Brand / Material Type	Price Increase
Base Resin	Brand / Material Type	ASIA $ / kg	AMERICAS $ / kg	EMEA € / kg
LCP/ PCT	Vectra®, Zenite® and Thermx®	0.25	0.25	0.22
PPS	Fortron®	0.40	0.40	0.35
LCPA	Zytel®	—	0.65	0.57
HTN	Selar® Zytel HTN®	1.00	0.40	0.35
PA 6, 66	Zytel®, Frianyl®, Celanyl® and Minlon® PA6 and PA66 compounded products	0.10	0.15	0.09
PA 6, 66	Zytel® PA66 polymers	0.25	0.25	0.22
TPV	Santoprene®	0.20	0.20	0.18
TPV	Santoprene® halogenated FR products	1.25	1.25	1.10
TPC	Hytrel®, Neolast® and Bexloy®	0.40	0.30	0.10
PP/PA/PBT etc.	Celstran®	—	0.22	—
PP/PA/PBT etc.	Celstran® US imports / specialties			0.20
POM	Hostaform® and Celcon®	0.10	0.10	—
UHMW-PE	GUR®	0.10	—	—

About Celanese

Celanese is a global leader in chemistry, producing specialty material solutions used across most major industries and consumer applications. Our businesses use our chemistry, technology and commercial expertise to create value for our customers, employees and shareholders. We support sustainability by responsibly managing the materials we create and growing our portfolio of sustainable products to meet customer and societal demand. We strive to make a positive impact in our communities and to foster inclusivity across our teams. Celanese employs more than 11,000 employees worldwide with 2024 net sales of $10.3 billion.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250505500492/en/

Investor Relations

Bill Cunningham

+1 972 443 4730

[email protected]

Media Relations – Global

Jamaison Schuler

+1 972 443 4400

[email protected]

Media Relations Europe (Germany)

Petra Czugler

+49 69 45009 1206

[email protected]

KEYWORDS: United States North America Texas

INDUSTRY KEYWORDS: Chemicals/Plastics Manufacturing

MEDIA:

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May 5, 2025 5:14 pm

Napco Stock Plunges 26.62%, Class Action Lawsuit Announced By Wolf Haldenstein

PLEASE CLICK HERE TO SUBMIT YOUR CONTACT INFORMATION

NEW YORK, May 05, 2025 (GLOBE NEWSWIRE) — Wolf Haldenstein Adler Freeman & Herz LLP (“Wolf Haldenstein”) announces the filing of a class action lawsuit against Napco Security Technologies, Inc. (NASDAQ: NSSC). This action is on behalf of investors who purchased Napco securities between February 5, 2024, and February 3, 2025, inclusive (“Class Period”). The lawsuit alleges that Napco made misleading statements about its financial performance, leading to a significant drop in the company’s stock price.

Investors who suffered financial losses due to this alleged misrepresentation should act quickly. The deadline to file a lead plaintiff motion is June 24, 2025. Those who believe they are eligible should contact Wolf Haldenstein immediately to learn more about their rights and how to participate in this class action.

This legal action follows Napco’s February 3, 2025, announcement of its second-quarter 2025 financial results. The company reported a substantial decrease in hardware sales, primarily attributed to reduced sales from two major distributors. This downturn prompted Napco to retract its long-term EBITDA margin target of 45%. The subsequent market reaction was dramatic, with Napco’s stock price plummeting $9.77 per share, representing a 26.62% decrease.

The lawsuit contends that Napco’s statements during the Class Period were materially false and misleading, failing to disclose the true extent of the issues impacting its sales and financial outlook. This alleged deception is believed to have artificially inflated the price of Napco securities, causing significant losses for investors.

Key details of the case include:

Class Period: February 5, 2024, to February 3, 2025.
Stock Symbol: NASDAQ: NSSC
Stock Price Drop: $9.77 per share (26.62%) on February 3, 2025.
Lead Plaintiff Motion Deadline: June 24, 2025.

If you purchased Napco securities during the Class Period and incurred losses, you may be entitled to compensation. Contact Wolf Haldenstein at [email protected] or (800) 575-0735 to learn more about your legal options. Don’t delay; the deadline of June 24, 2025 to file a lead plaintiff motion is fast approaching.

The spokesperson for Wolf Haldenstein stated, “The filed complaint alleges that defendants made false statements and/or concealed that Napco maintained deficient accounting review policies related to the reporting and disclosure of certain non-routine, unusual, or complex transactions.” The law firm brings this vital issue to the forefront, seeking justice for the affected investors.

With their legacy stretching back to 1888, Wolf Haldenstein continues to stand firm in their quest for justice for those who have suffered financial setback because of these misrepresented statements.

Wolf Haldenstein is committed to ensuring that those who have suffered financial losses due to misrepresentation have their rightful place in court.

Contact:

Wolf Haldenstein Adler Freeman & Herz LLP
Gregory Stone, Director of Case and Financial Analysis
Email: [email protected]
Tel: (800) 575-0735 or (212) 545-4774

This press release may be considered Attorney Advertising in some jurisdictions under the applicable law and ethical rules.

May 5, 2025 5:14 pm

Cheetah Net Supply Chain Service Inc. Announces First Quarter 2025 Results and Provides Corporate Update

IRVINE, May 05, 2025 (GLOBE NEWSWIRE) — Cheetah Net Supply Chain Service Inc. (“Cheetah” or the “Company”) (Nasdaq CM: CTNT), a provider of logistics and warehousing services, today reported results for the quarter ended March 31, 2025 and provided a corporate update.

Recent Highlights

Continuous challenging market conditions in the People’s Republic of China (the “PRC”) have resulted in an industry-wide slowdown of parallel-import vehicle sales, including price and volume drops in the luxury car models and the Company’s margin was significantly compressed or eliminated. The Company experienced significantly dropped sales volume in the parallel-import vehicle segment during the year ended December 31, 2024. On March 5, 2025, Company’s board of directors (the “Board”) approved the discontinuation of its parallel-import vehicle business.

Tony Liu, Cheetah’s Chairman and CEO commented, “Our financial performance during the first quarter of 2025 reflected the consequences of our business strategic shift to logistics and warehousing under the significant challenging market conditions, such as the U.S. tariff policies on international trade and the increasing trade tensions between the U.S. and the PRC. By focusing on improving operational efficiencies and expanding service offerings, our newly acquired subsidiary, TW & EW Services Inc (“TWEW”), had higher revenues than the earlier acquired subsidiary, Edward Transit Express Group Inc. (“Edward”), reflecting our business transformation and strategic shift underway. Management will continue to take initiatives to seek out new business opportunities. We estimate it will take longer than expected to generate ideal profits but have confidence that we are positioning the Company for substantial future growth in this business.”

First Quarter 2025 Financial Results

Continuing operations- logistics and warehousing business

For the three months ended March 31, 2025, the Company reported revenue of $479,799 from the logistics and warehousing services segment, including $62,515, or 13.0%, of its total revenue from Edward and $417,284, or 87.0%, of its total revenue from TWEW.

Revenue from Edward decreased by 18.6%, primarily due to the decreased international trade flow resulting from the trade tensions between China and the U.S.

The Company also reported cost of revenue of $423,543 for the three months ended March 31, 2025, mainly consisted of the labor costs for TWEW and ocean freight service costs for Edward. The Company reported a gross profit of $56,256 for the three months ended March 31, 2025.

General and administrative expenses for the Company’s continuing operations increased by $0.2 million, or 30.3%, to $1.0 million for the three months ended March 31, 2025 from $0.8 million for the three months ended March 31, 2024, primarily due to (i) an increase of $0.1 million in personnel-related expenses, which was attributed to the hiring of additional staff to support the newly launched logistics and warehousing segment, (ii) an increase of $0.1 million in rental and leases following the acquisition of Edward and a new office workspace in California in July 2024, (iii) an increase of $22,547 in travel and entertainment expenses as part of business development efforts and client engagement, (iv) an increase of $27,067 in depreciation and amortization expenses, primarily due to the acquisition of new fixed assets and recorded intangible assets from the Edward and TWEW acquisitions, (v) an increase of 14,716 in other miscellaneous general and administration expenses during the three months ended March 31, 2025, partially offset by a decrease of $51,911 in legal and accounting fees due to additional professional fees for preparing a registration statement on Form S-1 during the first quarter of 2024. a decrease of $19,237 in insurance expenses resulting from a change in the Company’s insurance provider.

Share-based compensation expenses were $16,185 and nil for the three months ended March 31, 2025 and 2024, respectively.

Interest income from continuing operations was $208,090 for the three months ended March 31, 2025, compared to $28,930 for the three months ended March 31, 2024, representing an increase of $179,160, or 619.3%. The significant increase was primarily driven by interest earned on short-term loan receivables and certificates of deposit, funded by the net proceeds from the Company’s initial public offering and its public offerings closed in May and July 2024.

The Company had a net loss of $753,909 from our continuing operations for the three months ended March 31, 2025, compared to net loss of $608,930 for the same period of 2024.

Discontinued Operations- parallel-import vehicle business

During the three months ended March 31, 2024, the Company generated revenue of $1.4 million from the parallel-vehicle business. Only 13 units of vehicles were sold following the significant downturn of parallel-import vehicle business as stated under “Recent Highlights.”

The Company also reported cost of revenue of $1.4 million, mainly the fulfillment expenses and a gross loss of $9,283 of the discontinued business for the three months ended March 31, 2024.

Selling Expenses and interest expenses for the discontinued parallel-import vehicle business was $78,840 and 54,459, respectively, for the three months ended March 31, 2024.

Net loss for the discontinued operations was approximately $142,582 for the three months ended March 31, 2024.

As a result of the above factors, the Company reported an overall net loss of $753,909 for the first quarter of 2025, as compared to net income of $608,930 in the same period of 2024.

Liquidity and Cash Flow

As of March 31, 2025, the Company had current assets of $10.2 million, consisting of cash and cash equivalents of $0.3 million, $9.1 million in loan receivables, $0.5 million of other receivables, $0.1 million of accounts receivable, and $0.2 million in prepaid expenses other current assets from continuing operations. The Company’s current liabilities, all of which related to continuing operations, totaled approximately $0.9 million, consisting of $0.5 million of operating lease liabilities, $0.3 million of other payables, and $0.1 million of loan payable, including the current portion of long-term borrowings.

During the three months ended March 31, 2025, the Company reported net cash flow of $1.8 million provided by operating activities, $3.0 million provided by investing activities, and $68,539 used in financing activities.

As of March 31, 2025, the Company had total stockholders’ equity of $11.9 million, compared to $12.6 million as of December 31, 2024.

The Company is working to further improve its liquidity and capital sources primarily by generating cash from operations, debt financing, and, if needed, financial support from its principal stockholders. If necessary to fully implement its business plan and sustain continued growth, the Company may seek additional equity financing from outside investors. Based on the current operating plan, management believes that the aforementioned measures collectively will provide sufficient liquidity to meet the Company’s future liquidity and capital requirements for at least 12 months from the issuance date of its consolidated financial statements.

Forward-Looking Statements

This press release contains certain forward-looking statements, including statements that are predictive in nature. Forward-looking statements are based on the Company’s current expectations and assumptions. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. These statements may be identified by the use of forward-looking expressions, including, but not limited to, “anticipate,” “believe,” “continue,” “estimate,” “expect,” “future,” “intend,” “may,” “outlook,” “plan,” “potential,” “predict,” “project,” “should,” “will,” “would,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters, but the absence of these words does not mean that a statement is not forward-looking. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in the Company’s filings with the U.S. Securities and Exchange Commission, including its annual report on Form 10-K under the caption “Risk Factors.”

For more information, please contact:

Cheetah Net Supply Chain Service Inc.

Investor Relations
(949)4187804
[email protected]

CHEETAH NET SUPPLY CHAIN SERVICE INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET DATA
	March 31,			December 31,
	2025			2024*
		(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	324,142		$	1,650,962
Accounts receivable		59,059			47,976
Loan receivable		9,114,695			6,088,295
Other receivable		500,862			370,696
Prepaid expenses and other current assets		247,188			338,642
Current assets of discontinued operations		—			2,540,501
TOTAL CURRENT ASSETS		10,245,946			11,037,072
NONCURRENT ASSETS:
Property, plant, and equipment, net		388,513			398,395
Operating lease right-of-use assets		1,693,790			1,836,521
Deferred tax assets, net		600			—
Intangibles, net		1,035,000			1,063,072
Goodwill		1,044,394			1,044,394
Other non-current asset		100,000			—
TOTAL ASSETS	$	14,508,243		$	15,379,454

LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable	$	33,010		$	18,992
Current portion of long-term debt		35,013			34,577
Loan payable from premium finance		60,871			120,461
Tax payable		5,200			—
Operating lease liabilities, current		524,140			438,351
Accrued liabilities and other current liabilities		257,388			217,980
Current liabilities of discontinued operations		—			52,900
TOTAL CURRENT LIABILITIES		915,622			883,261
NONCURRENT LIABILITIES:
Long-term debt, net of current portion		600,634			610,020
Operating lease liabilities, net of current portion		1,112,039			1,268,501
TOTAL LIABILITIES	$	2,628,295		$	2,761,782

STOCKHOLDERS’ EQUITY
Common stock, $0.0001 par value, 1,000,000,000 shares authorized; 3,218,886 and 1,119,750 shares issued and outstanding, including*:
Class A common stock, $0.0001 par value, 891,750,000 shares authorized, 2,672,011 and 604,125 shares issued and outstanding		267			267
Class B common stock, $0.0001 par value, 108,250,000 shares authorized, 546,875 and 515,625 shares issued and outstanding		55			55
Additional paid-in capital		17,314,146			17,297,961
Accumulated deficit		(5,434,520	)		(4,680,611	)
TOTAL STOCKHOLDERS’ EQUITY		11,879,948			12,617,672

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	14,508,243		$	15,379,454

* Retrospectively adjusted for the reverse split of the Company’s common stock at a ratio of 1-for-16, which took effect on October 21, 2024 (the “Reverse Stock Split”).

CHEETAH NET SUPPLY CHAIN SERVICE INC. UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
	For the Three Months Ended March 31,
	2025				2024**
				(Unaudited)
REVENUE	$	479,799			$	76,834

COST OF REVENUE		423,543				42,500

GROSS PROFIT		56,256				34,334

OPERATING EXPENSES
General and administrative expenses		1,000,519				767,642
Share-based compensation expenses		16,185				—
TOTAL OPERATING EXPENSES		1,016,704				767,642

LOSS FROM OPERATIONS		(960,448	)			(733,308	)

OTHER INCOME (EXPENSES)
Interest income		208,090				28,930
Interest expenses		(8,812	)			(8,305	)
Other income		12,616				621
OTHER INCOME, NET		211,894				21,246

LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES		(748,554	)			(712,062	)

Income tax provision (benefits)		5,355				(245,714	)

LOSS FROM CONTINUING OPERATIONS		(753,909	)			(466,348	)

LOSS FROM DISCONTINUED OPERATIONS, NET OF TAX**		—				(142,582	)

NET LOSS	$	(753,909	)		$	(608,930	)

Loss from continuing operations per ordinary share – basic and diluted*	$	(0.23	)		$	(0.40	)
Loss from discontinued operations per ordinary share – basic and diluted*	$	0.00			$	(0.12	)
Loss per share – basic and diluted*	$	(0.23	)		$	(0.52	)
Weighted average shares – basic and diluted*		3,218,886				1,171,307

* Retrospectively adjusted for the Reverse Stock Split.

** Reclassification- certain reclassifications have been made to the financial statements for the period ended March 31, 2024, to conform to the presentation for the discontinued operations, with no effect on previously reported net income (loss).

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
	Common Stock*

	Class A			Class B			Additional							Total
	Common			Common			paid-in		Subscription		Accumulated			Stockholders’
	stock	Amount		stock	Amount		capital		Receivable		Deficit			Equity
Balance, December 31, 2024	2,672,011	$	267	546,875	$	55	$	17,297,961	$	—	$	(4,680,611	)	$	12,617,672

Share-based compensation expenses	—		—	—		—		16,185		—		—			16,185
Net loss from continuing operations for the year	—		—	—		—		—		—		(753,909	)		(753,909	)

Balance, March 31, 2025	2,672,011	$	267	546,875	$	55	$	17,314,146	$	—	$	(5,434,520	)	$	11,879,948


	Common Stock*
	Class A			Class B			Additional						Retained Earnings			Total
	Common			Common			paid-in			Subscription						Stockholders’
	stock	Amount		stock	Amount		capital			Receivable			(Accumulated Deficit)			Equity
Balance, December 31, 2023	604,125	$	60	515,625	$	52	$	6,996,275		$	(600,000	)	$	508,241		$	6,904,628

Termination of equity classified warrant	—		—	—		—		(78,125	)		—			—			(78,125	)
Issuance of common stock for acquisition	79,521		8	—		—		899,992			—			—			900,000
Net loss from continuing operations for the year	—		—	—		—		—			—			(466,348	)		(466,348	)
Net loss from discontinued operations for the year														(142,582	)		(142,582	)

Balance, March 31, 2024	683,646	$	68	515,625	$	52	$	7,818,142		$	(600,000	)	$	(100,689	)	$	7,117,573

CHEETAH NET SUPPLY CHAIN SERVICE INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
	For the Three Months Ended
	March 31,
		2025				2024
				(Unaudited)
Cash flows from operating activities:
Net Loss	$	(753,909	)		$	(608,930	)
Less: Loss from discontinued operations, net of tax		—				(142,582	)
Loss from continuing operations		(753,909	)			(466,348	)
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation		9,882				2,171
Amortization of operating lease right-of-use assets		79,730				38,560
Amortization of Intangible Assets		28,071				8,714
Share-based compensation expenses		16,185				—
Deferred income tax benefits		—				(247,343	)
Changes in operating assets and liabilities:
Accounts receivable		(11,083	)			11,890
Other receivables		(230,166	)			(672,295	)
Prepaid expenses and other current assets		90,856				(35,785	)
Other payables and other current liabilities		5,734				41,152
Operating lease liabilities		(7,674	)			(8,475	)
Cash used in operating activities-continuing operations		(772,374	)			(1,470,341	)
Cash provided by operating activities-discontinued operations *		2,540,500				3,166,058
Net cash provided by operating activities		1,768,126				1,695,717

Cash flows from investing activities:
Acquisition of business, net of cash acquired		—				(220,117	)
Loans made to third parties		(3,075,400	)			—
Loans repayment received from third parties		49,000				172,500
Cash used in investing activities-continuing operations		(3,026,400	)			(47,617	)
Net cash used in investing activities		(3,026,400	)			(47,617	)

Cash flows from financing activities:
Cash paid for warrant termination		—				(78,125	)
Repayments of premium finance		(59,590	)			(73,713	)
Repayments of long-term borrowings		(8,949	)			(8,068	)
Borrowing from a related party		—				(13,423	)
Cash provided by financing activities-continuing operations		(68,539	)			(173,329	)
Cash used in financing activities-discontinued operations*		—				(1,004,565	)
Net cash used in financing activities		(68,539	)			(1,177,894	)

Net (decrease) increase in cash		(1,326,813	)			470,206
Cash, beginning of year		1,650,955				432,998
Cash, end of year		324,142				903,204
Cash of continuing operations	$	324,142			$	903,204

Supplemental cash flow information
Cash paid for income taxes	$	155			$	—
Cash paid for interests	$	8,812			$	7,552

Noncash Financing and investing activities:
Fair value of common stock issued for acquisition	$	–			$	1,700,000

Reclassification- certain reclassifications have been made to the financial statements for the three months ended March 31, 2024, to conform to the presentation for the discontinued operations, with no effect on previously reported net income (loss).

May 5, 2025 5:13 pm

Franklin Resources, Inc. Announces Preliminary Month-End Assets Under Management

Franklin Resources, Inc. Announces Preliminary Month-End Assets Under Management

SAN MATEO, Calif.–(BUSINESS WIRE)–
Franklin Resources, Inc. (Franklin Templeton) (NYSE: BEN) today reported preliminary month-end assets under management (AUM) of $1.53 trillion at April 30, 2025, compared to $1.54 trillion at March 31, 2025. This month’s AUM reflected the impact of preliminary long-term net outflows of $10 billion, inclusive of $10 billion of long-term net outflows at Western Asset Management¹, partially offset by the positive impact of FX. Excluding Western Asset Management, preliminary long-term net inflows were flat.

By Asset Class:
(In USD billions)	Preliminary
	30-Apr-25		31-Mar-25		31-Dec-24		30-Sep-24		30-Apr-24
Equity	$	597.3	$	598.1	$	620.0	$	632.1	$	564.4
Fixed Income		439.5		446.0		469.5		556.4		559.6
Alternative		253.8		251.8		248.8		249.9		255.0
Multi-Asset		174.2		175.8		174.0		176.2		162.6
Long Term:		1,464.8		1,471.7		1,512.3		1,614.6		1,541.6
Cash Management		70.0		68.9		63.4		64.0		62.2
Total Ending AUM	$	1,534.8	$	1,540.6	$	1,575.7	$	1,678.6	$	1,603.8

As of April 30, 2025, Western Asset Management had preliminary AUM of $241 billion, compared to $248 billion at March 31, 2025. This month’s preliminary AUM reflected the aforementioned preliminary long-term net outflows of $10 billion, partially offset by preliminary cash management net inflows of $2 billion.

About Franklin Templeton

Franklin Resources, Inc. [NYSE:BEN] is a global investment management organization with subsidiaries operating as Franklin Templeton and serving clients in over 150 countries. Franklin Templeton’s mission is to help clients achieve better outcomes through investment management expertise, wealth management and technology solutions. Through its specialist investment managers, the company offers specialization on a global scale, bringing extensive capabilities in equity, fixed income, alternatives and multi-asset solutions. With more than 1,500 investment professionals, and offices in major financial markets around the world, the California-based company has over 75 years of investment experience.

The company posts information that may be significant for investors in the Investor Relations and News Center sections of its website and encourages investors to consult those sections regularly. For more information, please visit investors.franklinresources.com.

Forward-Looking Statements

The financial results in this press release are preliminary. Some of the statements herein may include forward- looking statements that reflect our current views with respect to future events, financial performance and market conditions. Such statements are provided under the “safe harbor” protection of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that do not relate solely to historical or current facts and generally can be identified by words or phrases written in the future tense and/or preceded by words such as “anticipate,” “believe,” “could,” “depends,” “estimate,” “expect,” “intend,” “likely,” “may,” “plan,” “potential,” “preliminary,” “seek,” “should,” “will,” “would,” or other – similar words or variations thereof, or the negative thereof, but these terms are not the exclusive means of identifying such statements.

Forward-looking statements involve a number of known and unknown risks, uncertainties and other important factors that may cause actual results and outcomes to differ materially from any future results or outcomes expressed or implied by such forward-looking statements, including market and volatility risks, investment performance and reputational risks, global operational risks, competition and distribution risks, third-party risks, technology and security risks, human capital risks, cash management risks, and legal and regulatory risks. While forward-looking statements are our best prediction at the time that they are made, you should not rely on them and are cautioned against doing so. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other possible future conditions.

Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. They are neither statements of historical fact nor guarantees or assurances of future performance. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them.

These and other risks, uncertainties and other important factors are described in more detail in our recent filings with the U.S. Securities and Exchange Commission, including, without limitation, in Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the fiscal year ended September 30, 2024 and our subsequent Quarterly Reports on Form 10-Q. If a circumstance occurs after the date of this press release that causes any of our forward- looking statements to be inaccurate, whether as a result of new information, future developments or otherwise, we undertake no obligation to announce publicly the change to our expectations, or to make any revision to our forward-looking statements, to reflect any change in assumptions, beliefs or expectations, or any change in events, conditions or circumstances upon which any forward- looking statement is based, unless required by law.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250505692372/en/

Franklin Resources, Inc.

Investor Relations: Selene Oh (650) 312-4091, [email protected]

Media Relations: Jeaneen Terrio (212) 632-4005, [email protected]

investors.franklinresources.com

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Asset Management Professional Services Finance

MEDIA:

May 5, 2025 5:10 pm

TransCode Therapeutics Announces Effective Date for 1-for-28 Reverse Stock Split

PR Newswire

BOSTON
, May 5, 2025 /PRNewswire/ — TransCode Therapeutics, Inc. (Nasdaq: RNAZ) (“TransCode” or the “Company”), the RNA Oncology Company™ committed to more effectively treating cancer using RNA therapeutics, today announced that its Board of Directors has approved an effective time at 12:01 a.m. Eastern Standard TimeMay 15, 2025, for its 1-for-28 reverse stock split. TransCode’s common stock is expected to begin trading on a split-adjusted basis on the Nasdaq Capital Market on May 15, 2025, under the current trading symbol, “RNAZ.” The reverse stock split was approved by TransCode’s stockholders and Board of Directors on May 2, 2025, and is intended to increase the per share trading price of the Company’s common stock to enable the Company to meet the minimum bid price requirement for continued listing on the Nasdaq Capital Market. There is no assurance that TransCode’s common stock will meet all Nasdaq requirements for continued listing.

As previously announced, the 1-for-28 reverse stock split will automatically convert twenty-eight current shares of TransCode’s common stock into one new share of common stock. No fractional shares will be issued in connection with the reverse stock split. In lieu of issuing fractional shares, stockholders of record who otherwise would be entitled to receive fractional shares will be entitled to rounding up of the fractional share to the nearest whole number. The reverse split will reduce the number of shares of outstanding common stock from 23,341,336 shares to approximately 833,620 shares. Proportional adjustments also will be made to the exercise prices of TransCode’s outstanding stock options and warrants, and to the number of shares issuable under TransCode’s stock incentive plans.

Vstock Transfer LLC will act as the exchange agent for the reverse stock split. Stockholders of record are not required to take any action to receive post-split shares in book-entry. Stockholders owning shares through a bank, broker, custodian or other nominee will have their positions automatically adjusted to reflect the reverse stock split, subject to the holding entity’s particular processes; such stockholders will not be required to take any action in connection with the reverse stock split. However, these banks, brokers, custodians or other nominees may have different procedures for processing the reverse stock split than those for registered stockholders. If a stockholder holds shares of common stock with a bank, broker, custodian or other nominee and has any questions in this regard, stockholders are encouraged to contact their bank, broker, custodian or other nominee for more information.

In connection with the reverse stock split, the Company’s CUSIP number will change to 89357L 501 as of 12:01 a.m. Eastern Standard Time on May 15, 2025.

About TransCode Therapeutics

TransCode is a clinical-stage oncology company focused on treating metastatic disease. The Company is committed to defeating cancer through the intelligent design and effective delivery of RNA therapeutics based on its proprietary TTX nanoparticle platform. The Company’s lead therapeutic candidate, TTX-MC138, is focused on treating metastatic tumors which overexpress microRNA-10b, a unique, well-documented biomarker of metastasis. In addition, TransCode is developing a portfolio of other first-in-class RNA therapeutic candidates designed to overcome the challenges of RNA delivery and thus unlock therapeutic access to a variety of novel genetic targets that could be relevant to treating a variety of cancers.

Forward-Looking Statements

This press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as “aim,” “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” and “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on the Company’s current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate, including the Company’s expectations regarding the effect of the reverse stock split and its continued listing on Nasdaq. These and other risks and uncertainties are described more fully in the sections titled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in the Company’s Annual Report on Form 10-K and other reports filed with the Securities and Exchange Commission. Forward-looking statements contained in this announcement are made as of this date, and the Company undertakes no duty to update such information except as required under applicable law.

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SOURCE TransCode Therapeutics, Inc.

May 5, 2025 5:10 pm

Ero Copper Reports First Quarter 2025 Operating and Financial Results

(all amounts in US dollars, unless otherwise noted)

VANCOUVER, British Columbia, May 05, 2025 (GLOBE NEWSWIRE) — Ero Copper Corp. (TSX: ERO, NYSE: ERO) (“Ero” or the “Company”) is pleased to announce its operating and financial results for the three months ended March 31, 2025. Management will host a conference call tomorrow, Tuesday, May 6, 2025, at 11:30 a.m. Eastern time to discuss the results. Dial-in details for the call can be found near the end of this press release.

HIGHLIGHTS

Consolidated first quarter copper production was 12,424 tonnes, reflecting the continued commissioning and ramp-up of the Tucumã Operation.
- The Tucumã Operation produced 5,067 tonnes of copper in concentrate, with more than half of production occurring in March following the completion of planned maintenance in January and February.
- The Caraíba Operations produced 7,357 tonnes of copper in concentrate at an average C1 cash cost^(*) of $2.22 per pound.

Gold production during the quarter was 6,638 ounces at an average C1 cash cost^(*) and All-in Sustaining Cost (“AISC”)^(*) of $1,100 and $2,228 per ounce, respectively.
Quarterly financial performance reflected higher metals prices and increased production from the Tucumã Operation, which contributed to quarter-on-quarter improvements in net income and adjusted EBITDA^(*)
- Net income attributable to the owners of the Company of $80.2 million ($0.77 per share on a diluted basis).
- Adjusted net income attributable to the owners of the Company^(*) of $35.8 million ($0.35 per share on a diluted basis).
- Adjusted EBITDA^(*) of $63.2 million.

^(*) These are non-IFRS measures and do not have a standardized meaning prescribed by IFRS and might not be comparable to similar financial measures disclosed by other issuers. Please refer to the Company’s discussion of Non-IFRS measures in its Management’s Discussion and Analysis for the three months ended March 31, 2025 and the Reconciliation of Non-IFRS Measures section at the end of this press release.

In March 2025, the Company entered into an agreement with RGLD Gold AG, a wholly-owned subsidiary of Royal Gold Inc., that effectively extends the gold delivery threshold under the June 2021 Precious Metals Purchase Agreement (the “Xavantina Gold Stream”) from 93,000 to 160,000 ounces before the stream percentage decreases from 25% to 10% of gold produced over the remaining life of mine. In exchange, the Company received $50 million in upfront cash, bringing total proceeds under the streaming agreements to $160 million. For more information, please see the Company’s press release dated March 31, 2025.
At quarter-end, available liquidity was $115.6 million, including $80.6 million in cash and cash equivalents and $35.0 million of undrawn availability under the Company’s senior secured revolving credit facility (“Senior Credit Facility”).
The Company is reaffirming its 2025 production, operating cost and capital expenditure guidance.
- The Tucumã Operation remains on track to achieve commercial production in H1 2025, following the successful completion of repairs to and commissioning of the third tailings filter in April 2025.
- At the Caraíba Operations, the Company achieved targeted mining rates at the Pilar Mine in March 2025 and completed mobilization of a second underground development contractor during the quarter. These milestones are expected to support sequential growth in production volumes through the rest of the year.
- At the Xavantina Operations, ongoing investments in mine modernization and mechanization are anticipated to support sequential increases in mined and processed volumes through the remainder of the year. Gold grades are also expected to improve, supporting higher production levels and lower unit costs.

Makko DeFilippo, President and Chief Executive Officer, commented: “We remain laser- focused on the execution of our 2025 strategy and are encouraged by the positive momentum across our portfolio, evidenced by strong late-quarter performance, particularly at Tucumã.

“At Caraíba, mining rates at the Pilar Mine are now tracking to plan, supported by the successful mobilization of a second development contractor during the quarter – an important step toward improving operational flexibility for the balance of the year. At Xavantina, our capital investments in growth and asset integrity, which we are advancing through our partnership with Royal Gold, are showing early signs of success. In parallel, we continue to advance the step-change growth opportunity we see at Furnas, where drilling is progressing well with eight rigs currently operating on site.

“With a portfolio of high-margin, high-growth assets and exposure to a commodity essential for the future, our fundamentals are strong. We are focused on making 2025 a record year of copper production at Ero, investing in innovation and operational flexibility to improve margins, and advancing long-term value creation at Furnas.”

FIRST QUARTER REVIEW

The Caraíba Operations

Copper production totaled 7,357 tonnes, reflecting lower planned mined and processed copper grades during the quarter. This resulted in an average C1 cash cost^(*) of $2.22 per pound.
The Company completed the mobilization of a second underground development contractor and achieved targeted mining rates at the Pilar Mine in March 2025, which are expected to be maintained through the rest of the year.

The Tucumã Operation

Commissioning and ramp-up of the Tucumã Operation progressed during Q1 2025, with a 32% quarter-on-quarter increase in ore tonnes processed. More than half of the quarter’s total throughput and production was achieved in March, following the completion of maintenance activities aimed at addressing bottlenecks identified in Q4 2024.
The plant processed 294,314 tonnes during the quarter. Copper head grades and metallurgical recovery rates averaged 2.18% and 89.4%, respectively, resulting in production of 5,067 tonnes of copper in concentrate, after accounting for a build in work-in-progress inventory.
In April 2025, the Company successfully completed repairs to and commissioning of the third tailings filter, with commercial production on track to be achieved in H1 2025.
C1 cash costs for the Tucumã Operation will be reported following the achievement of commercial production.

The Xavantina Operations

Quarterly gold production totaled 6,638 ounces, reflecting lower mined and processed grades despite an increase of 27.2% in tonnes mined and processed. As a result, C1 cash costs^(*) and AISC^(*) averaged $1,100 and $2,228 per ounce, respectively.
While decreased production levels were anticipated, grades encountered within planned operational levels were slightly lower than expected. Additional ground support was also required in several newly developed higher-grade levels of the Santo Antônio vein, delaying mining activities within these areas and further impacting quarterly production.


OPERATING HIGHLIGHTS
	2025 – Q1		2024 – Q4		2024 – Q1
Copper (Caraíba Operations)
Ore Mined (tonnes)		696,239		713,980		788,332
Ore Processed (tonnes)		692,901		719,942		853,371
Grade (% Cu)		1.18		1.30		1.08
Recovery (%)		90.2		91.8		88.1
Cu Production (tonnes)		7,357		8,566		8,091
Cu Production (000 lbs)		16,219		18,883		17,838
Cu Sold in Concentrate (tonnes)		6,949		8,420		9,461
Cu Sold in Concentrate (000 lbs)		15,318		18,563		20,859
Cu C1 cash cost⁽¹⁾⁽²⁾	$	2.22	$	1.85	$	2.30
Copper (Tucumã Operation)
Ore Mined (tonnes)		328,291		1,065,108		—
Ore Processed (tonnes)		294,314		223,013		—
Grade (% Cu)		2.18		2.17		—
Recovery (%)		89.4		89.1		—
Cu Production (tonnes)		5,067		4,317		—
Cu Production (000 lbs)		11,171		9,516		—
Cu Sold in Concentrate (tonnes)		5,168		3,750		—
Cu Sold in Concentrate (000 lbs)		11,393		8,268		—
Gold (Xavantina Operations)
Ore Mined (tonnes)		33,228		26,119		37,834
Ore Processed (tonnes)		33,228		26,120		37,834
Grade (g / tonne)		6.87		11.18		16.38
Recovery (%)		90.8		92.8		91.5
Au Production (oz)		6,638		8,936		18,234
Au Sold (oz)		5,834		11,106		16,853
Au C1 cash cost⁽¹⁾	$	1,100	$	744	$	395
Au AISC⁽¹⁾	$	2,228	$	1,691	$	797

⁽¹⁾	EBITDA, adjusted EBITDA, adjusted net income (loss) attributable to owners of the Company, adjusted net income (loss) per share attributable to owners of the Company, net (cash) debt, working capital, copper C1 cash cost, copper C1 cash cost including foreign exchange hedges, gold C1 cash cost and gold AISC are non-IFRS measures. These measures do not have a standardized meaning prescribed by IFRS and might not be comparable to similar financial measures disclosed by other issuers. Please refer to the Company’s discussion of Non-IFRS measures in its Management’s Discussion and Analysis for the three months ended March 31, 2025 and the Reconciliation of Non-IFRS Measures section at the end of this press release.
⁽²⁾	Copper C1 cash cost including foreign exchange hedges was $2.36 in Q1 2025 (Q1 2024 – $2.28).

FINANCIAL HIGHLIGHTS
($ in millions, except per share amounts)	2025 – Q1		2024 – Q4			2024 – Q1
Revenues	$	125.1	$	122.5		$	105.8
Gross profit		55.5		52.4			31.2
EBITDA⁽¹⁾		117.9		(31.4	)		17.8
Adjusted EBITDA⁽¹⁾		63.2		59.1			43.3
Cash flow from operations		65.4		60.8			17.2
Net income (loss)		80.6		(48.9	)		(6.8	)
Net income (loss) attributable to owners of the Company		80.2		(48.9	)		(7.1	)
Per share (basic)		0.77		(0.47	)		(0.07	)
Per share (diluted)		0.77		(0.47	)		(0.07	)
Adjusted net income attributable to owners of the Company⁽¹⁾		35.8		17.4			16.8
Per share (basic)		0.35		0.17			0.16
Per share (diluted)		0.35		0.17			0.16
Cash, cash equivalents, and short-term investments		80.6		50.4			51.7
Working capital (deficit)⁽¹⁾		10.2		(69.9	)		(28.6	)
Net debt⁽¹⁾		561.8		551.8			415.1

⁽¹⁾

EBITDA, adjusted EBITDA, adjusted net income (loss) attributable to owners of the Company, adjusted net income (loss) per share attributable to owners of the Company, net (cash) debt, working capital, copper C1 cash cost, copper C1 cash cost including foreign exchange hedges, gold C1 cash cost and gold AISC are non-IFRS measures. These measures do not have a standardized meaning prescribed by IFRS and might not be comparable to similar financial measures disclosed by other issuers. Please refer to the Company’s discussion of Non-IFRS measures in its Management’s Discussion and Analysis for the three months ended March 31, 2025 and the Reconciliation of Non-IFRS Measures section at the end of this press release.

2025 PRODUCTION AND COST GUIDANCE
^(*)

Consolidated copper production for 2025 is expected to increase sequentially each quarter, with full-year production projected to range between 75,000 and 85,000 tonnes. At the Tucumã Operation, production is anticipated to increase sequentially throughout the year, with higher mill throughput volumes expected to offset a gradual decline in processed copper grades. At the Caraíba Operations, the Company achieved targeted mining rates at the Pilar Mine in March 2025 and completed the mobilization of a second underground development contractor during the quarter. As a result, higher mined and processed tonnage is expected to be sustained for the remainder of the year.

At the Xavantina Operations, the Company is also reaffirming production guidance of 50,000 to 60,000 ounces with higher processed tonnage and improved gold grades projected to support increased gold production and lower unit operating costs through the balance of the year.


Consolidated Copper Production (tonnes)
Caraíba Operations	37,500 – 42,500
Tucumã Operation	37,500 – 42,500
Total Copper	75,000 – 85,000
Consolidated Copper C1 Cash Cost ⁽¹⁾ Guidance
Caraíba Operations	$2.15 – $2.35
Tucumã Operation	$1.05 – $1.25
Consolidated Copper Operations	$1.55 – $1.80
The Xavantina Operations
Au Production (ounces)	50,000 – 60,000
Gold C1 Cash Cost⁽¹⁾ Guidance	$650 – $800
Gold AISC⁽¹⁾ Guidance	$1,400 – $1,600

Note:		Guidance is based on estimates and assumptions including, but not limited to, mineral reserve estimates, grade and continuity of interpreted geological formations and metallurgical recovery performance. Please refer to the Company’s SEDAR+ and EDGAR filings, including the most recent Annual Information Form (“AIF”), for a detailed summary of risk factors.
⁽¹⁾	Please refer to the section titled “Alternative Performance (Non-IFRS) Measures” within the MD&A.

2025 CAPITAL EXPENDITURE GUIDANCE
^(*)

Capital expenditure guidance remains unchanged at a range of $230 to $270 million, excluding capitalized ramp-up costs prior to the declaration of commercial production at the Tucumã Operation.

Figures presented in the table below are in USD millions.

Caraíba Operations	$165 – $180
Tucumã Operation⁽¹⁾	$30 – $40
Xavantina Operations	$25 – $35
Furnas Copper-Gold Project and Other Exploration	$10 – $15
Total	$230 – $270

Note:		Guidance is based on certain estimates and assumptions, including but not limited to, mineral reserve estimates, grade and continuity of interpreted geological formations and metallurgical performance. Please refer to the Company’s most recent Annual Information Form and Management of Risks and Uncertainties in the MD&A for complete risk factors.
⁽¹⁾	Excludes capitalized ramp-up costs prior to the declaration of commercial production at the Tucumã Operation.

CONFERENCE CALL DETAILS

The Company will hold a conference call on Tuesday, May 6, 2025 at 11:30 am Eastern time (8:30 am Pacific time) to discuss these results. A results presentation will be available for download via the webcast link and in the Presentations section of the Company’s website on the day of the conference call.

Date:	Tuesday, May 6, 2025
Time:	11:30 am Eastern time (8:30 am Pacific time)
Dial in:	Canada/USA Toll Free: 1-833-752-3380 International: +1-647-846-2821 Please dial in 5-10 minutes prior to the start of the call or pre-register using this link to bypass the live operator queue. (https://dpregister.com/sreg/10197761/feb2f3e007)
Webcast:	To access the webcast, click here. (https://event.choruscall.com/mediaframe/webcast.html?webcastid=uEfitmx3)
Replay:	Canada/USA: 1-855-669-9658, International: +1-412-317-0088 For country-specific dial-in numbers, click here. (https://services.choruscall.com/ccforms/replay.html)
Replay Passcode:	4434787

Reconciliation of Non-IFRS Measures

Financial results of the Company are presented in accordance with IFRS. The Company utilizes certain alternative performance (non-IFRS) measures to monitor its performance, including copper C1 cash cost, copper C1 cash cost including foreign exchange hedges, gold C1 cash cost, gold AISC, EBITDA, adjusted EBITDA, adjusted net income attributable to owners of the Company, adjusted net income per share, net (cash) debt, working capital and available liquidity. These performance measures have no standardized meaning prescribed within generally accepted accounting principles under IFRS and, therefore, amounts presented may not be comparable to similar measures presented by other mining companies. These non-IFRS measures are intended to provide supplemental information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.

For additional details please refer to the Company’s discussion of non-IFRS and other performance measures in its Management’s Discussion and Analysis for the three months ended March 31, 2025 which is available on SEDAR+ at www.sedarplus.ca, and on EDGAR at www.sec.gov.

Copper C1 cash cost and copper C1 cash cost including foreign exchange hedges

The following table provides a reconciliation of copper C1 cash cost to cost of production, its most directly comparable IFRS measure.

Reconciliation:	2025 – Q1			2024 – Q4			2024 – Q1
Cost of production	$	35,719		$	33,685		$	42,227
Add (less):
Transportation costs & other		1,322			1,149			1,252
Treatment, refining, and other		2,410			2,934			5,170
By-product credits		(4,699	)		(5,163	)		(2,440	)
Incentive payments		(1,289	)		1,127			(1,199	)
Net change in inventory		2,659			927			(3,893	)
Foreign exchange translation and other		(147	)		168			(7	)
C1 cash costs ⁽¹⁾		35,975			34,827			41,110
(Gain) loss on foreign exchange hedges		2,216			4,166			(276	)

C1 cash costs including foreign exchange hedges	$	38,191		$	38,993		$	40,834

Mining	$	25,796		$	24,906		$	25,256
Processing		6,352			6,580			7,177
Indirect		6,116			5,570			5,947
Production costs		38,264			37,056			38,380
By-product credits		(4,699	)		(5,163	)		(2,440	)
Treatment, refining and other		2,410			2,934			5,170
C1 cash costs ⁽¹⁾		35,975			34,827			41,110
(Gain) loss on foreign exchange hedges		2,216			4,166			(276	)
C1 cash costs including foreign exchange hedges	$	38,191		$	38,993		$	40,834

(1)	Copper C1 cash costs for 2025 and 2024 do not include Tucumã Operation’s results, as commercial production has not been achieved as of March 31, 2025.

	2024 – Q4			2024 – Q3			2023 – Q4
Costs per pound
Total copper produced (lbs, 000)		16,219			18,883			17,838

Mining	$	1.59		$	1.32		$	1.42
Processing	$	0.39		$	0.35		$	0.40
Indirect	$	0.38		$	0.29		$	0.33
By-product credits	$	(0.29	)	$	(0.27	)	$	(0.14	)
Treatment, refining and other	$	0.15		$	0.16		$	0.29
Copper C1 cash costs ⁽¹⁾	$	2.22		$	1.85		$	2.30
(Gain) loss on foreign exchange hedges	$	0.14		$	0.22		$	(0.02	)
Copper C1 cash costs including foreign exchange hedges	$	2.36		$	2.07		$	2.28

(1)	Copper C1 cash costs for 2025 and 2024 do not include Tucumã Operation’s results, as commercial production has not been achieved as of March 31, 2025.

Gold C1 cash cost and gold AISC

The following table provides a reconciliation of gold C1 cash cost and gold AISC to cost of production, its most directly comparable IFRS measure.

Reconciliation:	2025 – Q1			2024 – Q4			2024 – Q1
Cost of production	$	6,225		$	9,000		$	7,255
Add (less):
Incentive payments		(269	)		(434	)		(443	)
Net change in inventory		1,339			(1,914	)		264
By-product credits		(111	)		(189	)		(189	)
Smelting and refining		35			62			90
Foreign exchange translation and other		82			125			232
C1 cash costs	$	7,301		$	6,650		$	7,209
Site general and administrative		1,077			1,576			1,353
Accretion of mine closure and rehabilitation provision		141			78			92
Sustaining capital expenditure		3,909			4,597			3,254
Sustaining lease payments		2,021			1,681			2,122
Royalties and production taxes		338			526			510
AISC	$	14,787		$	15,108		$	14,540

	2025 – Q1			2024 – Q4			2024 – Q1
Costs
Mining	$	3,760		$	3,325		$	3,820
Processing		2,206			2,162		2,259
Indirect		1,411			1,290		1,229
Production costs		7,377			6,777		7,308
Smelting and refining costs		35			62		90
By-product credits		(111	)		(189	)	(189		)
C1 cash costs	$	7,301		$	6,650		$	7,209
Site general and administrative		1,077			1,576		1,353
Accretion of mine closure and rehabilitation provision		141			78		92
Sustaining capital expenditure		3,909			4,597		3,254
Sustaining leases		2,021			1,681		2,122
Royalties and production taxes		338			526		510
AISC	$	14,787		$	15,108		$	14,540
Costs per ounce
Total gold produced (ounces)		6,638			8,936		18,234
Mining	$	566		$	372		$	209
Processing	$	332		$	242		$	124
Indirect	$	213		$	144		$	67
Smelting and refining	$	5		$	7		$	5
By-product credits	$	(16	)	$	(21	)	$	(10	)
Gold C1 cash cost	$	1,100		$	744		$	395
Gold AISC	$	2,228		$	1,691		$	797

Earnings before interest, taxes, depreciation and amortization (EBITDA) and Adjusted EBITDA

The following table provides a reconciliation of EBITDA and Adjusted EBITDA to net income, its most directly comparable IFRS measure.

Reconciliation:	2025 – Q1			2024 – Q4			2024 – Q1
Net Income (Loss)	$	80,627		$	(48,928	)	$	(6,830	)
Adjustments:
Finance expense		4,723			3,851			4,634
Finance income		(838	)		(690	)		(1,468	)
Income tax expense (recovery)		14,741			(5,862	)		(1,853	)
Amortization and depreciation		18,620			20,265			23,296
EBITDA	$	117,873		$	(31,364	)	$	17,779
Foreign exchange (gain) loss		(58,400	)		92,804			18,996
Share based compensation		1,173			(7,496	)		6,545
Change in rehabilitation and closure provision⁽¹⁾		—			4,609			—
Write-down of exploration and evaluation asset		—			839			—
Unrealized loss (gain) on commodity derivatives		2,102			(250	)		(64	)
Xavantina Gold Stream transaction fees		458			—			—
Adjusted EBITDA	$	63,206		$	59,142		$	43,256

(1)

Change in rehabilitation and closure provision relates to revisions to rehabilitation and closure plans and cost estimates at the Company’s historic mining operations that have entered the closure phase, and for which there are no substantive future economic value. Such costs are reflected within other expenses on the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

Adjusted net income attributable to owners of the Company and Adjusted net income per share attributable to owners of the Company

The following table provides a reconciliation of Adjusted net income attributable to owners of the Company and Adjusted EPS to net income attributable to the owners of the Company, its most directly comparable IFRS measure.

Reconciliation:	2025 – Q1			2024 – Q4			2024 – Q1
Net income (loss) as reported attributable to the owners of the Company	$	80,227		$	(48,944	)	$	(7,141	)
Adjustments:
Share based compensation		1,173			(7,496	)		6,545
Unrealized foreign exchange (gain) loss on USD denominated balances in MCSA		(39,628	)		66,971			11,257
Unrealized foreign exchange (gain) loss on foreign exchange derivative contracts		(16,739	)		15,182			9,304
Change in rehabilitation and closure provision⁽¹⁾		—			4,591			—
Write-down of exploration and evaluation asset		—			836			—
Unrealized loss (gain) on commodity derivatives		2,079			(243	)		(64	)
Xavantina Gold Stream transaction fees		458			—			—
Tax effect on the above adjustments		8,279			(13,459	)		(3,128	)
Adjusted net income attributable to owners of the Company	$	35,849		$	17,438		$	16,773
Weighted average number of common shares
Basic		103,564,654			103,345,064			102,769,444
Diluted		103,904,737			103,877,690			103,242,437
Adjusted EPS
Basic	$	0.35		$	0.17		$	0.16
Diluted	$	0.35		$	0.17		$	0.16

(1)

Net Debt (Cash)

The following table provides a calculation of net debt (cash) based on amounts presented in the Company’s condensed consolidated interim financial statements as at the periods presented.

	March 31, 2025			December 31, 2024			March 31, 2024
Current portion of loans and borrowings	$	52,479		$	45,893		$	16,059
Long-term portion of loans and borrowings	589,860			556,296			450,743
Less:
Cash and cash equivalents	(80,573		)	(50,402		)	(51,692		)
Short-term investments	—			—			—
Net debt (cash)	$	561,766		$	551,787		$	415,110

Working Capital and Available Liquidity

The following table provides a calculation for these based on amounts presented in the Company’s condensed consolidated interim financial statements as at the periods presented.

	March 31, 2025			December 31, 2024			March 31, 2024
Current assets	$	232,292		$	141,790		$	129,960
Less: Current liabilities		(222,048	)		(211,706	)		(158,565	)
Working capital (deficit)	$	10,244		$	(69,916	)	$	(28,605	)
Cash and cash equivalents		80,573		50,402			51,692
Available undrawn revolving credit facilities⁽¹⁾		35,000		15,000			105,000
Available undrawn prepayment facilities⁽²⁾	$	—		$	25,000		$ —
Available liquidity	$	115,573		$	90,402		$	156,692

(1)	In January 2025, the Company amended its Senior Credit Facility to increase the limit from $150.0 million to $200.0 million and extended the maturity from December 2026 to December 2028.
(2)	In March 2025, the Company exercised its option to increase the size of its copper prepayment facility from $50.0 million to $75.0 million.

ABOUT ERO COPPER CORP

Ero Copper is a high-margin, high-growth copper producer with operations in Brazil and corporate headquarters in Vancouver, B.C. The Company’s primary asset is a 99.6% interest in the Brazilian copper mining company, Mineração Caraíba S.A. (“MCSA”), 100% owner of the Company’s Caraíba Operations, which are located in the Curaçá Valley, Bahia State, Brazil, and the Tucumã Operation, an open pit copper mine located in Pará State, Brazil. The Company also owns 97.6% of NX Gold S.A. (“NX Gold”) which owns the Xavantina Operations, an operating gold and silver mine located in Mato Grosso State, Brazil. In July 2024, the Company signed a definitive earn-in agreement with Vale Base Metals for a 60% interest in the Furnas Copper-Gold Project, located in the Carajás Mineral Province in Pará State, Brazil. For more information on the earn-in agreement, please see the Company’s press releases dated October 30, 2023 and July 22, 2024. Additional information on the Company and its operations, including technical reports on the Caraíba Operations, Xavantina Operations, Tucumã Operation and the Furnas Copper-Gold Project, can be found on the Company’s website (www.erocopper.com), on SEDAR+ (www.sedarplus.ca/landingpage/) and on EDGAR (www.sec.gov). The Company’s shares are publicly traded on the Toronto Stock Exchange and the New York Stock Exchange under the symbol “ERO”.

FOR MORE INFORMATION, PLEASE CONTACT

Courtney Lynn, Executive Vice President, External Affairs and Strategy
(604) 335-7504
[email protected]

CAUTION REGARDING FORWARD LOOKING INFORMATION AND STATEMENTS

This press release contains “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and “forward-looking information” within the meaning of applicable Canadian securities legislation (collectively, “forward-looking statements”). Forward-looking statements include statements that use forward-looking terminology such as “may”, “could”, “would”, “will”, “should”, “intend”, “target”, “plan”, “expect”, “budget”, “estimate”, “forecast”, “schedule”, “anticipate”, “believe”, “continue”, “potential”, “view” or the negative or grammatical variation thereof or other variations thereof or comparable terminology. Forward-looking statements may include, but are not limited to, statements with respect to the Company’s expected development and mining rates, production, operating costs and capital expenditures at the Caraíba Operations, the Tucumã Operation and the Xavantina Operations; estimated timing for certain milestones, including the achievement of commercial production at the Tucumã Operation in H1 2025; expectations related to exploration activities at the Furnas Project; and any other statement that may predict, forecast, indicate or imply future plans, intentions, levels of activity, results, performance or achievements.

Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual results, actions, events, conditions, performance or achievements to materially differ from those expressed or implied by the forward-looking statements, including, without limitation, risks discussed in this press release and in the Company’s Annual Information Form for the year ended December 31, 2023 (“AIF”) under the heading “Risk Factors”. The risks discussed in this press release and in the AIF are not exhaustive of the factors that may affect any of the Company’s forward-looking statements. Although the Company has attempted to identify important factors that could cause actual results, actions, events, conditions, performance or achievements to differ materially from those contained in forward-looking statements, there may be other factors that cause results, actions, events, conditions, performance or achievements to differ from those anticipated, estimated or intended.

Forward-looking statements are not a guarantee of future performance. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements involve statements about the future and are inherently uncertain, and the Company’s actual results, achievements or other future events or conditions may differ materially from those reflected in the forward-looking statements due to a variety of risks, uncertainties and other factors, including, without limitation, those referred to herein and in the AIF under the heading “Risk Factors”.

The Company’s forward-looking statements are based on the assumptions, beliefs, expectations and opinions of management on the date the statements are made, many of which may be difficult to predict and beyond the Company’s control. In connection with the forward-looking statements contained in this press release and in the AIF, the Company has made certain assumptions about, among other things: favourable equity and debt capital markets; the ability to raise any necessary additional capital on reasonable terms to advance the production, development and exploration of the Company’s properties and assets; future prices of copper, gold and other metal prices; the timing and results of exploration and drilling programs; the accuracy of any mineral reserve and mineral resource estimates; the geology of the Caraíba Operations, the Xavantina Operations, the Tucumã Operation and the Furnas Copper-Gold Project being as described in the respective technical report for each property; production costs; the accuracy of budgeted exploration, development and construction costs and expenditures; the price of other commodities such as fuel; future currency exchange rates, interest rates and tariff rates; operating conditions being favourable such that the Company is able to operate in a safe, efficient and effective manner; work force continuing to remain healthy in the face of prevailing epidemics, pandemics or other health risks, political and regulatory stability; the receipt of governmental, regulatory and third party approvals, licenses and permits on favourable terms; obtaining required renewals for existing approvals, licenses and permits on favourable terms; requirements under applicable laws; sustained labour stability; stability in financial and capital goods markets; availability of equipment; positive relations with local groups and the Company’s ability to meet its obligations under its agreements with such groups; and satisfying the terms and conditions of the Company’s current loan arrangements. Although the Company believes that the assumptions inherent in forward- looking statements are reasonable as of the date of this press release, these assumptions are subject to significant business, social, economic, political, regulatory, competitive and other risks and uncertainties, contingencies and other factors that could cause actual actions, events, conditions, results, performance or achievements to be materially different from those projected in the forward-looking statements. The Company cautions that the foregoing list of assumptions is not exhaustive. Other events or circumstances could cause actual results to differ materially from those estimated or projected and expressed in, or implied by, the forward-looking statements contained in this press release. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

Forward-looking statements contained herein are made as of the date of this press release and the Company disclaims any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or results or otherwise, except as and to the extent required by applicable securities laws.

CAUTIONARY NOTES REGARDING MINERAL RESOURCE AND MINERAL RESERVE ESTIMATES

Unless otherwise indicated, all reserve and resource estimates included in this press release and the documents incorporated by reference herein have been prepared in accordance with National Instrument 43-101, Standards of Disclosure for Mineral Projects (“NI 43-101″) and the Canadian Institute of Mining, Metallurgy and Petroleum (the “CIM”) — CIM Definition Standards on Mineral Resources and Mineral Reserves, adopted by the CIM Council, as amended (the “CIM Standards”). NI 43-101 is a rule developed by the Canadian Securities Administrators that establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. Canadian standards, including NI 43-101, differ significantly from the requirements of the United States Securities and Exchange Commission (the “SEC”), and reserve and resource information included herein may not be comparable to similar information disclosed by U.S. companies. In particular, and without limiting the generality of the foregoing, this press release and the documents incorporated by reference herein use the terms “measured resources,” “indicated resources” and “inferred resources” as defined in accordance with NI 43-101 and the CIM Standards.

Further to recent amendments, mineral property disclosure requirements in the United States (the “U.S. Rules”) are governed by subpart 1300 of Regulation S-K of the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) which differ from the CIM Standards. As a foreign private issuer that is eligible to file reports with the SEC pursuant to the multi-jurisdictional disclosure system (the “MJDS”), Ero is not required to provide disclosure on its mineral properties under the U.S. Rules and will continue to provide disclosure under NI 43-101 and the CIM Standards. If Ero ceases to be a foreign private issuer or loses its eligibility to file its annual report on Form 40-F pursuant to the MJDS, then Ero will be subject to the U.S. Rules, which differ from the requirements of NI 43-101 and the CIM Standards.

Pursuant to the new U.S. Rules, the SEC recognizes estimates of “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources”. In addition, the definitions of “proven mineral reserves” and “probable mineral reserves” under the U.S. Rules are now “substantially similar” to the corresponding standards under NI 43-101. Mineralization described using these terms has a greater amount of uncertainty as to its existence and feasibility than mineralization that has been characterized as reserves. Accordingly, U.S. investors are cautioned not to assume that any measured mineral resources, indicated mineral resources, or inferred mineral resources that Ero reports are or will be economically or legally mineable. Further, “inferred mineral resources” have a greater amount of uncertainty as to their existence and as to whether they can be mined legally or economically. Under Canadian securities laws, estimates of “inferred mineral resources” may not form the basis of feasibility or pre-feasibility studies, except in rare cases. While the above terms under the U.S. Rules are “substantially similar” to the standards under NI 43-101 and CIM Standards, there are differences in the definitions under the U.S. Rules and CIM Standards. Accordingly, there is no assurance any mineral reserves or mineral resources that Ero may report as “proven mineral reserves”, “probable mineral reserves”, “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources” under NI 43-101 would be the same had Ero prepared the reserve or resource estimates under the standards adopted under the U.S. Rules.

May 5, 2025 5:09 pm

Bain Capital Specialty Finance, Inc. Announces March 31, 2025 Financial Results and Declares Second Quarter 2025 Dividend of $0.42 per Share

Bain Capital Specialty Finance, Inc. Announces March 31, 2025 Financial Results and Declares Second Quarter 2025 Dividend of $0.42 per Share

BOSTON–(BUSINESS WIRE)–
Bain Capital Specialty Finance, Inc. (NYSE: BCSF, the “Company”, “our” or “we”) today announced financial results for the first quarter ended March 31, 2025, and that its Board of Directors (the “Board”) has declared a dividend of $0.42 per share for the second quarter of 2025 and an additional dividend of $0.03 per share that was previously announced.

“BCSF’s first quarter results represent a strong start to the year driven by high net investment income, stable net asset value and continued solid credit performance,” said Michael Ewald, Chief Executive Officer of BCSF. “We believe the Company is well-positioned to navigate potential market volatility given our diversified portfolio of predominantly first lien senior secured loans, balance sheet strength, and our global team’s deep experience and disciplined investment approach.”

QUARTERLY HIGHLIGHTS

Net investment income (NII) per share was $0.50, equating to an annualized NII yield on book value of 11.3%⁽¹⁾;
Net income per share was $0.44, equating to an annualized return on book value of 10.0%⁽¹⁾;
Net asset value per share as of March 31, 2025 was $17.64, as compared to $17.65 as of December 31, 2024;
Gross and net investment fundings were $277.2 million and $30.8 million, respectively; ending net debt-to-equity was 1.17x, as compared to 1.13x as of December 31, 2024⁽²⁾;
Investments on non-accrual represented 1.4% and 0.7% of the total investment portfolio at amortized cost and fair value, respectively, as of March 31, 2025;
During the quarter, the Company closed an offering of $350.0 million aggregate principal amount of 5.950% unsecured notes due 2030 (the “March 2030 Notes”). In connection with the March 2030 Notes, the Company entered into an interest rate swap agreement to receive a fixed interest rate of 5.950% per annum and pay a floating interest rate of SOFR plus 1.90% per annum; and
Subsequent to quarter-end, the Company’s Board of Directors declared a dividend of $0.42 per share for the second quarter of 2025 payable to stockholders of record as of June 16, 2025. The Board of Directors previously announced an additional dividend of $0.03 per share payable to stockholders of record as of June 16, 2025⁽³⁾.

SELECTED FINANCIAL HIGHLIGHTS

($ in millions, unless otherwise noted)	Q1 2025		Q4 2024
Net investment income per share	$	0.50	$	0.52
Net investment income	$	32.1	$	33.6
Earnings per share	$	0.44	$	0.34
Dividends per share declared and payable	$	0.45	$	0.45

($ in millions, unless otherwise noted)	As of March 31, 2025		As of December 31, 2024
Total fair value of investments	$	2,464.9	$	2,431.2
Total assets	$	2,642.3	$	2,632.2
Total net assets	$	1,144.5	$	1,139.7
Net asset value per share	$	17.64	$	17.65

PORTFOLIO AND INVESTMENT ACTIVITY

For the three months ended March 31, 2025, the Company invested $277.2 million in 89 portfolio companies, including $140.3 million in 13 new companies, $134.4 million in 75 existing companies and $2.5 million in SLP. The Company had $246.4 million of principal repayments and sales in the quarter, resulting in net investment fundings of $30.8 million.

Investment Activity for the Quarter Ended March 31, 2025:

($ in millions)	Q1 2025		Q4 2024
Investment Fundings	$	277.2	$	547.8
Sales and Repayments	$	246.4	$	505.1
Net Investment Activity	$	30.8	$	42.7

As of March 31, 2025, the Company’s investment portfolio had a fair value of $2,464.9 million, comprised of investments in 175 portfolio companies operating across 29 different industries.

Investment Portfolio at Fair Value as of March 31, 2025:

Investment Type	$ in Millions		% of Total
First Lien Senior Secured Loan	$	1,579.5		64.2	%
Second Lien Senior Secured Loan		20.4		0.8
Subordinated Debt		82.8		3.4
Preferred Equity		166.1		6.7
Equity Interest		226.9		9.2
Warrants		0.6		0.0
Investment Vehicles		388.6		15.7
Subordinated Note in ISLP		190.7		7.7
Equity Interest in ISLP		54.2		2.2
Subordinated Note in SLP		136.9		5.6
Preferred and Equity Interest in SLP		6.8		0.2
Total	$	2,464.9		100.0	%

As of March 31, 2025, the weighted average yield on the investment portfolio at amortized cost and fair value were 11.5% and 11.5%, respectively, as compared to 11.7% and 11.8%, respectively, as of December 31, 2024⁽⁴⁾⁽⁵⁾. 93.2% of the Company’s debt investments at fair value were in floating rate securities.

As of March 31, 2025, four portfolio companies were on non-accrual status, representing 1.4% and 0.7% of the total investment portfolio at amortized cost and fair value, respectively.

As of March 31, 2025, ISLP’s investment portfolio had an aggregate fair value of $657.9 million, comprised of investments in 34 portfolio companies operating across 15 different industries. The investment portfolio on a fair value basis was comprised of 96.5% first lien senior secured loans, 0.8% second lien senior secured loans and 2.7% equity interests. 100% of ISLP’s debt investments at fair value were in floating rate securities.

As of March 31, 2025, SLP’s investment portfolio had an aggregate fair value of $1,424.6 million, comprised of investments in 98 portfolio companies operating across 26 different industries. The investment portfolio on a fair value basis was comprised of 99.6% first lien senior secured loans and 0.4% second lien senior secured loans. 100% of SLP’s debt investments at fair value were in floating rate securities.

RESULTS OF OPERATIONS

For the three months ended March 31, 2025 and December 31, 2024, total investment income was $66.8 million and $73.3 million, respectively.

Total expenses (before taxes) for the three months ended March 31, 2025 and December 31, 2024 were $33.7 million and $38.4 million, respectively.

Net investment income for the three months ended March 31, 2025 and December 31, 2024 was $32.1 million or $0.50 per share and $33.6 million or $0.52 per share, respectively.

During the three months ended March 31, 2025, the Company had net realized and unrealized losses of $3.6 million.

Net increase in net assets resulting from operations for the three months ended March 31, 2025 was $28.5 million, or $0.44 per share.

CAPITAL AND LIQUIDITY

As of March 31, 2025, the Company had total principal debt outstanding of $1,458.5 million, including $156.0 million outstanding in the Company’s Sumitomo Credit Facility, $352.5 million outstanding of the debt issued through BCC Middle Market CLO 2019-1 LLC, $300.0 million outstanding in the Company’s senior unsecured notes due March 2026, $300.0 million outstanding in the Company’s senior unsecured notes due October 2026, and $350.0 million outstanding in the Company’s senior unsecured notes due March 2030.

For the three months ended March 31, 2025, the weighted average interest rate on debt outstanding was 4.8%, as compared to 5.1% for the three months ended December 31, 2024.

As of March 31, 2025, the Company had cash and cash equivalents (including foreign cash) of $38.4 million, restricted cash and cash equivalents of $55.6 million, $30.3 million of unsettled trades, net of receivables and payables of investments, and $699.0 million of capacity under its Sumitomo Credit Facility. As of March 31, 2025, the Company had $544.6 million of undrawn investment commitments.

As of March 31, 2025, the Company’s debt-to-equity and net debt-to-equity ratios were 1.27x and 1.17x, respectively, as compared to 1.22x and 1.13x, respectively, as of December 31, 2024⁽²⁾.

Endnotes

(1)		Net investment income yields and net income returns are calculated on average net assets, or book value, for the respective periods shown.

(2)		Net debt-to-equity represents principal debt outstanding less cash and cash equivalents and unsettled trades, net of receivables and payables of investments.

(3)		The second quarter dividend is payable on June 30, 2025 to stockholders of record as of June 16, 2025.

(4)		The weighted average yield is computed as (a) the annual stated interest rate or yield earned on the relevant accruing debt and other income producing securities plus amortization of fees and discounts on the performing debt and other income producing investments, divided by (b) the total relevant investments at amortized cost or fair value. The weighted average yield does not represent the total return to our stockholders.

(5)		For non-stated rate income producing investments, computed based on (a) the dividend or interest income earned for the respective trailing twelve months ended on the measurement date, divided by (b) the ending amortized cost or fair value, as applicable. In instances where historical dividend or interest income data is not available or not representative for the trailing twelve months ended, the dividend or interest income is annualized.

CONFERENCE CALL INFORMATION

A conference call to discuss the Company’s financial results will be held live at 8:30 a.m. Eastern Time on May 6, 2025. Please visit BCSF’s webcast link located on the Events & Presentations page of the Investor Resources section of BCSF’s website at http://www.baincapitalspecialtyfinance.com for a slide presentation that complements the Earnings Conference Call.

Participants are also invited to access the conference call by dialing one of the following numbers:

Domestic: 1-833-316-1983
International: 1-785-838-9310
Conference ID: BAIN

All participants will need to reference “Bain Capital Specialty Finance – First Quarter Ended March 31, 2025 Earnings Conference Call” once connected with the operator. All participants are asked to dial in 10-15 minutes prior to the call.

Replay Information:

An archived replay will be available approximately three hours after the conference call concludes through May 13, 2025 via a webcast link located on the Investor Resources section of BCSF’s website, and via the dial-in numbers listed below:

Domestic: 1-844-512-2921
International: 1-412-317-6671
Conference ID: 11158986

Bain Capital Specialty Finance, Inc. Consolidated Statements of Assets and Liabilities (in thousands, except share and per share data)

	As of			As of
	March 31, 2025			December 31, 2024
	(Unaudited)
Assets
Investments at fair value:
Non-controlled/non-affiliate investments (amortized cost of $1,799,763 and $1,784,019, respectively)	$	1,813,479		$	1,773,742
Non-controlled/affiliate investments (amortized cost of $74,926 and $77,269, respectively)		71,524			75,733
Controlled affiliate investments (amortized cost of $581,375 and $585,702, respectively)		579,942			581,714
Cash and cash equivalents		10,168			51,562
Foreign cash (cost of $28,476 and $2,640, respectively)		28,188			1,963
Restricted cash and cash equivalents		55,609			45,541
Collateral on derivatives		2,900			9,755
Deferred financing costs		4,333			4,591
Interest receivable on investments		31,061			39,164
Interest rate swap		5,371			—
Receivable for sales and paydowns of investments		32,186			37,760
Prepaid insurance		—			197
Unrealized appreciation on forward currency exchange contracts		1,471			4,690
Dividend receivable		6,083			5,745
Total Assets	$	2,642,315		$	2,632,157

Liabilities
Debt (net of unamortized debt issuance costs of $12,588 and $4,929, respectively)	$	1,451,204		$	1,390,270
Interest payable		11,610			13,860
Payable for investments purchased		1,917			29,490
Collateral payable on derivatives		6,000			—
Unrealized depreciation on forward currency exchange contracts		39			1,185
Base management fee payable		9,068			9,160
Incentive fee payable		2,222			4,696
Accounts payable and accrued expenses		15,751			14,771
Distributions payable		—			29,053
Total Liabilities		1,497,811			1,492,485

Commitments and Contingencies (See Note 10)

Net Assets
Common stock, par value $0.001 per share, 100,000,000,000 and 100,000,000,000 shares authorized, 64,868,507 and 64,562,265 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively		65			65
Paid in capital in excess of par value		1,164,045			1,159,493
Total distributable loss		(19,606	)		(19,886	)
Total Net Assets		1,144,504			1,139,672
Total Liabilities and Total Net Assets	$	2,642,315		$	2,632,157

Net asset value per share	$	17.64		$	17.65
See Notes to Consolidated Financial Statements

Bain Capital Specialty Finance, Inc. Consolidated Statements of Operations (in thousands, except share and per share data) (Unaudited)

	For the Three Months Ended March 31,
	2025			2024
Income
Investment income from non-controlled/non-affiliate investments:
Interest from investments	$	41,672		$	43,849
Dividend income		1,725			—
PIK income		6,606			5,067
Other income		2,833			5,255
Total investment income from non-controlled/non-affiliate investments		52,836			54,171

Investment income from non-controlled/affiliate investments:
Interest from investments		8			2,581
Dividend income		—			821
PIK income		17			315
Other income		42			—
Total investment income from non-controlled/affiliate investments		67			3,717

Investment income from controlled affiliate investments:
Interest from investments		9,148			9,165
Dividend income		4,786			7,446
PIK income		2			—
Total investment income from controlled affiliate investments		13,936			16,611
Total investment income		66,839			74,499

Expenses
Interest and debt financing expenses		18,904			18,056
Base management fee		9,068			8,818
Incentive fee		2,222			9,232
Professional fees		714			801
Directors fees		174			174
Other general and administrative expenses		2,571			2,443
Total expenses, net of fee waivers		33,653			39,524
Net investment income before taxes		33,186			34,975
Income tax expense, including excise tax		1,076			1,025
Net investment income		32,110			33,950

Net realized and unrealized gains (losses)
Net realized loss on non-controlled/non-affiliate investments		(20,986	)		(2,536	)
Net realized gain (loss) on non-controlled/affiliate investments		(2,967	)		4,719
Net realized gain (loss) on foreign currency transactions		(249	)		23
Net realized gain (loss) on forward currency exchange contracts		(2,405	)		1,727
Net change in unrealized appreciation on foreign currency translation		435			(208	)
Net change in unrealized appreciation on forward currency exchange contracts		(2,073	)		1,241
Net change in unrealized appreciation on non-controlled/non-affiliate investments		23,993			10,558
Net change in unrealized appreciation on non-controlled/affiliate investments		(1,866	)		(13,358	)
Net change in unrealized appreciation on controlled affiliate investments		2,555			(1,021	)
Total net gain (loss)		(3,563	)		1,145
Net increase in net assets resulting from operations	$	28,547		$	35,095

Basic and diluted net investment income per share of common stock	$	0.50		$	0.53
Basic and diluted increase in net assets resulting from operations per share of common stock	$	0.44		$	0.55
Basic and diluted weighted average common stock outstanding		64,676,192			64,562,265
See Notes to Consolidated Financial Statements

About Bain Capital Specialty Finance, Inc.

Bain Capital Specialty Finance, Inc. is an externally managed specialty finance company focused on lending to middle market companies. BCSF is managed by BCSF Advisors, LP, an SEC-registered investment adviser and a subsidiary of Bain Capital Credit, LP. Since commencing investment operations on October 13, 2016, and through March 31, 2025, BCSF has invested approximately $9,060.8 million in aggregate principal amount of debt and equity investments prior to any subsequent exits or repayments. BCSF’s investment objective is to generate current income and, to a lesser extent, capital appreciation through direct originations of secured debt, including first lien, first lien/last out, unitranche and second lien debt, investments in strategic joint ventures, equity investments and, to a lesser extent, corporate bonds. BCSF has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended.

Forward-Looking Statements

This letter may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this letter may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in filings with the U.S. Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this letter.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250505380931/en/

Investor Contact:

Katherine Schneider

Tel. (212) 803-9613

[email protected]

Media Contact:

Charlyn Lusk

Tel. (646) 502-3549

[email protected]

KEYWORDS: United States North America Massachusetts

INDUSTRY KEYWORDS: Banking Asset Management Professional Services Finance

MEDIA:

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May 5, 2025 5:09 pm

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FDA lifts clinical hold enabling resumption of clinical trials

FDA has granted a Type A Meeting to discuss path forward for BLA

THOUSAND OAKS, Calif.–(BUSINESS WIRE)–Atara Biotherapeutics, Inc. (Nasdaq: ATRA), a leader in T-cell immunotherapy, leveraging its novel allogeneic Epstein-Barr virus (EBV) T-cell platform to develop transformative therapies for patients with cancer and autoimmune diseases, today announced that the U.S. Food and Drug Administration (FDA) has lifted the clinical hold on Atara’s active Investigational New Drug (IND) applications for the EBVALLO™ (tabelecleucel) program.

“We are very pleased to have addressed the FDA’s questions, and this has enabled the FDA to lift the clinical holds,” said Cokey Nguyen Ph.D., President and Chief Executive Officer of Atara. “We are working closely with our partner Pierre Fabre Laboratories and our clinical trial sites and anticipate resuming enrollment and treatment of patients as soon as possible.”

In January 2025, the EBVALLO™ (tabelecleucel) program was placed on clinical hold. The clinical hold was directly linked to GMP compliance issues identified during the pre-license inspection of the third-party manufacturing facility referenced in the Complete Response Letter (CRL) for EBVALLO™ that was announced on January 16, 2025.

The FDA has lifted the clinical hold on tabelecleucel after reviewing supplemental data on finished drug product. The Company is now allowed to restart the Phase 3 ALLELE clinical study for patients with Epstein-Barr Virus-associated post-transplant lymphoproliferative disease (EBV+ PTLD) and the Phase 2 label-expansion multi-cohort clinical study.

The FDA has also granted a date for a Type A meeting to discuss the plan to address the issues raised by the FDA in the CRL from January 2025, and the path forward for resubmission of the EBVALLO™ BLA.

“We are pleased that the FDA has granted our request for a Type A meeting and hope to gain clarity on the timing for resubmitting the tab-cel BLA for review by the FDA,” said Dr. Nguyen.

Corporate Update

Strategic Option Evaluation: As previously communicated, Atara engaged a well-known financial advisor to support a comprehensive process to explore and assess a range of potential strategic options for the Company. Alternatives may include, but are not limited to, an acquisition, merger, reverse merger, other business combinations, sale of assets, or other strategic transactions. We have temporarily paused this strategic option evaluation pending clarity with the FDA on timing of the resubmission of the EBVALLO™ BLA. It is possible that Atara may not pursue a strategic alternative or transaction or that any strategic alternative or transaction, if pursued, will not be completed on attractive terms, or that a strategic alternative or transaction may not ultimately be consummated.

About Atara Biotherapeutics, Inc.

Atara is harnessing the natural power of the immune system to develop off-the-shelf cell therapies for difficult-to-treat cancers and autoimmune conditions that can be rapidly delivered to patients from inventory. With cutting-edge science and differentiated approach, Atara is the first company in the world to receive regulatory approval of an allogeneic T-cell immunotherapy. Our advanced and versatile T-cell platform does not require T-cell receptor or HLA gene editing and forms the basis of a diverse portfolio of investigational therapies that target EBV, the root cause of certain diseases, in addition to next-generation AlloCAR-Ts designed for best-in-class opportunities across a broad range of hematological malignancies and B-cell driven autoimmune diseases. Atara is headquartered in Southern California. For more information, visit atarabio.com and follow @Atarabio on X and LinkedIn.

About tabelecleucel

Tabelecleucel is an off-the-shelf allogeneic cell therapy composed of EBV specific cytotoxic T cell lymphocytes expanded from healthy donors and infused into partial HLA matched recipients suffering from EBV-driven malignancies such as post-transplant lymphoproliferative disease. Tab-cel is approved by the EMA, trademarked as EBVALLO™, for use in PTLD. Tab-cel is currently being evaluated in clinical studies and Atara is in the process of filing for approval by the FDA for commercial use in the United States. Pierre Fabre Laboratories holds worldwide Commercialization rights to EBVALLO™.

Forward-Looking Statements

This press release contains or may imply “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. For example, forward-looking statements include statements regarding: (1) the development, timing and progress of tab-cel, including the BLA and potential indications and the timing of resuming enrollment of the tab-cel clinical trials, the outcome of the Type A meeting with the FDA, the timing for FDA review of any resubmission of the BLA, and the potential characteristics and benefits of tab-cel; and (2) Atara’s exploration of strategic alternatives and ability to consummate one or more strategic transactions. Because such statements deal with future events and are based on Atara’s current expectations, they are subject to various risks and uncertainties and actual results, performance or achievements of Atara could differ materially from those described in or implied by the statements in this press release. These forward-looking statements are subject to risks and uncertainties, including, without limitation, risks and uncertainties associated with the costly and time-consuming pharmaceutical product development process and the uncertainty of clinical success; risks related to FDA feedback and the ability of Atara and its third-party manufacturer to address the issues identified in the CRL; our ability to access capital; the sufficiency of Atara’s cash resources and need for and ability to obtain additional capital on favorable terms or at all; risks and uncertainties related to Atara’s financial close and audit procedures; the timing of the strategic review process; whether Atara will pursue any strategic alternatives; in the event Atara pursues a strategic alternative, that the strategic alternative may not be attractive or ultimately consummated; whether any strategic alternative will result in additional value for Atara and its shareholders; whether the process will have an adverse impact on Atara; and other risks and uncertainties affecting Atara’s and its development programs, including those discussed in Atara’s filings with the Securities and Exchange Commission, including in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings and in the documents incorporated by reference therein. Except as otherwise required by law, Atara disclaims any intention or obligation to update or revise any forward-looking statements, which speak only as of the date hereof, whether as a result of new information, future events or circumstances or otherwise.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250505744665/en/

Investor and Media Relations

Amber Daugherty

Sr. Director, Strategy and Operations

[email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Oncology Health FDA Infectious Diseases Clinical Trials Pharmaceutical Biotechnology

MEDIA:

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May 5, 2025 5:07 pm

Sun Communities Reports 2025 First Quarter Results; Announces Completion of Safe Harbor Sale

Net Loss
per
Diluted Share of
$0.34
for the
Quarter

Core FFO per Share of
$1.26
for the Quarter

North America Same Property NOI for MH and RV Increased by 4.6% for the Quarter on a Year-over-Year Basis

North America Same Property Adjusted Blended Occupancy for MH and RV of 99.0%

Represents a 150 Basis Point Year-over-Year Increase

Establishing Post-Safe Harbor Sale Guidance for 2025

Expecting Core FFO per Share of $6.43 to $6.63

Expecting North American Same Property NOI Growth of 3.5% – 5.2%

Expecting UK Same Property NOI Growth of 0.9% – 2.9%

Completed Initial Closing of Safe Harbor Marinas Sale in April for Net Pre-tax Cash Proceeds of $5.25 Billion

Announced a Special Cash Distribution of $4.00 per Share

Increasing Quarterly Distribution by 10.6% in 2025, to $1.04 per Share

Announced the Authorization of a Stock Repurchase Program of Up to $1.0 Billion

Southfield, Michigan, May 05, 2025 (GLOBE NEWSWIRE) — Sun Communities, Inc. (NYSE: SUI) (the “Company” or “SUI”), a real estate investment trust (“REIT”) that owns and operates, or has an interest in, manufactured housing (“MH”) and recreational vehicle (“RV”) communities and marinas (collectively, the “properties”), today reported its first quarter results for 2025. In February 2025, the Company entered into an agreement to sell 100% of the Company’s interest in its Safe Harbor Marinas business. Accordingly, the results of the Safe Harbor Marinas business, along with the related assets and liabilities included in the disposition, are presented as held for sale and as discontinued operations for all periods presented herein. The sale was substantially completed subsequent to the quarter ended March 31, 2025.

Financial Results for the
Quarter Ended March 31, 2025

For the quarter ended March 31, 2025, net loss from continuing operations was $23.1 million, or $0.19 per diluted share, compared to net loss from continuing operations of $36.7 million, or $0.31 per diluted share for the same period in 2024.

Non-GAAP Financial Measures

Core Funds from Operations (“Core FFO”) for the quarter ended March 31, 2025, was $1.26 per common share and dilutive convertible securities (“Share”), as compared to $1.19 for the same period in 2024.
Same Property Net Operating Income (“NOI”)
- North America Same Property NOI for MH and RV increased by $9.6 million, or 4.6%, for the quarter ended March 31, 2025, as compared to the corresponding period in 2024.
- UK Same Property NOI decreased by $0.6 million, or 5.4%, for the quarter ended March 31, 2025, as compared to the corresponding period in 2024.

“We recently marked a milestone for Sun, as we completed the sale of Safe Harbor as part of our long-term strategy to reduce leverage, increase financial and strategic flexibility and further simplify the business,” said Gary A. Shiffman, Chairman and CEO. “With this transaction, we have repositioned the Company’s balance sheet and are laser focused on our core business and delivering reliable earnings growth. We are encouraged by our operational focus as we implement efficiencies and enhanced revenue-driving strategies. These have already started to deliver results, as seen in our solid first quarter, with particularly strong performance in Manufactured Housing and ongoing progress in expense management.”

Shiffman continued, “While the broader macro environment is seeing uncertainty, we are confident in our positioning and the resilience of our communities. The fundamentals driving demand remains intact, particularly around affordable housing and vacationing, and our markets remain supply constrained. Furthermore, with our financial flexibility and enhanced capital position, which allow us to invest in our growth, we are optimistic in our ability to create long-term value.”

OPERATING HIGHLIGHTS

North America Portfolio Occupancy

MH and annual RV sites were 98.0% occupied at March 31, 2025, as compared to 97.5% at March 31, 2024.
During the quarter ended March 31, 2025, the number of MH and annual RV revenue producing sites increased by approximately 20 sites, as compared to an increase of approximately 210 sites during the corresponding period in 2024.

Same Property
Results

For the properties owned and operated by the Company since at least January 1, 2024, excluding properties classified as discontinued operations, the following table reflects the percentage changes for the quarter ended March 31, 2025, as compared to the same period in 2024:

	Quarter Ended March 31, 2025
	North America
	MH		RV		Total		UK
Revenue	7.3	%	(2.0) %		4.4	%	0.2	%
Expense	2.8	%	5.5	%	4.0	%	3.8	%
NOI	8.9	%	(9.1) %		4.6	%	(5.4) %

North America Same Property adjusted blended occupancy for MH and RV increased by 150 basis points to 99.0% at March 31, 2025, from 97.5% at March 31, 2024.

INVESTMENT ACTIVITY

During the quarter ended March 31, 2025, the Company completed the following dispositions:

As previously announced, in January 2025, a portfolio of RV properties for total cash consideration of $92.9 million. The total consideration included proceeds from the disposition of four RV properties that were owned by the Company along with proceeds from the settlement of a developer note receivable of $36.5 million pertaining to three additional developer-owned properties in which the Company had provided financing.
In March 2025, a portfolio of three MH properties for total cash consideration of $27.8 million.

Subsequent to the quarter ended March 31, 2025, the Company completed the following dispositions:

In April 2025, a total of 123 marina properties for total cash consideration of $5.25 billion. See “Balance Sheet, Capital Markets Activity and Other Items” below for additional information.

Refer to page 14 for additional details related to the Company’s acquisition and disposition activity.

BALANCE SHEET, CAPITAL MARKETS ACTIVITY, AND OTHER ITEMS

As of March 31, 2025, the Company had $7.4 billion in debt outstanding with a weighted average interest rate of 4.1% and a weighted average maturity of 5.9 years. At March 31, 2025, the Company’s Net Debt to trailing twelve-month Recurring EBITDA ratio was 5.9 times.

Safe Harbor Sale

Subsequent to the quarter ended March 31, 2025, the Company completed the initial closing of its sale of the Safe Harbor Marinas business (the “Safe Harbor Sale”). The initial closing of the Safe Harbor Sale generated approximately $5.25 billion of pre-tax cash proceeds, net of transaction costs, with an estimated book gain on sale of approximately $1.4 billion. Pursuant to the terms of the transaction agreement, subsidiaries owning 15 marina properties representing approximately $250.0 million of value (the “Delayed Consent Subsidiaries”) were not part of the initial closing. The sales of those properties remain subject to the receipt of certain third-party consents, which may delay the timing of any such sale or may prevent any such property from being sold at all. The Company anticipates that the acquisitions of most or all of the Delayed Consent Subsidiaries will occur in the second quarter of 2025. The Company has begun to use the net cash proceeds to support a combination of debt reduction, distributions to shareholders, and reinvestment in the Company’s core portfolio.

Accordingly, subsequent to the quarter ended March 31, 2025, the Company settled outstanding debt balances of $1.6 billion under the Company’s senior credit facility and $740.0 million of secured mortgage debt, inclusive of prepayments costs. The Company also announced the planned redemption of $950.0 million, inclusive of prepayment costs, in outstanding unsecured senior notes that is expected to occur on May 10, 2025. Furthermore, the Company allocated approximately $1.0 billion into 1031 exchange escrow accounts to fund potential future MH and RV acquisitions.

Reporting Changes

As a result of the Safe Harbor Sale, we have revised the Company’s reporting structure to three segments, which consist of (i) MH communities, (ii) RV communities, and (iii) communities in the United Kingdom (“UK”). The new structure removes the Marina business from the Company’s operating segments as a result of its classification as a discontinued operation and reflects how the chief operating decision maker manages the business, makes operating decisions, allocates resources, and evaluates operating performance.

Service, retail, dining and entertainment revenues and expenses have been renamed as ancillary revenues and expenses to more appropriately reflect the nature of these activities for the Company’s continuing operations, after reclassifying the Marina results to discontinued operations. There was no impact to prior period net income, stockholders equity’, or cash flows due to the change in naming convention.

2025 Distributions

The Company’s Board of Directors has authorized a one-time special cash distribution of $4.00 per common share and unit, equating to approximately $520.0 million. The distribution will be payable on May 22, 2025 to shareholders of record on May 14, 2025. The Company’s Board of Directors also approved a quarterly distribution increase of 10.6%, to $1.04 per common share and unit. The increase is expected to begin with the second quarter distribution that is anticipated to be paid in July 2025. While the Board of Directors has approved the new quarterly distribution policy, the amount of each quarterly distribution on the Company’s common stock will be subject to approval by the Board of Directors.

Stock Repurchase Program

The Company’s Board of Directors has authorized a stock repurchase program of up to $1.0 billion of the Company’s outstanding common stock. The stock repurchase program does not obligate the Company to acquire any particular amount of common stock, and the repurchase program may be suspended or discontinued at any time at the Company’s discretion, through the expiration date of April 30, 2026.

2025 GUIDANCE

Following the substantial completion of the Safe Harbor Sale, the Company is establishing second quarter and full-year 2025 guidance for diluted EPS and Core FFO per Share as follows:

	Second Quarter Ending June 30, 2025				Full Year Ending December 31, 2025
	Low		High		Low		High
Diluted EPS attributable to the Consolidated Portfolio ^(a)	$	11.25	$	11.33	$	12.62	$	12.82
Core FFO per Share attributable to the Consolidated Portfolio ^(a)(b)(c)	$	1.62	$	1.70	$	6.43	$	6.63

^(a)The diluted share counts for the quarter ending June 30, 2025 and the year ending December 31, 2025 are estimated to be 132.4 million for each respective period.

^(b)No reconciliation of the forecasted range for Core FFO per share attributable to the Consolidated Portfolio is included in this release because we are unable to quantify certain amounts that would be required to be included in the reconciliation to the comparable GAAP financial measure without unreasonable efforts, particularly with respect to the allocations of itemized adjustments to the Consolidated Portfolio as the Safe Harbor Sale has closed on April 30, 2025, and we believe such reconciliation would imply a degree of precision that could be confusing or misleading to investors.

^(c)The Company’s guidance translates forecasted results from operations in the UK using the relevant exchange rate provided in the table presented below. The impact of fluctuations in Canadian and Australian foreign currency rates on guidance are not material.

Currencies		Exchange Rates
U.S. dollar (“USD”) / pound sterling (“GBP”)		1.24
USD / Canadian dollar (“CAD”)		0.70
USD / Australian dollar (“AUD”)		0.62

Supplemental Guidance Tables:

			Expected Change in 2025
Same Property Portfolio (in millions and %) ^(a)	FY 2024 Actual Results		Prior FY Range					May 5, 2025 Update
MH NOI (281 properties)	$	630.9	5.9	%	–	6.9	%	6.6	%	–	7.4	%
RV NOI (156 properties)	$	280.6	0.5	%	–	2.5	%	(3.5	%)	–	0.5	%

North America (MH and RV)
Revenues from real property	$	1,385.4	3.9	%	–	4.5	%	3.3	%	–	4.1	%
Total property operating expenses		473.9	2.6	%	–	3.3	%	2.0	%	–	2.8	%
Total North America Same Property NOI ^(b)	$	911.5	4.3	%	–	5.6	%	3.5	%	–	5.2	%

UK (51 properties)
Revenues from real property	$	142.9	4.6	%	–	5.2	%	4.6	%	–	5.2	%
Total property operating expenses		69.2	7.6	%	–	8.6	%	7.6	%	–	8.6	%
Total UK Same Property NOI ^(b)	$	73.7	0.9	%	–	2.9	%	0.9	%	–	2.9	%

For the second quarter ending June 30, 2025, the Company’s guidance range assumes North America Same Property NOI growth of 1.7% – 4.0% and UK Same Property NOI growth of 3.9% – 5.9%.

Consolidated Portfolio Guidance For 2025 (in millions and %, excluding marinas)			Expected Change/Range in FY 2025
	FY 2024 Actual Results		Prior FY Range					May 5, 2025 Update
Ancillary NOI^(c)	$	23.6	$	23.4	–	$	25.7	$	19.0	–	$	21.7
Interest income	$	20.2	$	19.1	–	$	20.3	$	57.0	–	$	60.0
Brokerage commissions and other, net^(d)	$	44.5	$	32.8	–	$	39.3	$	32.8	–	$	39.3
FFO contribution from North American home sales	$	9.9	$	3.5	–	$	5.1	$	3.5	–	$	5.1
FFO contribution from UK home sales	$	59.9	$	56.4	–	$	63.0	$	56.4	–	$	63.0
General and administrative expenses excluding non-recurring expenses	$	196.3	$	194.6	–	$	198.1	$	194.6	–	$	198.1
Interest expense	$	350.3	$	332.1	–	$	338.8	$	225.8	–	$	228.0
Current tax expense	$	3.6	$	11.5	–	$	13.4	$	13.0	–	$	15.1

Seasonality (excluding marinas)	1Q25			2Q25		3Q25		4Q25
North America Same Property NOI:
MH	25	%		25	%	25	%	25	%
RV	16	%		26	%	39	%	19	%
Total	23	%		25	%	29	%	23	%

UK Same Property NOI	13	%		28	%	38	%	21	%

Home Sales FFO
North America	11	%		31	%	41	%	17	%
UK	16	%		30	%	34	%	20	%

Consolidated Ancillary NOI	(13	)%		28	%	88	%	(3	)%

Consolidated EBITDA ^(e)	23	%	`	19	%	35	%	23	%

Core FFO per Share ^(e)	19	%		25	%	34	%	22	%

Footnotes to Supplemental Guidance Tables:
(a)	The amounts in the Same Property Portfolio table reflect constant currency, as Canadian dollar and pound sterling figures included within the 2024 amounts have been translated at the assumed exchange rates used for 2025 guidance.
(b)	Total North America Same Property results net $90.5 million and $94.5 million of utility revenue against the related utility expense in property operating expenses for 2024 results and 2025 guidance, respectively. Total UK Same Property results net $17.5 million and $19.2 million of utility revenue against the related utility expense in property operating expenses for 2024 results and 2025 guidance, respectively.
(c)	Service, Retail, dining, and entertainment NOI has been renamed as Ancillary NOI.
(d)	Brokerage commissions and other, net includes approximately $18.0 million and $13.9 million of business interruption income and $9.5 million and $13.5 million of income from nonconsolidated affiliates for full year 2024 results and 2025 guidance, respectively.
(e)	Includes realized contribution from marinas through the date of the Safe Harbor Sale and the expected contribution from the Delayed Consent Subsidiaries from the Safe Harbor Sale.

The estimates and assumptions presented above represent a range of possible outcomes and may differ materially from actual results. These estimates include contributions from all acquisitions, dispositions and capital markets activity completed through
May 5, 2025
, and the effect of the completion of the sale of the Delayed Consent Subsidiaries from the Safe Harbor Sale. These estimates exclude all other prospective acquisitions, dispositions and capital markets activity. The estimates and assumptions are forward-looking based on the Company’s current assessment of economic and market conditions and are subject to the other risks outlined below under the caption Cautionary Statement Regarding Forward-Looking Statements.

EARNINGS CONFERENCE CALL

A conference call to discuss first quarter results will be held on Tuesday, May 6, 2025 at 11:00 A.M. (ET). To participate, call toll-free at (877) 407-9039. Callers outside the U.S. or Canada can access the call at (201) 689-8470. A replay will be available following the call through May 20, 2025 and can be accessed toll-free by calling (844) 512-2921 or (412) 317-6671. The Conference ID number for the call and the replay is 13752708. The conference call will be available live on the Company’s website located at www.suninc.com. The replay will also be available on the website.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This press release contains various “forward-looking statements” within the meaning of the Securities Act of 1933, as amended (the “Securities Act”), and the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Company intends that such forward-looking statements will be subject to the safe harbors created thereby. For this purpose, any statements contained in this document that relate to expectations, beliefs, projections, future plans and strategies, trends or prospective events or developments, and similar expressions concerning matters that are not historical facts are deemed to be forward-looking statements. Words such as “forecasts,” “intend,” “goal,” “estimate,” “expect,” “project,” “projections,” “plans,” “predicts,” “potential,” “seeks,” “anticipates,” “should,” “could,” “may,” “will,” “designed to,” “foreseeable future,” “believe,” “scheduled,” “guidance,” “target,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these words. These forward-looking statements reflect the Company’s current views with respect to future events and financial performance, but involve known and unknown risks, uncertainties, and other factors, both general and specific to the matters discussed in this document, some of which are beyond the Company’s control. These risks, uncertainties, and other factors may cause the Company’s actual results to be materially different from any future results expressed or implied by such forward-looking statements. In addition to the risks described under “Risk Factors” contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, and in the Company’s other filings with the Securities and Exchange Commission, from time to time, such risks, uncertainties and other factors include, but are not limited to:

∙	The Company’s liquidity and refinancing demands;
∙	The Company’s ability to obtain or refinance maturing debt;
∙	The Company’s ability to maintain compliance with covenants contained in its debt facilities and its unsecured notes;
∙	Availability of capital;
∙	General volatility of the capital markets and the market price of shares of the Company’s capital stock;
∙	The risks associated with executing the redemption of the Company’s unsecured notes;
∙	Increases in interest rates and operating costs, including insurance premiums and real estate taxes;
∙	Difficulties in the Company’s ability to evaluate, finance, complete and integrate acquisitions, developments and expansions successfully;
∙	The ability of the Company to complete the sale of the remaining Safe Harbor properties that are subject to receipt of third-party consents on a timely basis or at all;
∙	The ability of the Company to realize the anticipated benefits of the Safe Harbor Sale, including with respect to tax strategies, or at all;
∙	The Company’s succession plan for its CEO, which could impact the execution of the Company’s strategic plan;
∙	Competitive market forces;
∙	The ability of purchasers of manufactured homes to obtain financing;
∙	The level of repossessions of manufactured homes;
∙	The Company’s ability to maintain effective internal control over financial reporting and disclosure controls and procedures;
∙	The Company’s remediation plan and its ability to remediate the material weakness in its internal control over financial reporting;
∙	Expectations regarding the amount or frequency of impairment losses;
∙	Changes in general economic conditions, including inflation, deflation, energy costs, the real estate industry, the effects of tariffs or threats of tariffs, trade wars, immigration issues, supply chain disruptions, and the markets within which the Company operates;
∙	Changes in foreign currency exchange rates, including between the U.S. dollar and each of the Canadian dollar, Australian dollar, and pound sterling;
∙	The Company’s ability to maintain its status as a REIT;
∙	Changes in real estate and zoning laws and regulations;
∙	The Company’s ability to maintain rental rates and occupancy levels;
∙	Legislative or regulatory changes, including changes to laws governing the taxation of REITs;
∙	Outbreaks of disease and related restrictions on business operations;
∙	Risks related to natural disasters such as hurricanes, earthquakes, floods, droughts, and wildfires; and
∙	Litigation, judgments or settlements, including costs associated with prosecuting or defending claims and any adverse outcomes;

Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made. The Company undertakes no obligation to publicly update or revise any forward-looking statements included or incorporated by reference into this document, whether as a result of new information, future events, changes in the Company’s expectations or otherwise, except as required by law.

Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee future results, levels of activity, performance or achievements. All written and oral forward-looking statements attributable to the Company or persons acting on the Company’s behalf are qualified in their entirety by these cautionary statements.

Company Overview and Investor Information

The Company

Established in 1975, Sun Communities, Inc. became a publicly owned corporation in December 1993. The Company is a fully integrated REIT listed on the New York Stock Exchange under the symbol: SUI. As of March 31, 2025, the Company owned, operated, or had an interest in a portfolio of 502 developed MH, RV, and UK properties comprising approximately 174,850 developed sites in the U.S., Canada, and the U.K. The Company also owned, operated, or held an interest in a portfolio of 138 marina properties comprising approximately 48,790 wet slips and dry storage spaces in the U.S. and Puerto Rico, which were classified within discontinued operations as of March 31, 2025.

For more information about the Company, please visit www.suninc.com.

Company Contacts

Investor Relations
Sara Ismail, Vice President
(248) 208-2500
[email protected]

Corporate Debt Ratings
Moody’s	S&P
Baa3 \| Stable	BBB+ \| Stable^(a)

^(a) Updated based on credit rating upgrade received as of May 1st, 2025.

Equity Research Coverage
Bank of America Merrill Lynch	Jana Galan	[email protected]
BMO Capital Markets	John Kim	[email protected]
Citi Research	Nicholas Joseph	[email protected]
	Eric Wolfe	[email protected]
Deutsche Bank	Omotayo Okusanya	[email protected]
	Conor Peaks	[email protected]
Evercore ISI	Steve Sakwa	[email protected]
Green Street Advisors	John Pawlowski	[email protected]
Jefferies LLC	Peter Abramowitz	[email protected]
JMP Securities	Aaron Hecht	[email protected]
RBC Capital Markets	Brad Heffern	[email protected]
Robert W. Baird & Co.	Wesley Golladay	[email protected]
Truist Securities	Anthony Hau	[email protected]
UBS	Michael Goldsmith	[email protected]
Wells Fargo	James Feldman	[email protected]
Wolfe Research	Andrew Rosivach	[email protected]
	Keegan Carl	[email protected]

Financial and Operating Highlights

($ in millions, except Per Share amounts, Unaudited)

	Quarters Ended
	3/31/2025			12/31/2024			9/30/2024			6/30/2024			3/31/2024
Financial Information
Basic earnings / (loss) per share from continuing operations	$	(0.19	)	$	(1.84	)	$	2.09		$	0.21		$	(0.31	)
Basic earnings / (loss) per share from discontinued operations		(0.15	)		0.08			0.22			0.21			0.09
Basic earnings / (loss) per share	$	(0.34	)	$	(1.76	)	$	2.31		$	0.42		$	(0.22	)
Diluted earnings / (loss) per share from continuing operations	$	(0.19	)	$	(1.85	)	$	2.09		$	0.21		$	(0.31	)
Diluted earnings / (loss) per share from discontinued operations		(0.15	)		0.08			0.22			0.21			0.09
Diluted earnings / (loss) per share	$	(0.34	)	$	(1.77	)	$	2.31		$	0.42		$	(0.22	)

Cash distributions declared per common share	$	0.94		$	0.94		$	0.94		$	0.94		$	0.94

FFO per Share^(a)(b)	$	1.06		$	1.30		$	2.19		$	1.79		$	1.12
Core FFO per Share^(a)(b)	$	1.26		$	1.41		$	2.34		$	1.86		$	1.19

Real Property NOI^(a)
MH	$	172.5		$	161.9		$	158.3		$	160.7		$	162.5
RV		44.7			50.4			117.0			74.2			51.2
UK		9.2			16.3			28.8			18.7			15.3
Total	$	226.4		$	228.6		$	304.1		$	253.6		$	229.0

Recurring EBITDA^(a)	$	236.7		$	271.5		$	382.6		$	335.9		$	234.0
TTM Recurring EBITDA / Interest^(a)	3.6 x			3.5 x			3.4 x			3.6 x			3.7 x
Net Debt / TTM Recurring EBITDA^(a)	5.9 x			6.0 x			6.0 x			6.2 x			6.1 x

Balance Sheet
Total assets	$	16,505.6		$	16,549.4		$	17,085.1		$	17,011.1		$	17,113.3
Total debt	$	7,348.1		$	7,352.8		$	7,324.8		$	7,852.8		$	7,872.0
Total liabilities	$	9,235.4		$	9,096.8		$	9,245.7		$	9,781.6		$	9,830.0

Operating Information
Properties
MH		284			287			287			295			295
RV		165			167			180			180			180
UK		53			53			54			54			54
Total		502			507			521			529			529

Sites
MH		97,320			97,430			97,300			100,160			99,930
Annual RV		31,960			32,100			34,480			33,590			33,290
Transient		23,810			24,830			25,060			25,720			25,560
UK annual		17,510			17,690			17,790			17,710			18,110
UK transient		4,250			4,340			4,500			4,580			3,220
Total sites		174,850			176,390			179,130			181,760			180,110

Occupancy
MH		97.3	%		97.3	%		96.9	%		96.7	%		96.7	%
Annual RV		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%
Blended MH and annual RV		98.0	%		98.0	%		97.7	%		97.5	%		97.5	%
UK annual		89.8	%		89.7	%		91.5	%		89.9	%		88.9	%

MH and RV Revenue Producing Site Net Gains ^(c)
MH leased sites, net		47			406			159			315			57
RV leased sites, net		(31	)		304			893			918			157
Total leased sites, net		16			710			1,052			1,233			214

^(a)Refer to Definition and Notes for additional information.

^(b)Excludes the effect of certain anti-dilutive convertible securities.

^(c)Revenue producing site net gains do not include occupied sites acquired during the year.

Portfolio Overview as of March 31, 2025
^(a)

	MH & RV Properties
	Properties	MH & Annual RV			Transient RV Sites	Total Sites	Sites for Development
Location	Properties	Sites	Occupancy %		Transient RV Sites	Total Sites	Sites for Development
North America
Florida	124	41,470	97.9	%	3,740	45,210	2,330
Michigan	85	33,010	97.6	%	520	33,530	1,290
California	37	6,980	99.3	%	1,850	8,830	570
Texas	29	9,270	97.9	%	1,640	10,910	3,850
Connecticut	16	1,900	95.8	%	100	2,000	—
Maine	15	2,510	97.3	%	1,030	3,540	200
Arizona	11	4,190	97.8	%	810	5,000	1,120
Indiana	11	2,940	99.0	%	1,010	3,950	180
New Jersey	11	3,040	100.0	%	950	3,990	260
Colorado	11	2,930	90.8	%	910	3,840	1,390
New York	10	1,530	99.0	%	1,640	3,170	780
Other	89	19,510	99.1	%	9,610	29,120	1,540
Total	449	129,280	98.0	%	23,810	153,090	13,510

Properties

UK Properties

Transient Sites

Total Sites

Sites for Development

Location

Sites

Occupancy %

United Kingdom

17,510

89.8

4,250

21,760

2,860

	Properties	Total Sites
	Properties	Total Sites
Total Portfolio ^(a)	502	174,850

^(a)The Company also owned 138 marina properties with 48,790 total wet slips and dry storage spaces, which were classified within discontinued operations as of March 31, 2025.

Consolidated Balance Sheets

(amounts in millions)

	(Unaudited)
	March 31, 2025			December 31, 2024
Assets
Land	$	3,471.8		$	3,461.5
Land improvements and buildings		9,043.1			9,058.7
Rental homes and improvements		827.5			834.1
Furniture, fixtures and equipment		763.5			739.2
Investment property		14,105.9			14,093.5
Accumulated depreciation		(3,327.7	)		(3,228.4	)
Investment property, net		10,778.2			10,865.1
Cash, cash equivalents and restricted cash		97.4			57.1
Inventory of manufactured homes		172.4			129.8
Notes and other receivables, net		373.7			430.1
Collateralized receivables, net^(a)		49.3			51.2
Goodwill		9.5			9.5
Other intangible assets, net		101.2			102.5
Other assets, net		449.3			442.4
Assets held for sale and discontinued operations, net^(b)		4,474.6			4,461.7
Total Assets	$	16,505.6		$	16,549.4
Liabilities
Mortgage loans payable	$	3,151.4		$	3,212.2
Secured borrowings on collateralized receivables^(a)		49.3			51.2
Unsecured debt		4,147.4			4,089.4
Distributions payable		122.6			122.6
Advanced reservation deposits and rent		327.3			249.4
Accrued expenses and accounts payable		231.4			265.8
Other liabilities		830.6			819.3
Liabilities held for sale and discontinued operations, net^(b)		375.4			286.9
Total Liabilities		9,235.4			9,096.8
Commitments and contingencies
Temporary equity		244.3			259.8
Shareholders’ Equity
Common stock		1.3			1.3
Additional paid-in capital		9,865.4			9,864.2
Accumulated other comprehensive loss		(6.6	)		(7.9	)
Distributions in excess of accumulated earnings		(2,938.7	)		(2,775.9	)
Total SUI Shareholders’ Equity		6,921.4			7,081.7
Noncontrolling interests
Common and preferred OP units		104.0			110.4
Consolidated entities		0.5			0.7
Total noncontrolling interests		104.5			111.1
Total Shareholders’ Equity		7,025.9			7,192.8
Total Liabilities, Temporary Equity and Shareholders’ Equity	$	16,505.6		$	16,549.4

^(a)Refer to “Secured borrowings on collateralized receivables” within Definitions and Notes for additional information.

^(b)Refer to “Discontinued Operations” within Definitions and Notes for additional information.

Consolidated Statements of Operations

(amounts in millions, except for per share amounts)

	Quarter Ended
	March 31, 2025			March 31, 2024			% Change
Revenues
Real property (excluding transient)^(a)	$	353.9		$	343.0		3.2	%
Real property – transient		30.5			37.5		(18.7) %
Home sales		67.2			68.9		(2.5) %
Ancillary		12.5			13.3		(6.0) %
Interest		4.4			4.5		(2.2) %
Brokerage commissions and other, net		1.7			2.0		(15.0) %
Total Revenues		470.2			469.2		0.2	%
Expenses
Property operating and maintenance^(a)		131.3			126.0		4.2	%
Real estate tax		26.7			25.5		4.7	%
Home costs and selling		52.6			51.9		1.3	%
Ancillary		15.4			16.2		(4.9) %
General and administrative		57.0			61.8		(7.8) %
Catastrophic event-related charges, net		(0.1	)		7.2		N/M
Depreciation and amortization		123.7			121.0		2.2	%
Asset impairments^(b)		24.0			19.8		21.2	%
Loss on extinguishment of debt		—			0.6		(100.0) %
Interest		82.1			89.7		(8.5) %
Total Expenses		512.7			519.7		(1.3) %
Loss Before Other Items		(42.5	)		(50.5	)	(15.8) %
Gain on foreign currency exchanges		8.7			1.1		N/M
Gain / (loss) on dispositions of properties		(1.1	)		5.4		N/M
Other income / (expense), net^(b)		5.7			(2.4	)	N/M
Loss on remeasurement of notes receivable		(0.2	)		(0.7	)	(71.4) %
Income from nonconsolidated affiliates		3.0			1.4		114.3	%
Gain on remeasurement of investment in nonconsolidated affiliates		—			5.2		(100.0) %
Current tax expense		(1.9	)		(1.9	)	—	%
Deferred tax benefit		5.2			5.7		(8.8) %
Loss from Continuing Operations		(23.1	)		(36.7	)	(37.1) %
Income / (loss) from discontinued operations, net^(b)		(18.5	)		11.2		N/M
Net Loss		(41.6	)		(25.5	)	63.1	%
Less: Preferred return to preferred OP units / equity interests		3.1			3.2		(3.1) %
Less: Loss attributable to noncontrolling interests		(1.9	)		(1.3	)	46.2	%
Net Loss Attributable to SUI Common Shareholders	$	(42.8	)	$	(27.4	)	56.2	%

Weighted average common shares outstanding – basic^(b)		126.6			123.6		2.4	%
Weighted average common shares outstanding – diluted^(b)		129.8			126.6		2.5	%

Basic loss per share from continuing operations	$	(0.19	)	$	(0.31	)	54.5	%
Basic earnings / (loss) per share from discontinued operations		(0.15	)		0.09		N/M
Basic loss per share	$	(0.34	)	$	(0.22	)	54.5	%

Diluted loss per share from continuing operations^(c)	$	(0.19	)	$	(0.31	)	54.5	%
Diluted earnings / (loss) per share from discontinued operations^(c)		(0.15	)		0.09		N/M
Diluted loss per share^(c)	$	(0.34	)	$	(0.22	)	54.5	%

^(a) Refer to “Utility Revenues” within Definitions and Notes for additional information.

^(b) Refer to Definitions and Notes for additional information.

^(c) Excludes the effect of certain anti-dilutive convertible securities.

N/M = Not meaningful. N/A = Not applicable.

Reconciliation of Net Loss Attributable to SUI Common Shareholders to Core FFO

(amounts in millions, except for per share data)

	Quarter Ended
	March 31, 2025			March 31, 2024
Net Loss Attributable to SUI Common Shareholders	$	(42.8	)	$	(27.4	)
Adjustments
Depreciation and amortization – continuing operations^(a)		122.6			120.2
Depreciation and amortization – discontinued operations^(a)		36.4			44.3
Depreciation on nonconsolidated affiliates		0.2			0.1
Asset impairments – continuing operations^(a)		24.0			19.8
Asset impairments – discontinued operations^(a)		2.1			0.9
Gain on remeasurement of investment in nonconsolidated affiliates		—			(5.2	)
Loss on remeasurement of notes receivable		0.2			0.7
(Gain) / loss on dispositions of properties, including tax effect		1.1			(5.3	)
Add: Returns on preferred OP units		1.8			2.1
Add: Loss attributable to noncontrolling interests		(1.6	)		(0.9	)
Gain on disposition of assets, net		(3.9	)		(5.4	)
FFO ^(a)(d)		140.1			143.9
Adjustments
Acquisition and other transaction costs – continuing operations^(a)		9.5			9.9
Transaction costs – discontinued operations^(a)		14.6			—
Loss on extinguishment of debt		—			0.6
Catastrophic event-related charges, net		(0.1	)		7.2
Loss of earnings – catastrophic event-related charges, net^(b)		4.0			5.3
Gain on foreign currency exchanges		(8.7	)		(1.1	)
Other adjustments, net – continuing operations^(a)		(7.9	)		(2.0	)
Other adjustments, net – discontinued operations^(a)		14.6		$	(10.4	)
Core FFO ^(a)(c)(d)	$	166.1		$	153.4

Weighted Average Common Shares Outstanding – Diluted		131.6			128.7
FFO per Share ^(a)(c)(d)	$	1.06		$	1.12
Core FFO per Share ^(a)(c)(d)	$	1.26		$	1.19

^(a) Refer to Definitions and Notes for additional information.

^(b) Loss of earnings – catastrophic event-related charges, net include the following:

	Quarter Ended
	March 31, 2025		March 31, 2024
Hurricane Ian – three Fort Myers, Florida RV communities impaired
Estimated loss of earnings in excess of the applicable business interruption deductible	$	3.8	$	5.3
Hurricane Helene – one Dunedin Florida RV community impaired
Estimated loss of earnings in excess of the applicable business interruption deductible, net		0.2		—
Loss of earnings – catastrophic event-related charges, net	$	4.0	$	5.3

^(c) Excludes the effect of certain anti-dilutive convertible securities.

^(d)FFO and Core FFO include discontinued operations activity of $20.0 million or $0.15 per Share, and $49.2 million or $0.37 per Share, respectively, during the quarter ended March 31, 2025, and $56.4 million or $0.44 per Share, and $46.0 million or $0.36 per Share, respectively, during the quarter ended March 31, 2024.

Reconciliation of Net Loss Attributable to SUI Common Shareholders to NOI

(amounts in millions)

	Quarter Ended
	March 31, 2025			March 31, 2024
Net Loss Attributable to SUI Common Shareholders	$	(42.8	)	$	(27.4	)
Interest income		(4.4	)		(4.5	)
Brokerage commissions and other revenues, net		(1.7	)		(2.0	)
General and administrative		57.0			61.8
Catastrophic event-related charges, net		(0.1	)		7.2
Depreciation and amortization		123.7			121.0
Asset impairments^(a)		24.0			19.8
Loss on extinguishment of debt		—			0.6
Interest expense		82.1			89.7
Gain on foreign currency exchanges		(8.7	)		(1.1	)
(Gain) / loss on disposition of properties		1.1			(5.4	)
Other (income) / expense, net^(a)		(5.7	)		2.4
Loss on remeasurement of notes receivable		0.2			0.7
Income from nonconsolidated affiliates		(3.0	)		(1.4	)
Gain on remeasurement of investment in nonconsolidated affiliates		—			(5.2	)
Current tax expense		1.9			1.9
Deferred tax benefit		(5.2	)		(5.7	)
(Income) / loss from discontinued operations, net		18.5			(11.2	)
Add: Preferred return to preferred OP units / equity interests		3.1			3.2
Add: Loss attributable to noncontrolling interests		(1.9	)		(1.3	)
NOI	$	238.1		$	243.1

	Quarter Ended
	March 31, 2025			March 31, 2024
Real property NOI^(a)(b)	$	226.4		$	229.0
Home sales NOI^(a)(b)		14.6			17.0
Ancillary NOI^(a)(b)		(2.9	)		(2.9	)
NOI	$	238.1		$	243.1

^(a) Refer to Definitions and Notes for additional information.

^(b) Excludes properties classified as discontinued operations. During the quarters ended March 31, 2025 and 2024, the Company’s marina properties generated total NOI of $64.3 million and $61.8 million, which was recorded within Income / (loss) from discontinued operations, net on the Consolidated Statements of Operations. Refer to the section “Discontinued Operations” within the Definitions and Notes for additional information.

Reconciliation of Net Loss Attributable to SUI Common Shareholders to Recurring EBITDA

(amounts in millions)

	Quarter Ended
	March 31, 2025			March 31, 2024
Net Loss Attributable to SUI Common Shareholders	$	(42.8	)	$	(27.4	)
Adjustments
Depreciation and amortization – continuing operations		123.7			121.0
Depreciation and amortization – discontinued operations		36.4			44.3
Asset impairments – continuing operations^(a)		24.0			19.8
Asset impairments – discontinued operations^(a)		2.1			0.9
Loss on extinguishment of debt		—			0.6
Interest expense		82.1			89.7
Current tax expense – continuing operations		1.9			1.9
Current tax expense – discontinued operations		0.3			0.2
Deferred tax benefit		(5.2	)		(5.7	)
Income from nonconsolidated affiliates		(3.0	)		(1.4	)
Less: (Gain) / loss on dispositions of properties		1.1			(5.4	)
Less: Gain on dispositions of assets, net		(3.9	)		(5.4	)
EBITDAre ^(a)	$	216.7		$	233.1
Adjustments
Transaction costs – discontinued operations		14.6			—
Catastrophic event-related charges, net		(0.1	)		7.2
Gain on foreign currency exchanges		(8.7	)		(1.1	)
Other (income) / expense, net – continuing operations^(a)		(5.7	)		2.4
Other (income) / expense, net – discontinued operations^(a)		14.6			(10.4	)
Loss on remeasurement of notes receivable		0.2			0.7
Gain on remeasurement of investment in nonconsolidated affiliates		—			(5.2	)
Add: Preferred return to preferred OP units / equity interests		3.1			3.2
Add: Loss attributable to noncontrolling interests		(1.9	)		(1.3	)
Add: Gain on dispositions of assets, net		3.9			5.4
Recurring EBITDA ^(a)	$	236.7		$	234.0

^(a) Refer to Definitions and Notes for additional information.

Real Property Operations – Total Portfolio

(amounts in millions, except statistical information)

	Quarter Ended March 31, 2025												Quarter Ended March 31, 2024
Financial Information	MH			RV			UK			Total			MH			RV			UK			Total
Revenues
Real property (excluding transient)^(a)	$	248.8		$	73.8		$	31.3		$	353.9		$	237.6		$	70.0		$	35.4		$	343.0
Real property – transient		0.5			28.1			1.9			30.5			0.4			34.5			2.6			37.5
Total operating revenues		249.3			101.9			33.2			384.4			238.0			104.5			38.0			380.5
Expenses
Property operating expenses		76.8			57.2			24.0			158.0			75.5			53.3			22.7			151.5
Real Property NOI ^(a)	$	172.5		$	44.7		$	9.2		$	226.4		$	162.5		$	51.2		$	15.3		$	229.0

	As of March 31, 2025												As of March 31, 2024
Other Information	MH			RV			UK			Total			MH			RV			UK			Total
Number of Properties		284			165			53			502			295			180			54			529
Sites
Sites^(b)		97,320			31,960			17,510			146,790			99,930			33,290			18,110			151,330
Transient sites	N/A				23,810			4,250			28,060		N/A				25,560			3,220			28,780
Total		97,320			55,770			21,760			174,850			99,930			58,850			21,330			180,110
Occupancy		97.3	%		100.0	%		89.8	%		97.0	%		96.7	%		100.0	%		88.9	%		96.5	%

N/A = Not applicable.

^(a) Refer to Definitions and Notes for additional information.

^(b) MH annual sites included 11,495 and 10,300 rental homes in the Company’s rental program at March 31, 2025 and 2024, respectively. The Company’s investment in occupied rental homes at March 31, 2025 was $812.1 million, an increase of 16.6% from $696.3 million at March 31, 2024.

Real Property Operations – North America Same Property Portfolio
^(a)

(amounts in millions, except for statistical information)

	Quarter Ended March 31, 2025						Quarter Ended March 31, 2024						Total Change			% Change ^(d)
	MH ^(b)		RV ^(b)		Total		MH ^(b)		RV ^(b)		Total		Total Change			MH		RV		Total
Financial Information
Same Property Revenues
Real property (excluding transient)	$	227.5	$	67.6	$	295.1	$	212.0	$	62.7	$	274.7	$	20.4		7.3	%	7.8	%	7.4	%
Real property – transient		0.5		26.3		26.8		0.4		33.1		33.5		(6.7	)	20.2	%	(20.6) %		(20.1) %
Total Same Property operating revenues		228.0		93.9		321.9		212.4		95.8		308.2		13.7		7.3	%	(2.0) %		4.4	%
Same Property Expenses
Same Property operating expenses^(e)(f)		56.3		49.1		105.4		54.8		46.5		101.3		4.1		2.8	%	5.5	%	4.0	%
Real Property NOI ^(a)	$	171.7	$	44.8	$	216.5	$	157.6	$	49.3	$	206.9	$	9.6		8.9	%	(9.1) %		4.6	%
Other Information
Number of properties		281		157		438		281		157		438
Sites		96,830		53,620		150,450		96,550		53,580		150,130

^(a) Refer to Definitions and Notes for additional information.

^(b)Same Property results for the Company’s MH and RV properties reflect constant currency for comparative purposes. Canadian currency figures in the prior comparative period have been translated at the average exchange rate of $0.6966 USD per Canadian dollar, respectively, during the quarter ended March 31, 2025.

^(c) Financial results from properties impacted by dispositions and catastrophic weather events during 2024 have been removed from Same Property reporting.

^(d) Percentages are calculated based on unrounded numbers.

^(e) Refer to “Utility Revenues” within Definitions and Notes for additional information.

^(f) Total Same Property operating expenses consist of the following components for the periods shown (in millions) and exclude amounts invested into recently acquired properties to bring them up to the Company’s standards:

	Quarter Ended
	March 31, 2025		March 31, 2024		Change			% Change ^(d)
Payroll and benefits	$	30.1	$	30.4	$	(0.3	)	(1.1) %
Real estate taxes		24.2		22.9		1.3		5.7	%
Supplies and repairs		14.9		13.2		1.7		12.9	%
Utilities		16.1		13.7		2.4		17.6	%
Legal, state / local taxes, and insurance		10.4		11.6		(1.2	)	(10.2) %
Other		9.7		9.5		0.2		2.2	%
Total Same Property Operating Expenses	$	105.4	$	101.3	$	4.1		4.0	%

Real Property Operations – North America Same Property Portfolio
^(a)
(Continued)

(amounts in millions, except for statistical information)

	As of
	March 31, 2025						March 31, 2024
	MH			RV			MH			RV
Other Information
Number of properties^(b)		281			157			281			157
Sites
MH and annual RV sites		96,830			31,040			96,550			29,710
Transient RV sites	N/A				22,580		N/A				23,870
Total		96,830			53,620			96,550			53,580
MH and Annual RV Occupancy
Occupancy^(c)		97.5	%		100.0	%		97.0	%		100.0	%
Average monthly base rent per site	$	724		$	672		$	688		$	636
% Change of monthly base rent^(d)		5.2	%		5.7	%	N/A			N/A
Rental Program Statistics included in MH
Number of occupied sites, end of period^(e)		11,100		N/A				9,970		N/A
Monthly rent per site – MH rental program	$	1,352		N/A			$	1,317		N/A
% Change^(d)		2.7	%	N/A			N/A			N/A

N/A = Not applicable.

^(a) Refer to Definitions and Notes for additional information.

^(b) Financial results from properties impacted by dispositions and catastrophic weather events during 2024 have been removed from Same Property reporting.

^(c) Same Property blended occupancy for MH and RV was 98.1% at March 31, 2025, up 40 basis points from 97.7% at March 31, 2024. Adjusting for recently delivered and vacant expansion sites, Same Property adjusted blended occupancy for MH and RV increased by 150 basis points year over year, to 99.0% at March 31, 2025, from 97.5% at March 31, 2024.

^(d) Calculated using actual results without rounding.

^(e) Occupied rental program sites in Same Property are included in total sites.

Real Property Operations – UK Same Property Portfolio
⁽
^a)

(amounts in millions, except for statistical information)

	Quarter Ended
	March 31, 2025		March 31, 2024		% Change ^(c)
Financial Information ^(b)
Same Property Revenues
Real property (excluding transient)	$	25.3	$	24.5	3.5	%
Real property – transient		1.8		2.6	(30.9) %
Total Same Property operating revenues		27.1		27.1	0.2	%
Same Property Expenses
Same Property operating expenses^(d)		17.1		16.5	3.8	%
Real Property NOI ^(a)	$	10.0	$	10.6	(5.4) %

	As of
	March 31, 2025			March 31, 2024
Other Information
Number of properties		51			51
Sites
UK sites		16,780			16,710
UK transient sites		3,400			3,180
Occupancy^(e)		89.9	%		89.6	%
Average monthly base rent per site	$	541		$	520
% change in monthly base rent(^c)		4.0	%	N/A

^(a) Refer to Definitions and Notes for additional information.

^(b)Same Property results for the Company’s UK properties reflect constant currency for comparative purposes. British pound sterling figures in the prior comparative period have been translated at the average exchange rate of $1.2588 USD per pound sterling, respectively, during the quarter ended March 31, 2025.

^(c) Percentages are calculated based on unrounded numbers.

^(d) Refer to “Utility Revenues” within Definitions and Notes for additional information.

^(e)Adjusting for recently delivered and vacant expansion sites, Same Property adjusted occupancy decreased by 60 basis points year over year, to 90.1% at March 31, 2025, from 90.7% at March 31, 2024.

Home Sales Summary

($ in millions, except for average selling price)

	Quarter Ended
Financial Information	March 31, 2025			March 31, 2024			% Change
North America
Home sales	$	28.7		$	32.8		(12.5) %
Home cost and selling expenses		24.5			26.2		(6.5) %
NOI^(a)	$	4.2		$	6.6		(36.4) %
NOI margin %^(a)		14.6	%		20.1	%
UK
Home sales	$	38.5		$	36.1		6.6	%
Home cost and selling expenses		28.1			25.7		9.3	%
NOI^(a)	$	10.4		$	10.4		—	%
NOI margin %^(a)		27.0	%		28.8	%
Total
Home sales	$	67.2		$	68.9		(2.5) %
Home cost and selling expenses		52.6			51.9		1.3	%
NOI^(a)	$	14.6		$	17.0		(14.1) %
NOI margin %^(a)		21.7	%		24.7	%
Other information
Units Sold:
North America		347			327		6.1	%
UK		614			621		(1.1) %
Total home sales		961			948		1.4	%
Average Selling Price:
North America	$	82,709		$	100,306		(17.5) %
UK	$	62,704		$	58,132		7.9	%

^(a) Refer to Definitions and Notes for additional information.

Operating Statistics for MH and Annual RVs

	Resident Move-outs
	% of Total Sites			Number of Move-outs	Leased Sites, Net ^(b)	New Home Sales	Pre-owned Home Sales	Brokered Re-sales
2025 – YTD as of March 31	4.6	%	^(a)	3,172	16	67	280	357
2024	4.3	%		7,050	3,209	447	1,554	1,700
2023	3.6	%		6,590	3,268	564	2,001	2,296

^(a) Percentage calculated on a trailing 12-month basis.

^(b) Increase in revenue producing sites, net of new vacancies.

Acquisitions and Dispositions

(amounts in millions, except for *)

Property Name

Property Type

Number of Properties*

Sites, Wet Slips and Dry Storage Spaces*

State, Province or Country

Total Purchase Price / Sales Proceeds

Month

DISPOSITIONS

First Quarter
2025

RV Portfolio^(a)

815

Various

92.9

January

MH Portfolio

136

27.8

March

Subsequent to
First Quarter
2025

Sun Retreats Millbrook

394

3.5

April

Safe Harbor Marinas

Marina

123

43,143

Various

5,250.0

April

Total Dispositions to Date

129

44,488

5,374.2

^(a) Total sales proceeds include the disposition of two operating properties and two development properties that were owned by the Company along with the settlement of a developer note receivable of $36.5 million pertaining to three additional properties in which the Company had provided financing to the developer.

Capital Expenditures and Investments

(amounts in millions)

	Three Months Ended						Year Ended
	March 31, 2025						December 31, 2024						December 31, 2023
	MH / RV		UK		Total		MH / RV		UK		Total		MH / RV		UK		Total
Recurring Capital Expenditures^(a)	$	9.6	$	4.0	$	13.6	$	54.5	$	13.5	$	68.0	$	51.8	$	—	$	51.8

Non-Recurring Capital Expenditures^(a)
Lot Modifications	$	7.7	$	1.1	$	8.8	$	35.5	$	1.7	$	37.2	$	54.9	$	—	$	54.9
Growth Projects		4.3		1.3		5.6		11.5		4.8		16.3		21.6		—		21.6
Rebranding		—		0.3		0.3		—		3.1		3.1		4.7		—		4.7
Acquisitions		3.5		1.4		4.9		36.2		13.5		49.7		115.1		67.3		182.4
Expansion and Development		18.9		4.1		23.0		105.2		17.8		123.0		247.4		2.9		250.3
Total Non-Recurring Capital Expenditures^(b)		34.4		8.2		42.6		188.4		40.9		229.3		443.7		70.2		513.9
Total	$	44.0	$	12.2	$	56.2	$	242.9	$	54.4	$	297.3	$	495.5	$	70.2	$	565.7

^(a)Refer to Definitions and Notes for additional information.

^(b) Excludes total capital expenditures and investments of $48.7 million, $279.1 million, and $330.7 million for the quarter ended March 31, 2025, and years ended December 31, 2024 and 2023, respectively, which pertain to Marina properties classified as discontinued operations.

^(c) Average based on actual number of MH and RV sites and UK sites associated with the recurring capital expenditures in each period.

Capitalization Overview

(Shares and units in thousands, dollar amounts in millions, except for *)

	As of March 31, 2025
	Common Equivalent Shares	Share Price*		Capitalization
Equity and Enterprise Value
Common shares	127,588	$	128.64	$	16,412.9
Convertible securities
Common OP units	2,885	$	128.64		371.1
Preferred OP units	2,422	$	128.64		311.6
Diluted shares outstanding and market capitalization^(a)	132,895				17,095.6
Plus: Total debt, per consolidated balance sheet					7,348.1
Total capitalization					24,443.7
Less: Cash and cash equivalents (excluding restricted cash) – continuing operations					(88.9	)
Less: Cash and cash equivalents (excluding restricted cash) – discontinued operations					(4.2	)
Enterprise Value ^(b)				$	24,350.6

Debt		Weighted Average Maturity (in years)*		Debt Outstanding
Mortgage loans payable			8.2	$	3,151.4
Secured borrowings on collateralized receivables^(c)			13.0		49.3
Unsecured debt			4.1		4,147.4
Total carrying value of debt, per consolidated balance sheet			5.9		7,348.1
Plus: Unamortized deferred financing costs and discounts / premiums on debt					33.3
Total Debt				$	7,381.4

Corporate Debt Rating and Outlook
Moody’s				Baa3 \| Stable
S&P				BBB \| Stable

^(a)Refer to “Securities” within Definitions and Notes for additional information related to the Company’s securities outstanding.

^(b)Refer to “Enterprise Value” within Definitions and Notes for additional information.

^(c)Refer to “Secured borrowings on collateralized receivables” within Definitions and Notes for additional information.

Summary of Outstanding Debt

(amounts in millions, except for *)

	Quarter Ended
	March 31, 2025
	Debt Outstanding		Weighted Average Interest Rate ^(a) *		Maturity Date*
Secured Debt:
Mortgage loans payable	$	3,151.4	3.99	%	Various
Secured borrowings on collateralized receivables^(b)		49.3	8.56	%	Various
Total Secured Debt		3,200.7	4.06	%

Unsecured Debt:
Senior Credit Facility:
Revolving credit facilities (in USD)^(c)		1,470.1	4.68	%	April 2026^(d)

Senior Unsecured Notes:
2028 senior unsecured notes		447.6	2.29	%	November 2028
2029 senior unsecured notes		496.5	5.55	%	January 2029
2031 senior unsecured notes		743.6	2.70	%	July 2031
2032 senior unsecured notes		593.4	3.61	%	April 2032
2033 senior unsecured notes		396.2	5.51	%	January 2033
Total Senior Unsecured Notes		2,677.3	3.78	%

Total Unsecured Debt		4,147.4	4.10	%
Total carrying value of debt, per consolidated balance sheets		7,348.1	4.08	%
Plus: Unamortized deferred financing costs, discounts / premiums on debt, and fair value adjustments^(a)		33.3
Total debt	$	7,381.4

^(a)Includes the effect of amortizing deferred financing costs, loan premiums / discounts, and derivatives, as well as fair value adjustments on the Secured borrowings on collateralized receivables.

^(b)Refer to “Secured borrowings on collateralized receivables” within Definitions and Notes for additional information.

^(c)As of March 31, 2025, the Company’s revolving credit facilities consisted of:

$480.0 million borrowed on its U.S. line of credit at the Secured Overnight Financing Rate (“SOFR”) plus 85 basis points margin. As of March 31, 2025, $150.0 million was swapped to a weighted average fixed SOFR rate of 4.757% for an all-in fixed rate of 5.707%.
$978.2 million (£756.7 million) borrowed on its GBP and multicurrency lines of credit at the Daily Sterling Overnight Index Average (“SONIA”) base rate, plus 85 basis points margin. As of March 31, 2025, $646.4 million (£500.0 million) was swapped to a weighted average fixed SONIA rate of 2.924% for an all-in fixed rate of 3.806% inclusive of margin.
$11.9 million USD equivalent borrowed on its AUD line of credit at the Bank Bill Swap Bid Rate (“BBSY”) plus 85 basis points margin.

^(d)Represents the initial maturity for the revolving loan facility. The Company holds the unilateral option to extend the maturity date for two additional six-month periods to April 7, 2027.
^(e)
Debt Maturities^(a)

(amounts in millions, except for *)

	As of
	March 31, 2025
Year	Mortgage Loans Payable ^(b)		Principal Amortization		Secured Borrowings on Collateralized Receivables ^(c)(d)		Senior Credit Facility ^(e)		Senior Unsecured Notes		Total
2025	$	—	$	39.4	$	1.7	$	—	$	—	$	41.1
2026		650.5		44.3		2.4		1,470.1		—		2,167.3
2027		4.0		38.3		2.6		—		—		44.9
2028		303.8		41.0		2.8		—		450.0		797.6
2029		335.0		39.4		3.0		—		500.0		877.4
Thereafter		1,169.0		501.3		32.8		—		1,750.0		3,453.1
Total	$	2,462.3	$	703.7	$	45.3	$	1,470.1	$	2,700.0	$	7,381.4

^(a) Debt maturities include the unamortized deferred financing costs, discount / premiums, and fair value adjustments associated with outstanding debt.

^(b) For the Mortgage loans payable maturing between 2025 – 2029:

	2025			2026			2027			2028			2029
Weighted average interest rate	—	%		3.97	%		4.34	%		4.04	%		3.23	%

^(c) Balance at March 31, 2025 excludes fair value adjustments of $3.9 million.

^(d) Refer to “Secured borrowings on collateralized receivables” within Definitions and Notes for additional information.

^(e) Represents the initial maturity for the revolving loan facility. The Company holds the unilateral option to extend the maturity date for two additional six-month periods to April 7, 2027.

^ Excludes the Company’s borrowings under its senior credit facility.

Debt Analysis

		As of
		March 31, 2025
Select Credit Ratios
Net Debt / TTM recurring EBITDA^(a)		5.9 x
Net Debt / Enterprise Value^(a)		29.8	%
Net Debt / gross assets^(a)		35.6	%
Unencumbered assets / total assets		79.9	%
Floating rate debt / total debt^(b)		9.1	%
Coverage Ratios
TTM Recurring EBITDA^(a)(b) / interest		3.6 x
TTM Recurring EBITDA^(a)(b) / interest + preferred distributions + preferred stock distribution		3.6 x
Senior Credit Facility Covenants	Requirement
Maximum leverage ratio	<65.0 %	32.0	%
Minimum fixed charge coverage ratio	>1.40 x	2.99 x
Maximum secured leverage ratio	<40.0 %	11.6	%
Senior Unsecured Note Covenants	Requirement
Total debt / total assets	≤60.0 %	38.5	%
Secured debt / total assets	≤40.0 %	16.8	%
Consolidated income available for debt service / debt service	≥1.50 x	4.08 x
Unencumbered total asset value / total unsecured debt	≥150.0 %	366.9	%

^(a)Refer to Definitions and Notes for additional information.

^(b) Percentage includes the impact of hedge activities.

Definitions and Notes

Acquisition and Other Transaction Costs – In the Company’s Reconciliation of Net Loss Attributable to SUI Common Shareholders to Core FFO on page 6, ‘Acquisition and other transaction costs – continuing operations’ represent (a) nonrecurring integration expenses associated with acquisitions during the quarters ended March 31, 2025 and 2024, (b) costs associated with potential acquisitions that will not close, (c) expenses incurred to bring recently acquired properties up to the Company’s operating standards, including items such as tree trimming and painting costs that do not meet the Company’s capitalization policy, and (d) other non-recurring transaction costs. Within this same reconciliation on page 6, ‘Transaction costs – discontinued operations’ represent other non-recurring transaction costs that are directly attributable to the Safe Harbor Sale.

Asset Impairments – In the Company’s Consolidated Statements of Operations on page 5, the Company recorded asset impairment charges during the quarter ended March 31, 2025, which primarily consisted of aggregate charges of $20.5 million related to pre-construction development costs at seven MH and RV properties for which the related development projects are no longer probable of being realized.

Capital Expenditures and Investment Activity – The Company classifies its investments in properties into the following categories:

Recurring Capital Expenditures – Property recurring capital expenditures are necessary to maintain asset quality, including purchasing and replacing items used to operate the communities. Recurring capital expenditures at the Company’s MH, RV, and UK properties include major road, driveway and pool improvements; clubhouse renovations; adding or replacing streetlights; playground equipment; signage; maintenance facilities; manager housing and property vehicles. The minimum capitalized amount is one thousand dollars.
Non-Recurring
Capital Expenditures – The following investment and reinvestment activities are non-recurring in nature:
- Lot Modifications – consist of expenditures incurred to modify the foundational structures required to set a new home after a previous home has been removed. These expenditures are necessary to create a revenue stream from a new site renter and often improve the quality of the community. Other lot modification expenditures include land improvements added to annual RV sites to aid in the conversion of transient RV guests to annual contracts. See page 13 for move-out rates.
- Growth Projects – consist of revenue-generating or expense-reducing activities at the properties. These include, but are not limited to, utility efficiency and renewable energy projects, site, or amenity upgrades, such as the addition of a garage or shed, and other special capital projects that substantiate an incremental rental increase.
- Rebranding – includes new signage at the Company’s RV communities and costs of building an RV mobile application and updated website.
- Acquisitions – Total acquisition investments represent the purchase price paid for operating properties (detailed for the current calendar year on page 14), the purchase price paid for land parcels for future ground-up development and expansion activity, and any capital improvements identified during due diligence from the acquisition date through the third year of ownership needed to bring acquired properties up to the Company’s operating standards.

Capital improvements subsequent to acquisition often require 24 to 36 months to complete after closing. At MH, RV, and UK properties, capital improvements include upgrading clubhouses; landscaping; new street lighting systems; new mail delivery systems; pool renovations including larger decks, heaters and furniture; new maintenance facilities; lot modifications; and new signage including main signs and internal road signs.

For the quarter ended March 31, 2025, the components of total acquisition investment are as follows, excluding discontinued operations (in millions):

	Quarter Ended March 31, 2025
	MH and RV		UK		Total
Capital improvements to recent property acquisitions	$	2.5	$	1.4	$	3.9
Other acquisitions		1.0		—		1.0
Total Acquisition Investments	$	3.5	$	1.4	$	4.9

Expansions and Developments – consist primarily of construction costs such as roads, activities, and amenities, and costs necessary to complete site improvements, such as driveways, sidewalks, and landscaping at the Company’s MH, RV, and UK communities. Expenditures also include costs to rebuild after damage has been incurred at MH, RV, or UK properties, and research and development.

Assets Held for Sale and Discontinued Operations – In February 2025, we entered into the Safe Harbor Sale, which represents a strategic shift in operations that is expected to have a major effect on the Company’s operations and financial results. Accordingly, the results of the Marina business and assets and liabilities included in the disposition are presented as held for sale and as discontinued operations for all periods presented herein.

Subsequent to the quarter ended March 31, 2025, the Company closed the Safe Harbor Sale, which generated pre-tax proceeds of approximately $5.25 billion, net of transaction and employee separation costs. The transfer of subsidiaries owning approximately 15 of Safe Harbor’s properties (“the Delayed Consent Subsidiaries”) with an aggregate agreed value of approximately $250.0 million is further subject to certain third-party consents and the Delayed Consent Subsidiaries therefore may be transferred in one or more subsequent closings. The assets and liabilities of Safe Harbor Marinas are presented as “Held for sale” and its operations and cash flows are presented as discontinued operations.

The following table sets forth a summary of assets and liabilities attributable to discontinued operations related to Safe Harbor Marinas (in millions):

	March 31, 2025			December 31, 2024
Assets
Land	$	1,049.5		$	1,049.5
Land improvements and buildings		2,432.7			2,401.9
Furniture, fixtures and equipment		379.5			369.2
Investment property		3,861.7			3,820.6
Accumulated depreciation		(540.8	)		(512.6	)
Investment property, net		3,320.9			3,308.0
Cash, cash equivalents and restricted cash		12.7			6.8
Notes and other receivables, net		60.2			53.9
Goodwill		543.4			541.7
Other intangible assets, net		233.2			236.4
Other assets, net		268.3			267.7
Total assets attributable to discontinued operations, net	$	4,438.7		$	4,414.5
Liabilities
Advanced reservation deposits and rent	$	126.8		$	81.6
Accrued expenses and accounts payable		67.0			44.3
Other liabilities		181.6			161.0
Total liabilities attributable to discontinued operations, net	$	375.4		$	286.9

The following table sets forth a summary of the operating results included within Income / (loss) from discontinued operations, net related to Safe Harbor Marinas (in millions):

	Quarter Ended
	March 31, 2025			March 31, 2024
Revenues
Real property	$	103.1		$	96.4
Service, retail, dining and entertainment		108.3			104.5
Interest, brokerage commissions and other, net		1.3			1.1
Total Revenues		212.7			202.0
Expenses
Property operating and maintenance		37.4			33.7
Real estate tax		5.8			5.8
Service, retail, dining and entertainment		103.9			99.7
General and administrative		16.1			16.6
Transaction costs⁽¹⁾		14.6			—
Depreciation and amortization		36.4			44.3
Asset impairments		2.1			0.9
Total Expenses		216.3			201.0
Loss Before Other Items		(3.6	)		1.0
Other income / (expense), net⁽²⁾		(14.6	)		10.4
Income / (loss) from discontinued operations, before income taxes		(18.2	)		11.4
Current tax expense		(0.3	)		(0.2	)
Income / (loss) from discontinued operations, net	$	(18.5	)	$	11.2

⁽¹⁾ Represents legal and advisory fees and other transaction costs associated with the Safe Harbor Sale.

⁽²⁾During the quarter ended March 31, 2025, we recorded a contingent consideration expense of $14.6 million related to a tax protection agreement that we entered into with former owners of certain Marina properties at the time of acquisition. The tax protection agreement stipulates that we indemnify those owners for certain tax obligations incurred related to the sale of certain Marina properties. As a result of the Safe Harbor Sale, we concluded that our tax liability to the former owners was probable of being realized and estimable.

Other Assets Held for Sale – In March 2025, we reached an agreement to sell one MH development property for a sale price of $40.0 million. As a result, the carrying value of total non-financial assets of $35.9 million was reclassified from Investment property, net to Assets held for sale and discontinued operations, net as of March 31, 2025.

Enterprise Value – Equals total equity market capitalization, plus total indebtedness reported on the Company’s balance sheet and less unrestricted cash and cash equivalents.

GAAP – U.S. Generally Accepted Accounting Principles.

Home Sales Contribution to FFO – The reconciliation of NOI from home sales to FFO from home sales for the quarter ended March 31, 2025 is as follows (in millions):

	Quarter Ended March 31, 2025
	MH			UK			Total
Home Sales NOI	$	4.2		$	10.4		$	14.6
Gain on dispositions of assets, net		(3.6	)		(0.3	)		(3.9	)
FFO contribution from home sales	$	0.6		$	10.1		$	10.7

Interest expense – The following is a summary of the components of the Company’s interest expense (in millions):

	Quarter Ended
	March 31, 2025			March 31, 2024
Interest on Secured debt, Senior unsecured notes, Senior Credit Facility, Unsecured Term Loan and interest rate swaps	$	75.5		$	83.9
Lease related interest expense		3.5			3.5
Amortization of deferred financing costs, debt (premium) / discounts and (gains) / losses on hedges		1.6			1.8
Senior credit facility commitment fees and other finance related charges		1.9			2.0
Capitalized interest expense		(1.4	)		(2.7	)
Interest Expense Before Interest on Secured borrowings		81.1			88.5
Interest expense on Secured borrowings on collateralized receivables		1.0			1.2
Interest Expense, per Consolidated Statements of Operations	$	82.1		$	89.7

NAREIT – The National Association of Real Estate Investment Trusts is the worldwide representative voice for REITs and real estate companies with an interest in U.S. real estate and capital markets. More information is available at www.reit.com.

Net Debt – The carrying value of debt, plus, unamortized premiums, discounts, and deferred financing costs, less unrestricted cash and cash equivalents.

Other adjustments, net – In the Company’s Reconciliation of Net Loss Attributable to SUI Common Shareholders to Core FFO on page 6, Other adjustments, net – continuing operations consists of the following (in millions):

	Quarter Ended
	March 31, 2025			March 31, 2024
Deferred tax benefit	$	(5.2	)	$	(5.7	)
Litigation activity		—			2.3
Contingent consideration gain		(6.0	)		—
Severance costs		0.2			0.5
Accelerated deferred compensation amortization		1.2			0.2
ERP implementation expense		1.0			0.7
Other		0.9			—
Other adjustments, net – continuing operations	$	(7.9	)	$	(2.0	)

In the Company’s Reconciliation of Net Loss Attributable to SUI Common Shareholders to Core FFO on page 6, Other adjustments, net – discontinued operations consists of an expense of $14.6 million related to a contingent consideration liability associated with the Safe Harbor Sale, and income of $10.4 million related to a litigation settlement gain during the quarters ended March 31, 2025 and 2024, respectively, at the Company’s Marina business.

Other income / (expense), net – In the Company’s Consolidated Statements of Operations on page 5, Other income / (expense), net consists of the following (in millions):

	Quarter Ended
	March 31, 2025			March 31, 2024
Litigation activity	$	—		$	(2.3	)
Contingent consideration gain		6.0			—
Gain on remeasurement of collateralized receivables		—			1.6
Loss on remeasurement of secured borrowings on collateralized receivables		—			(1.6	)
Other		(0.3	)		(0.1	)
Other income / (expense), net	$	5.7		$	(2.4	)

Same Property – The Company defines Same Properties as those the Company has owned and operated continuously since at least January 1, 2024. Same properties exclude ground-up development properties, acquired properties, properties classified as discontinued operations, and properties sold after December 31, 2023. The Same Property data may change from time-to-time depending on acquisitions, dispositions, management discretion, significant transactions or unique situations.

Secured borrowings on collateralized receivables – This is a transferred asset transaction which has been classified as collateralized receivables and the cash received from this transaction has been classified as secured borrowings. The interest income and interest expense accrue in equal amounts. The Company has elected to record the collateralized receivables and secured borrowings at fair value under ASC 820, “Fair Value Measurements and Disclosures.” As a result, the balance of collateralized receivables and related secured borrowings are net of fair value adjustments.

Securities – The Company had the following securities outstanding as of March 31, 2025:

	Number of Units / Shares Outstanding (in thousands)	Conversion Rate ^(a)	If Converted to Common shares (in thousands) ^(b)	Issuance Price Per Unit		Annual Distribution Rate
Non-Convertible Securities
Common shares	127,588	N/A	N/A	N/A		$3.76^(c)
Convertible Securities Classified as Equity
Common OP units	2,885	1.0000	2,885	N/A		Mirrors common share distributions
Preferred OP Units
Series A-1	172	2.4390	418	$	100.00	6.00	%
Series A-3	40	1.8605	75	$	100.00	4.50	%
Series C	292	1.1100	325	$	100.00	5.00	%
Series D	489	0.8000	391	$	100.00	4.00	%
Series E	80	0.6897	55	$	100.00	5.50	%
Series F	90	0.6250	56	$	100.00	3.00	%
Series G	5	0.6452	3	$	100.00	3.20	%
Series H	581	0.6098	355	$	100.00	3.00	%
Series J	236	0.6061	143	$	100.00	2.85	%
Series K	1,000	0.5882	588	$	100.00	4.00	%
Series L	20	0.6250	13	$	100.00	3.50	%
Total	3,005		2,422
Total Convertible Securities Outstanding	5,890		5,307

^(a) Exchange rates are subject to adjustment upon stock splits, recapitalizations and similar events. The exchange rates of certain series of OP units are approximated to four decimal places.

^(b)Calculation may yield minor differences due to fractional shares paid in cash to the shareholder at conversion.

^(c)Annual distribution is based on the last quarterly distribution annualized.

Share – In addition to reporting net income on a diluted basis (“EPS”), the Company reports FFO and Core FFO on a per common share and dilutive convertible securities basis (per “Share”). For the periods presented below, the Company’s diluted weighted average common shares outstanding for EPS and FFO are as follows:

	Quarter Ended
	March 31, 2025	March 31, 2024
Diluted Weighted Average Common Shares Outstanding – EPS
Weighted average common shares outstanding – Basic	126.6	123.6
Dilutive restricted stock	0.3	0.3
Common and preferred OP units dilutive effect	2.9	2.7
Weighted Average Common Shares Outstanding – Diluted	129.8	126.6
Diluted Weighted Average Common Shares Outstanding – FFO
Weighted average common shares outstanding – Basic	126.6	123.7
Restricted stock	0.3	0.3
Common OP units	2.9	2.7
Common stock issuable upon conversion of certain preferred OP units	1.8	2.0
Weighted Average Common Shares Outstanding – Diluted	131.6	128.7

Utility Revenues
– In its Consolidated Statements of Operations and its total portfolio presentation of real property operating results, the Company includes the following utility reimbursement revenues in real property revenues (excluding transient):

	Quarter Ended
Consolidated Portfolio	March 31, 2025		March 31, 2024
Utility reimbursement revenues
MH	$	19.6	$	18.5
RV		4.3		4.2
UK		5.4		4.8
Total	$	29.3	$	27.5

For its presentation of Same Property results on page 10 and page 12, the Company nets the following utility revenues (which include utility reimbursement revenues from residents) against related utility expenses in Same Property operating expenses:

	Quarter Ended
Same Property Portfolio	March 31, 2025		March 31, 2024
Utility revenues netted against related utility expenses
MH	$	19.5	$	18.2
RV		4.3		4.1
UK		5.3		4.6
Total	$	29.1	$	26.9

Non-GAAP Supplemental Measures

Investors and analysts following the real estate industry use non-GAAP supplemental performance measures, including net operating income (“NOI”), earnings before interest, tax, depreciation, and amortization (“EBITDA”) and funds from operations (“FFO”) to assess REITs. The Company believes that NOI, EBITDA, and FFO are appropriate measures given their wide use by and relevance to investors and analysts. Additionally, NOI, EBITDA, and FFO are commonly used in various ratios, pricing multiples, yields and returns and valuation calculations used to measure financial position, performance, and value.

NOI provides a measure of rental operations that does not factor in depreciation, amortization and non-property specific expenses such as general and administrative expenses.

EBITDA provides a further measure to evaluate the Company’s ability to incur and service debt; EBITDA also provides further measures to evaluate the Company’s ability to fund dividends and other cash needs.

FFO, reflecting the assumption that real estate values rise or fall with market conditions, principally adjusts for the effects of GAAP depreciation and amortization of real estate assets.

Net Operating Income (“NOI”)
- Total Portfolio NOI – The Company calculates NOI by subtracting property operating expenses and real estate taxes from operating property revenues. NOI is a non-GAAP financial measure that the Company believes is helpful to investors as a supplemental measure of operating performance because it is an indicator of the return on property investment and provides a method of comparing property performance over time. The Company uses NOI as a key measure when evaluating performance and growth of particular properties and / or groups of properties. The principal limitation of NOI is that it excludes depreciation, amortization, interest expense, and non-property specific expenses such as general and administrative expenses, all of which are significant costs. Therefore, NOI is a measure of the operating performance of the properties of the Company rather than of the Company overall. The Company believes that NOI provides enhanced comparability for investor evaluation of property performance and growth over time.

The Company believes that GAAP net income (loss) is the most directly comparable measure to NOI. NOI should not be considered to be an alternative to GAAP net income (loss) as an indication of the Company’s financial performance or GAAP net cash provided by operating activities as a measure of the Company’s liquidity; nor is it indicative of funds available for the Company’s cash needs, including its ability to make cash distributions. Because of the inclusion of items such as interest, depreciation, and amortization, the use of GAAP net income (loss) as a performance measure is limited as these items may not accurately reflect the actual change in market value of a property, in the case of depreciation and in the case of interest, may not necessarily be linked to the operating performance of a real estate asset, as it is often incurred at a parent company level and not at a property level.

Same Property NOI – This is a key management tool used when evaluating performance and growth of the Company’s Same Property portfolio. The Company believes that Same Property NOI is helpful to investors as a supplemental comparative performance measure of the income generated from the Same property portfolio from one period to the next. Same Property NOI does not include the revenues and expenses related to ancillary activities at the properties.

Earnings before interest, tax, depreciation and amortization (“EBITDA“)
- EBITDAre – Nareit refers to EBITDA as “EBITDAre” and calculates it as GAAP net income (loss), plus interest expense, plus income tax expense, plus depreciation and amortization, plus or minus losses or gains on the disposition of depreciated property (including losses or gains on change of control), plus impairment write-downs of depreciated property and of investments in nonconsolidated affiliates caused by a decrease in value of depreciated property in the affiliate, and adjustments to reflect the entity’s share of EBITDAre of nonconsolidated affiliates. EBITDAre is a non-GAAP financial measure that the Company uses to evaluate its ability to incur and service debt, fund dividends and other cash needs, and cover fixed costs. Investors utilize EBITDAre as a supplemental measure to evaluate and compare investment quality and enterprise value of REITs.
- Recurring EBITDA – The Company also uses EBITDAre excluding certain gain and loss items that management considers unrelated to measurement of the Company’s performance on a basis that is independent of capital structure (“Recurring EBITDA”). The Company believes that GAAP net income (loss) is the most directly comparable measure to EBITDAre. EBITDAre is not intended to be used as a measure of the Company’s cash generated by operations or its dividend-paying capacity, and should therefore not replace GAAP net income (loss) as an indication of the Company’s financial performance or GAAP cash flow provided by / used for operating, investing, and financing activities as measures of liquidity.

Funds from Operations (“FFO”)

FFO – Nareit defines FFO as GAAP net income (loss), excluding gains (or losses) from sales of certain real estate assets, plus real estate related depreciation and amortization, impairments of certain real estate assets and investments, and after adjustments for nonconsolidated partnerships and joint ventures. FFO is a non-GAAP financial measure that management believes is a useful supplemental measure of the Company’s operating performance. By excluding gains and losses related to sales of previously depreciated operating real estate assets, real estate related impairment, and real estate asset depreciation and amortization (which can vary among owners of identical assets in similar condition based on historical cost accounting and useful life estimates), FFO provides a performance measure that, when compared period-over-period, reflects the impact to operations from trends in occupancy rates, rental rates and operating costs, providing perspective not readily apparent from GAAP net income (loss). Management believes the use of FFO has been beneficial in improving the understanding of operating results of REITs among the investing public and making comparisons of REIT operating results more meaningful.
Core FFO – In addition to FFO, the Company uses FFO excluding certain gain and loss items that management considers unrelated to the operational and financial performance of the Company’s core business (“Core FFO”). The Company believes that Core FFO provides enhanced comparability for investor evaluations of period-over-period results. The Company believes that GAAP net income (loss) is the most directly comparable measure to FFO. The principal limitation of FFO is that it does not replace GAAP net income (loss) as a financial performance measure or GAAP cash flow from operating activities as a measure of the Company’s liquidity. Because FFO excludes significant economic components of GAAP net income (loss) including depreciation and amortization, FFO should be used as a supplement to GAAP net income (loss) and not as an alternative to it. Furthermore, FFO is not intended as a measure of a REIT’s ability to meet debt principal repayments and other cash requirements, nor as a measure of working capital. FFO is calculated in accordance with the Company’s interpretation of standards established by Nareit, which may not be comparable to FFO reported by other REITs that interpret the Nareit definition differently. Certain financial information has been revised to reflect reclassifications in prior periods to conform to current period presentation.

Attachment

Press Release and Supplemental Package 2025.3.31

May 5, 2025 5:06 pm

Mueller Water Products Reports 2025 Second Quarter Results

Increased Net Sales 3.1 percent to $364.3 Million

Reported Net Income per Diluted Share of $0.33

Achieved Adjusted Net Income per Diluted Share of $0.34

Raises Annual Guidance for Fiscal 2025 Net Sales

Reaffirms Annual Guidance for Fiscal 2025 Adjusted EBITDA

ATLANTA, May 05, 2025 (GLOBE NEWSWIRE) — Mueller Water Products, Inc. (NYSE: MWA), a leading manufacturer and marketer of products and solutions used in the transmission, distribution and measurement of water in North America, announced financial results for its fiscal 2025 second quarter ended March 31, 2025.

In the second quarter of 2025, the Company:

Increased net sales 3.1 percent to $364.3 million as compared with $353.4 million in the prior year quarter
Reported operating income of $69.9 million as compared with $63.5 million in the prior year quarter and increased adjusted operating income 9.6 percent to $73.1 million as compared with $66.7 million in the prior year quarter
Reported operating margin of 19.2 percent as compared with 18.0 percent in the prior year quarter and increased adjusted operating margin to 20.1 percent as compared with 18.9 percent in the prior year quarter
Reported net income of $51.3 million as compared with $44.3 million in the prior year quarter, with net income margin of 14.1 percent as compared with 12.5 percent in the prior year quarter, and increased adjusted net income 16.0 percent to $53.7 million as compared with $46.3 million in the prior year quarter
Reported net income per diluted share of $0.33 as compared with $0.28 in the prior year quarter and increased adjusted net income per diluted share 13.3 percent to $0.34 as compared with $0.30 in the prior year quarter
Increased adjusted EBITDA 2.8 percent to $84.5 million as compared with $82.2 million in the prior year quarter and achieved adjusted EBITDA margin of 23.2 percent as compared with 23.3 percent in the prior year quarter
Increased net cash provided by operating activities for the six-month period by $6.2 million to $68.4 million as compared with $62.2 million in the prior year period
Increased free cash flow for the six-month period by $0.9 million to $47.3 million as compared with $46.4 million in the prior year period
Repurchased $5.0 million of common stock

“We delivered a solid performance in our second quarter. Our focused execution enabled us to benefit from healthy order levels during the quarter supported by continued resilient end-market demand. As a result, we achieved quarterly records for our consolidated net sales, adjusted EBITDA and adjusted net income per share. I am grateful for our teams’ dedication to delivering exceptional customer service, improving operational excellence and maintaining cost discipline which contributed to these results,” said Martie Edmunds Zakas, Chief Executive Officer of Mueller Water Products.

“Our teams are diligently working through the challenging external environment as we maintain our focus on providing outstanding customer service while closely managing our supply chain. We are largely vertically integrated in the U.S. for most of our major product categories. However, we expect that the recently enacted tariffs will increase costs for many of our products to varying degrees. We are taking appropriate steps to mitigate the higher costs through pricing actions, supply chain mitigation plans, operational initiatives and cost discipline. Our increased annual guidance range for 2025 net sales reflects our performance, expected benefits from new price actions and current expectations for end-market demand. While our adjusted EBITDA guidance incorporates benefits from our anticipated higher net sales, we are maintaining our 2025 adjusted EBITDA guidance range due to an expected increase in costs from the recently enacted tariffs.”

“With a broad range of products and solutions, Mueller is uniquely positioned to capture the benefits of the investments needed to address the aging North American water infrastructure. With the external environment rapidly changing, I am confident in our teams’ ability to adapt and maintain our focus on delivering the critical products and solutions valued by our customers. Our key strategic priorities to drive continued net sales growth and future margin improvements are supported by our strong, flexible balance sheet which continues to provide ample capacity to support our strategic priorities, including capital investments and acquisitions, as well as continuing to return cash to shareholders,” Ms. Zakas concluded.

Consolidated Results

Net sales for the 2025 second quarter increased $10.9 million, or 3.1 percent, to $364.3 million as compared with $353.4 million in the prior year quarter primarily due to higher pricing and increased volumes across most product lines.

Operating income for the second quarter increased $6.4 million, or 10.1 percent, to $69.9 million as compared with $63.5 million in the prior year quarter. Benefits from lower SG&A expenses, including lower amortization, increased volumes, and lower strategic reorganization and other charges, were partially offset by manufacturing inefficiencies. Operating margin for the second quarter was 19.2 percent as compared with 18.0 percent in the prior year quarter.

During the quarter, the Company incurred $2.4 million of strategic reorganization and other charges, primarily related to the leadership transition and fixed asset impairment, as well as $0.8 million in other asset write-downs associated with the closure of our legacy brass foundry in Decatur, Illinois. These amounts have been excluded from adjusted results.

Adjusted operating income increased $6.4 million, or 9.6 percent, to $73.1 million as compared with $66.7 million in the prior year quarter. Adjusted operating margin improved to 20.1 percent as compared with 18.9 percent in the prior year quarter.

Net income increased $7.0 million, or 15.8 percent, to $51.3 million as compared with $44.3 million in the prior year quarter. Net income margin improved to 14.1 percent as compared with 12.5 percent in the prior year quarter. Adjusted net income increased $7.4 million, or 16.0 percent, to $53.7 million as compared with $46.3 million in the prior year quarter.

Adjusted EBITDA of $84.5 million increased $2.3 million, or 2.8 percent, as compared with $82.2 million in the prior year quarter. Adjusted EBITDA margin was 23.2 percent as compared with 23.3 percent in the prior year quarter.

Segment Results

Water Flow Solutions

Net sales for the 2025 second quarter increased $10.4 million, or 5.1 percent, to $216.2 million as compared with $205.8 million in the prior year quarter, primarily due to increased volumes of iron gate and specialty valves and higher pricing across most product lines partially offset by lower volumes of service brass products.

Operating income and adjusted operating income were $54.1 million and $55.9 million, respectively, for the second quarter. Adjusted operating income increased $3.3 million, or 6.3 percent, compared with the prior year quarter. Benefits from increased volumes and lower SG&A expenses, including lower amortization, more than offset manufacturing inefficiencies. Operating margin and adjusted operating margin were 25.0 percent and 25.9 percent, respectively, as compared with 25.6 percent for both the prior year quarter operating and adjusted operating margins.

Adjusted EBITDA of $62.2 million decreased $0.2 million, or 0.3 percent, as compared with $62.4 million in the prior year quarter. Adjusted EBITDA margin was 28.8 percent as compared with 30.3 percent in the prior year quarter.

Water Management Solutions

Net sales for the 2025 second quarter increased $0.5 million, or 0.3 percent, to $148.1 million as compared with $147.6 million in the prior year quarter, primarily due to increased volumes of repair products and higher pricing across most product lines, partially offset by lower volumes of natural gas distribution products.

Operating income and adjusted operating income were $31.3 million and $31.4 million, respectively, for the second quarter. Adjusted operating income increased $2.4 million, or 8.3 percent, compared with the prior year quarter. Benefits from lower SG&A expenses, including lower amortization, and favorable price/cost, more than offset lower volumes and manufacturing inefficiencies. Operating margin and adjusted operating margin were 21.1 percent and 21.2 percent, respectively, as compared with 19.6 percent for both the prior year quarter operating and adjusted operating margins.

Adjusted EBITDA of $36.4 million increased $0.7 million, or 2.0 percent, as compared with $35.7 million in the prior year quarter. Adjusted EBITDA margin was 24.6 percent as compared with 24.2 percent in the prior year quarter.

Interest Expense, Net

Interest expense, net, for the 2025 second quarter decreased to $2.3 million as compared with $3.6 million in the prior year quarter, primarily as a result of higher interest income.

Income Taxes

For the 2025 second quarter, income tax expense was $16.4 million, or 24.2 percent of income before tax, as compared with $14.6 million in the prior year quarter, or 24.8 percent of income before tax.

Cash Flow and Balance Sheet

Net cash provided by operating activities for the six-month period ended March 31, 2025, increased by $6.2 million to $68.4 million as compared with $62.2 million in the prior year period. The increase was primarily driven by higher net income compared with the prior year period partially offset by changes in working capital, including decreases in other current liabilities such as incentive compensation.

Through the first six months of fiscal 2025, the Company invested $21.1 million in capital expenditures as compared with $15.8 million in the prior year period, primarily driven by increased expenditures in our foundries.

Free cash flow (defined as net cash provided by operating activities less capital expenditures) through the first six months of fiscal 2025 increased by $0.9 million to $47.3 million as compared with $46.4 million in the prior year period, due to the increase in net cash provided by operating activities, partially offset by higher capital expenditures.

As of March 31, 2025, Mueller Water Products had $450.5 million of total debt outstanding and $329.2 million of cash and cash equivalents, resulting in a debt leverage ratio of 1.5 times and a net debt leverage ratio of 0.4 times. We did not have any borrowings under our ABL Agreement at the end of the quarter, nor did we borrow any amounts under our ABL during the quarter. There are no maturities on the Company’s debt financings until June 2029, and our 4.0 percent Senior Notes have no financial maintenance covenants.

Fiscal 2025 Outlook

The Company is increasing its guidance for fiscal 2025 consolidated net sales to be between $1,390 million and $1,400 million, or an increase of 5.7 percent to 6.5 percent compared with the prior year. The Company is reaffirming its expectations for fiscal 2025 adjusted EBITDA to be between $310 million and $315 million, or an increase of 8.9 percent to 10.6 percent compared with the prior year. The Company is maintaining its expectations for free cash flow as a percentage of adjusted net income to be more than 80 percent in fiscal 2025. This guidance reflects anticipated impacts from the recently enacted tariffs, as of May 5, 2025.

The Company’s expectations for certain additional financial metrics for fiscal 2025 are as follows:

Total SG&A expenses between $236 million and $240 million
Net interest expense between $9 million and $10 million
Effective income tax rate between 24 percent and 26 percent
Depreciation and amortization between $44 million and $45 million ⁽¹⁾
Capital expenditures between $45 million and $50 million
Pension benefit other than service of approximately $0.2 million

⁽¹⁾In 2025, annual amortization expense will decrease by approximately $18 million due to customer relationship intangibles from 2005 becoming fully amortized.

Conference Call Webcast

Mueller Water Products’ quarterly earnings conference call will take place Tuesday, May 6, 2025, at 10:00 a.m. ET. Members of Mueller Water Products’ leadership team will discuss the Company’s recent financial performance and respond to questions from financial analysts. A live webcast of the call will be available on the Investor Relations section of the Company’s website. Please go to the website (www.muellerwaterproducts.com) at least 15 minutes prior to the start of the call to register, download and install any necessary software. A replay of the call will be available for 30 days and can be accessed by dialing 1-800-568-3652. An archive of the webcast will also be available for at least 90 days on the Investor Relations section of the Company’s website.

Use of Non-GAAP Measures

In an effort to provide investors with additional information regarding the Company’s results as determined by accounting principles generally accepted in the United States (“GAAP”), the Company also provides non-GAAP information that management believes is useful to investors. These non-GAAP measures have limitations as analytical tools, and securities analysts, investors and other interested parties should not consider any of these non-GAAP measures in isolation or as a substitute for analysis of the Company’s results as reported under GAAP. These non-GAAP measures may not be comparable to similarly titled measures used by other companies.

Adjusted net income, adjusted net income per diluted share, adjusted operating income, adjusted operating margin, adjusted EBITDA and adjusted EBITDA margin are non-GAAP measures that the Company presents as performance measures because management uses these measures to evaluate the Company’s underlying performance on a consistent basis across periods and to make decisions about operational strategies. Management also believes these measures are frequently used by securities analysts, investors and other interested parties in the evaluation of the Company’s recurring performance.

Net debt and net debt leverage are non-GAAP measures that the Company presents as liquidity measures because management uses them to evaluate its capital management and financial position, and the investment community commonly uses them as measures of indebtedness. Free cash flow is a non-GAAP liquidity measure used to assist management and investors in analyzing the Company’s ability to generate liquidity from its operating activities.

The calculations of these non-GAAP measures and reconciliations to GAAP results are included as an attachment to this press release, which has been posted online at www.muellerwaterproducts.com. The Company does not reconcile forward-looking non-GAAP measures to the comparable GAAP measures, as permitted by Regulation S-K, as certain items, e.g., expenses related to corporate development activities, transactions, pension expenses/(benefits), corporate restructuring and non-cash asset impairment, may have not yet occurred, are out of the Company’s control or cannot be reasonably predicted without unreasonable efforts. Additionally, such reconciliation would imply a degree of precision and certainty regarding relevant items that may be confusing to investors. Such items could have a substantial impact on GAAP measures of the Company’s financial performance.

Forward-Looking Statements

This press release contains certain statements that may be deemed “forward-looking statements” within the meaning of the federal securities laws. All statements that address activities, events or developments that the Company intends, expects, plans, projects, believes or anticipates will or may occur in the future are forward-looking statements, including, without limitation, statements regarding outlooks, projections, forecasts, expectations, commitments, trend descriptions and the ability to capitalize on trends, value creation, Board of Directors and committee composition plans, long-term strategies and the execution or acceleration thereof, operational improvements, inventory positions, the benefits of capital investments, financial or operating performance, including driving increased margins, operational and commercial initiatives, capital allocation and growth strategy plans, and the demand for the Company’s products. Forward-looking statements are based on certain assumptions and assessments made by the Company in light of the Company’s experience and perception of historical trends, current conditions and expected future developments.

Actual results and the timing of events may differ materially from those contemplated by the forward-looking statements due to a number of factors, including, without limitation, logistical challenges and supply chain disruptions, geopolitical conditions, including the Israel-Hamas war, public health crises, or other events; inventory and in-stock positions of our distributors and end customers; an inability to realize the anticipated benefits from our operational initiatives, including our large capital investments in Decatur, Illinois, plant closures, and reorganization and related strategic realignment activities; an inability to attract or retain a skilled and diverse workforce, including executive officers, increased competition related to the workforce and labor markets; an inability to protect the Company’s information systems against further service interruption, risks resulting from possible future cybersecurity incidents, misappropriation of data or breaches of security; failure to comply with personal data protection and privacy laws; cyclical and changing demand in core markets such as municipal spending, residential construction, and natural gas distribution; government monetary or fiscal policies; the impact of adverse weather conditions; the impact of manufacturing and product performance; the impact of wage, commodity and materials price inflation; foreign exchange rate fluctuations; the impact of higher interest rates; the impact of warranty charges and claims, and related accommodations; the strength of our brands and reputation; an inability to successfully resolve significant legal proceedings or government investigations; compliance with environmental, trade and anti-corruption laws and regulations; climate change and legal or regulatory responses thereto; changing regulatory, trade and tariff conditions; the failure to integrate and/or realize any of the anticipated benefits of acquisitions or divestitures; an inability to achieve some or all of our goals and commitments in environmental and sustainability programs; and other factors that are described in the section entitled “RISK FACTORS” in Item 1A. of the Company’s most recent Annual Report on Form 10-K and later filings on Form 10-Q, as applicable.

Forward-looking statements do not guarantee future performance and are only as of the date they are made. The Company undertakes no duty to update its forward-looking statements except as required by law. Undue reliance should not be placed on any forward-looking statements. You are advised to review any further disclosures the Company makes on related subjects in subsequent Forms 10-K, 10-Q, 8-K and other reports filed with the United States Securities and Exchange Commission.

About Mueller Water Products, Inc.

Mueller Water Products, Inc. is a leading manufacturer and marketer of products and solutions used in the transmission, distribution and measurement of water in North America. Our broad portfolio includes engineered valves, fire hydrants, pipe connection and repair products, metering products, leak detection, pipe condition assessment, pressure management products, and software that provides critical water system data. We help municipalities increase operational efficiencies, improve customer service and prioritize capital spending, demonstrating why Mueller Water Products is Where Intelligence Meets Infrastructure^®. Visit us at www.muellerwaterproducts.com.

Mueller refers to one or more of Mueller Water Products, Inc. (MWP), a Delaware corporation, and its subsidiaries. MWP and each of its subsidiaries are legally separate and independent entities when providing products and services. MWP does not provide products or services to third parties. MWP and each of its subsidiaries are liable only for their own acts and omissions and not those of each other.

Investor Relations Contact: Whit Kincaid
770-206-4116
[email protected]

Media Contact: Jenny Barabas
470-806-5771
[email protected]

MUELLER WATER PRODUCTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

	March 31,			September 30,
	2025			2024
	(in millions, except share amounts)
Assets:
Cash and cash equivalents	$	329.2		$	309.9
Receivables, net of allowance for credit losses of $8.1 million and $8.3 million		215.3			208.9
Inventories, net		305.5			301.7
Other current assets		40.7			37.9
Total current assets		890.7			858.4
Property, plant and equipment, net		324.8			318.8
Intangible assets, net		306.6			309.7
Goodwill, net		80.9			80.7
Other noncurrent assets		67.6			68.3
Total assets	$	1,670.6		$	1,635.9

Liabilities and stockholders’ equity:
Current portion of long-term debt	$	1.0		$	0.8
Accounts payable		118.1			109.9
Other current liabilities		116.2			147.3
Total current liabilities		235.3			258.0
Long-term debt		449.5			448.7
Deferred income taxes		53.4			55.4
Other noncurrent liabilities		58.8			63.7
Total liabilities		797.0			825.8

Commitments and contingencies

Preferred stock: par value $0.01 per share; 60,000,000 shares authorized;		—			—
none outstanding at March 31, 2025, and September 30, 2024		—			—
Common stock: par value $0.01 per share; 600,000,000 shares authorized;		1.6			1.6
156,655,939 and 156,227,170 shares outstanding at March 31, 2025,
and September 30, 2024, respectively
Additional paid-in capital		1,183.8			1,205.2
Accumulated deficit		(279.3	)		(365.9	)
Accumulated other comprehensive loss		(32.5	)		(30.8	)
Total stockholders’ equity		873.6			810.1
Total liabilities and stockholders’ equity	$	1,670.6		$	1,635.9

MUELLER WATER PRODUCTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

	Three months ended					Six months ended
	March 31,					March 31,
	2025			2024		2025			2024
	(in millions, except per share amounts)
Net sales	$	364.3		$	353.4	$	668.6		$	609.8
Cost of sales⁽¹⁾		236.3			223.0		437.6			393.1
Gross profit		128.0			130.4		231.0			216.7
Operating expenses:
Selling, general and administrative		55.7			63.7		109.6			120.6
Strategic reorganization and other charges⁽²⁾		2.4			3.2		4.1			9.8
Total operating expenses		58.1			66.9		113.7			130.4
Operating income		69.9			63.5		117.3			86.3
Pension (benefit) expense other than service		(0.1	)		1.0		(0.1	)		2.0
Interest expense, net		2.3			3.6		3.9			6.9
Other expense		—			—		—			1.6
Income before income taxes		67.7			58.9		113.5			75.8
Income tax expense		16.4			14.6		26.9			17.2
Net income	$	51.3		$	44.3	$	86.6		$	58.6

Net income per basic share	$	0.33		$	0.28	$	0.55		$	0.38
Net income per diluted share	$	0.33		$	0.28	$	0.55		$	0.37

Weighted average shares outstanding:
Basic		156.6			156.0		156.5			156.0
Diluted		157.5			156.7		157.5			156.6

Dividends declared per share	$	0.067		$	0.064	$	0.134		$	0.128

⁽¹⁾ For the three and six-month periods ended March 31, 2025, Cost of sales included $0.8 million and $4.1 million, respectively, in Inventory and other asset write-downs associated with the closure of our legacy brass foundry in Decatur, Illinois.
⁽²⁾For the three and six-month periods ended March 31, 2025, Strategic reorganization and other charges primarily relate to expenses associated with our leadership transition, non-cash asset impairment and certain transaction-related expenses. For the three-month period ended March 31, 2024, Strategic reorganization and other charges primarily relate to expenses associated with our leadership transition, severance and certain transaction-related expenses. For the six-month period ended March 31, 2024, Strategic reorganization and other charges primarily relate to expenses associated with our leadership transition, severance, certain transaction-related expenses, as well as cybersecurity incidents expense.

MUELLER WATER PRODUCTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

	Six months ended
	March 31,
	2025			2024
	(in millions)
Operating activities:
Net income	$	86.6		$	58.6
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		18.8			19.2
Amortization		3.6			13.7
Non-cash asset impairment		1.0			—
(Gain) loss on sale of assets		(0.1	)		0.4
Stock-based compensation		5.0			4.5
Pension cost		0.2			2.3
Deferred income taxes		(2.3	)		(9.9	)
Inventory reserve provision		4.9			5.4
Other, net		0.6			0.3
Changes in assets and liabilities:
Receivables, net		(7.0	)		(12.4	)
Inventories		(9.5	)		(14.6	)
Other assets		(1.6	)		(3.9	)
Accounts payable		6.0			(6.3	)
Other current liabilities		(33.1	)		(0.6	)
Other noncurrent liabilities		(4.7	)		5.5
Net cash provided by operating activities		68.4			62.2
Investing activities:
Capital expenditures		(21.1	)		(15.8	)
Proceeds from sale of assets		0.1			0.1
Net cash used in investing activities		(21.0	)		(15.7	)
Financing activities:
Dividends paid		(21.0	)		(20.0	)
Common stock repurchased under buyback program		(5.0	)		(10.0	)
Employee taxes related to stock-based compensation		(4.3	)		(1.6	)
Common stock issued		3.9			1.5
Debt issuance costs		—			(0.8	)
Principal payments for finance lease obligations		(0.5	)		(0.5	)
Net cash used in financing activities		(26.9	)		(31.4	)
Effect of currency exchange rate changes on cash		(1.2	)		3.8
Net change in cash and cash equivalents		19.3			18.9
Cash and cash equivalents at beginning of period		309.9			160.3
Cash and cash equivalents at end of period	$	329.2		$	179.2

	Six months ended
	March 31,
	2025		2024
	(in millions)
Supplemental cash flow information:
Cash paid for interest, net	$	3.2	$	6.2
Cash paid for income taxes, net	$	30.5	$	25.4

Non-cash investing and financing activities:
Property, plant and equipment accrued and unpaid	$	4.8	$	—
Property, plant and equipment acquired through finance leases	$	1.1	$	1.5

MUELLER WATER PRODUCTS, INC. AND SUBSIDIARIES SEGMENT RESULTS AND RECONCILIATION OF NON-GAAP TO GAAP PERFORMANCE MEASURES (UNAUDITED)

	Three months ended March 31, 2025
	Water Flow Solutions			Water Management Solutions			Corporate			Consolidated
	(dollars in millions, except per share amounts)
Net sales	$	216.2		$	148.1		$	—		$	364.3

Gross profit⁽¹⁾	$	77.0		$	51.0		$	—		$	128.0
Selling, general and administrative expenses		21.9			19.6			14.2			55.7
Strategic reorganization and other charges⁽²⁾		1.0			0.1			1.3			2.4
Operating income (loss)	$	54.1		$	31.3		$	(15.5	)	$	69.9

Operating margin		25.0	%		21.1	%					19.2	%

Capital expenditures	$	4.8		$	4.4		$	—		$	9.2

Net income										$	51.3
Net income margin											14.1	%

Reconciliation of non-GAAP to GAAP performance measures:
Net income										$	51.3
Strategic reorganization and other charges⁽²⁾											2.4
Other asset restructuring write-down											0.8
Income tax expense of adjusting items⁽³⁾											(0.8	)
Adjusted net income										$	53.7

Weighted average diluted shares outstanding											157.5

Net income per diluted share										$	0.33
Strategic reorganization and other charges per diluted share⁽²⁾											0.02
Other asset restructuring write-down per diluted share											0.01
Income tax expense of adjusting items per diluted share⁽³⁾											(0.02	)
Adjusted net income per diluted share										$	0.34

Net income										$	51.3
Income tax expense⁽⁴⁾											16.4
Interest expense, net⁽⁴⁾											2.3
Pension benefit other than service⁽⁴⁾											(0.1	)
Operating income (loss)	$	54.1		$	31.3		$	(15.5	)		69.9
Strategic reorganization and other charges⁽²⁾		1.0			0.1			1.3			2.4
Other asset restructuring write-down		0.8			—			—			0.8
Adjusted operating income (loss)		55.9			31.4			(14.2	)		73.1
Pension benefit other than service⁽⁴⁾		—			—			0.1			0.1
Depreciation and amortization		6.3			5.0			—			11.3
Adjusted EBITDA	$	62.2		$	36.4		$	(14.1	)	$	84.5

Adjusted operating margin		25.9	%		21.2	%					20.1	%
Adjusted EBITDA margin		28.8	%		24.6	%					23.2	%

Adjusted EBITDA	$	62.2		$	36.4		$	(14.1	)	$	84.5
Three prior quarters’ adjusted EBITDA		163.3			103.3			(45.4	)		221.2
Trailing twelve months’ adjusted EBITDA	$	225.5		$	139.7		$	(59.5	)	$	305.7

Reconciliation of net debt to total debt (end of period):
Current portion of long-term debt										$	1.0
Long-term debt											449.5
Total debt											450.5
Less cash and cash equivalents											329.2
Net debt										$	121.3

Debt leverage (debt divided by trailing twelve months’ adjusted EBITDA)											1.5x
Net debt leverage (net debt divided by trailing twelve months’ adjusted EBITDA)											0.4x

Reconciliation of free cash flow to net cash provided by operating activities:
Net cash provided by operating activities										$	14.3
Less capital expenditures											9.2
Free cash flow										$	5.1

⁽¹⁾Gross profit includes $0.8 million in other asset write-downs associated with the closure of our legacy brass foundry in Decatur, Illinois.
⁽²⁾Strategic reorganization and other charges primarily relate to expenses associated with our leadership transition, non-cash asset impairment and certain transaction-related expenses.
⁽³⁾The income tax expense of adjusting items reflects an effective tax rate of 24.2% and may be subject to rounding.
⁽⁴⁾The Company does not allocate interest, income taxes or pension amounts other than service to its segments.

MUELLER WATER PRODUCTS, INC. AND SUBSIDIARIES SEGMENT RESULTS AND RECONCILIATION OF NON-GAAP TO GAAP PERFORMANCE MEASURES (UNAUDITED)

	Three months ended March 31, 2024
	Water Flow Solutions			Water Management Solutions			Corporate			Consolidated
	(dollars in millions, except per share amounts)
Net sales	$	205.8		$	147.6		$	—		$	353.4

Gross profit	$	77.2		$	53.2		$	—		$	130.4
Selling, general and administrative expenses		24.6			24.2			14.9			63.7
Strategic reorganization and other charges⁽¹⁾		—			—			3.2			3.2
Operating income (loss)	$	52.6		$	29.0		$	(18.1	)	$	63.5

Operating margin		25.6	%		19.6	%					18.0	%

Capital expenditures	$	6.0		$	4.1		$	—		$	10.1

Net income										$	44.3
Net income margin											12.5	%

Reconciliation of non-GAAP to GAAP performance measures:
Net income										$	44.3
Strategic reorganization and other charges⁽¹⁾											3.2
Income tax expense of adjusting items⁽²⁾											(1.2	)
Adjusted net income										$	46.3

Weighted average diluted shares outstanding											156.7

Net income per diluted share										$	0.28
Strategic reorganization and other charges per diluted share⁽¹⁾											0.02
Income tax expense of adjusting items per diluted share⁽²⁾											—
Adjusted net income per diluted share										$	0.30

Net income										$	44.3
Income tax expense⁽³⁾											14.6
Interest expense, net⁽³⁾											3.6
Pension expense other than service⁽³⁾											1.0
Operating income (loss)	$	52.6		$	29.0		$	(18.1	)		63.5
Strategic reorganization and other charges⁽¹⁾		—			—			3.2			3.2
Adjusted operating income (loss)		52.6			29.0			(14.9	)		66.7
Pension expense other than service⁽³⁾		—			—			(1.0	)		(1.0	)
Depreciation and amortization		9.8			6.7			—			16.5
Adjusted EBITDA	$	62.4		$	35.7		$	(15.9	)	$	82.2

Adjusted operating margin		25.6	%		19.6	%					18.9	%
Adjusted EBITDA margin		30.3	%		24.2	%					23.3	%

Adjusted EBITDA	$	62.4		$	35.7		$	(15.9	)	$	82.2
Three prior quarters’ adjusted EBITDA		94.2			98.8			(38.4	)		154.6
Trailing twelve months’ adjusted EBITDA	$	156.6		$	134.5		$	(54.3	)	$	236.8

Reconciliation of net debt to total debt (end of period):
Current portion of long-term debt										$	0.7
Long-term debt											448.0
Total debt											448.7
Less cash and cash equivalents											179.2
Net debt										$	269.5

Debt leverage (debt divided by trailing twelve months’ adjusted EBITDA)											1.9x
Net debt leverage (net debt divided by trailing twelve months’ adjusted EBITDA)											1.1x

Reconciliation of free cash flow to net cash used in operating activities:
Net cash used in operating activities										$	(5.7	)
Less capital expenditures											10.1
Free cash flow										$	(15.8	)

⁽¹⁾Strategic reorganization and other charges primarily relate to expenses associated with our leadership transition, severance and certain transaction-related expenses.
⁽²⁾The income tax expense of adjusting items reflects an effective tax rate of 24.8% and may be subject to rounding.
⁽³⁾The Company does not allocate interest, income taxes or pension amounts other than service to its segments.

MUELLER WATER PRODUCTS, INC. AND SUBSIDIARIES SEGMENT RESULTS AND RECONCILIATION OF NON-GAAP TO GAAP PERFORMANCE MEASURES (UNAUDITED)

	Six months ended March 31, 2025
	Water Flow Solutions			Water Management Solutions			Corporate			Consolidated
	(dollars in millions, except per share amounts)
Net sales	$	390.8		$	277.8		$	—		$	668.6

Gross profit ⁽¹⁾	$	132.1		$	98.9		$	—		$	231.0
Selling, general and administrative expenses		41.7			39.9			28.0			109.6
Strategic reorganization and other charges ⁽²⁾		1.0			0.4			2.7			4.1
Operating income (loss)	$	89.4		$	58.6		$	(30.7	)	$	117.3

Operating margin		22.9	%		21.1	%					17.5	%

Capital expenditures	$	10.5		$	10.6		$	—		$	21.1

Net income										$	86.6
Net income margin											13.0	%

Reconciliation of non-GAAP to GAAP performance measures:
Net income										$	86.6
Strategic reorganization and other charges ⁽²⁾											4.1
Inventory and other asset restructuring write-down											4.1
Income tax expense of adjusting items⁽³⁾											(1.9	)
Adjusted net income										$	92.9

Weighted average diluted shares outstanding											157.5

Net income per diluted share										$	0.55
Strategic reorganization and other charges per diluted share⁽²⁾											0.03
Inventory and other asset restructuring write-down per diluted share											0.03
Income tax expense of adjusting items per diluted share ⁽³⁾											(0.02	)
Adjusted net income per diluted share										$	0.59

Net income										$	86.6
Income tax expense ⁽⁴⁾											26.9
Interest expense, net ⁽⁴⁾											3.9
Pension benefit other than service ⁽⁴⁾											(0.1	)
Operating income (loss)	$	89.4		$	58.6		$	(30.7	)		117.3
Strategic reorganization and other charges ⁽²⁾		1.0			0.4			2.7			4.1
Inventory and other asset restructuring write-down		4.1			—			—			4.1
Adjusted operating income (loss)		94.5			59.0			(28.0	)		125.5
Pension benefit other than service ⁽⁴⁾		—			—			0.1			0.1
Depreciation and amortization		12.4			10.0			—			22.4
Adjusted EBITDA	$	106.9		$	69.0		$	(27.9	)	$	148.0

Adjusted operating margin		24.2	%		21.2	%					18.8	%
Adjusted EBITDA margin		27.4	%		24.8	%					22.1	%

Reconciliation of free cash flow to net cash provided by operating activities:
Net cash provided by operating activities										$	68.4
Less capital expenditures											21.1
Free cash flow										$	47.3

⁽¹⁾ Gross profit includes $4.1 million in Inventory and other asset write-downs associated with the closure of our legacy brass foundry in Decatur, Illinois.
⁽²⁾ Strategic reorganization and other charges primarily relate to expenses associated with our leadership transition, non-cash asset impairment and certain transaction-related expenses.
⁽³⁾ The income tax expense of adjusting items reflects an effective tax rate of 23.7% and may be subject to rounding.
⁽⁴⁾ The Company does not allocate interest, income taxes or pension amounts other than service to its segments.

MUELLER WATER PRODUCTS, INC. AND SUBSIDIARIES SEGMENT RESULTS AND RECONCILIATION OF NON-GAAP TO GAAP PERFORMANCE MEASURES (UNAUDITED)

	Six months ended March 31, 2024
	Water Flow Solutions			Water Management Solutions			Corporate			Consolidated
	(dollars in millions, except per share amounts)
Net sales	$	347.1		$	262.7		$	—		$	609.8

Gross profit	$	123.8		$	92.9		$	—		$	216.7
Selling, general and administrative expenses		43.8			48.8			28.0			120.6
Strategic reorganization and other charges⁽¹⁾		0.2			—			9.6			9.8
Operating income (loss)	$	79.8		$	44.1		$	(37.6	)	$	86.3

Operating margin		23.0	%		16.8	%					14.2	%

Capital expenditures	$	9.9		$	5.9		$	—		$	15.8

Net income										$	58.6
Net income margin											9.6	%

Reconciliation of non-GAAP to GAAP performance measures:
Net income										$	58.6
Strategic reorganization and other charges⁽¹⁾											9.8
Income tax expense of adjusting items⁽²⁾											(2.2	)
Adjusted net income										$	66.2

Weighted average diluted shares outstanding											156.6

Net income per diluted share										$	0.37
Strategic reorganization and other charges per diluted share⁽¹⁾											0.06
Income tax expense of adjusting items per diluted share⁽²⁾											(0.01	)
Adjusted net income per diluted share										$	0.42

Net income										$	58.6
Income tax expense⁽³⁾											17.2
Other expense											1.6
Interest expense, net⁽³⁾											6.9
Pension expense other than service⁽³⁾											2.0
Operating income (loss)	$	79.8		$	44.1		$	(37.6	)		86.3
Strategic reorganization and other charges⁽¹⁾		0.2			—			9.6			9.8
Adjusted operating income (loss)		80.0			44.1			(28.0	)		96.1
Pension expense other than service⁽³⁾		—			—			(2.0	)		(2.0	)
Depreciation and amortization		19.1			13.7			0.1			32.9
Adjusted EBITDA	$	99.1		$	57.8		$	(29.9	)	$	127.0

Adjusted operating margin		23.0	%		16.8	%					15.8	%
Adjusted EBITDA margin		28.6	%		22.0	%					20.8	%

Reconciliation of free cash flow to net cash provided by operating activities:
Net cash provided by operating activities										$	62.2
Less capital expenditures											15.8
Free cash flow										$	46.4

⁽¹⁾Strategic reorganization and other charges primarily relate to expenses associated with our leadership transition, severance, certain transaction-related expenses, as well as cybersecurity incidents expense.
⁽²⁾The income tax expense of adjusting items reflects an effective tax rate of 22.7% and may be subject to rounding.
⁽³⁾The Company does not allocate interest, income taxes or pension amounts other than service to its segments.