Rafael Holdings, Inc. Announces Proposed Terms of a $25 Million Rights Offering to Support Its Commitment to the Development and Potential Launch of Trappsol® Cyclo™

NEWARK, N.J., April 29, 2025 (GLOBE NEWSWIRE) — Rafael Holdings, Inc. (NYSE: RFL; NYSE American: RFL-WT) today announced a rights offering, including key dates and terms. The planned offering is designed to provide existing stockholders and holders of our public warrants (“Holders”) the opportunity to purchase additional shares of Rafael Holdings’ Class B common stock, par value $0.01 per share (“Class B Common Stock”), subject to the terms outlined below for an aggregate offering of $25 million. The funds provide the Company additional capital for the potential launch of Trappsol® Cyclo™ in the event of a positive interim result from the 48-week interim analysis of the TransportNPC™ Phase 3 clinical trial in Niemann-Pick Disease Type C1 (“NPC1”).

Holders of record as of May 9, 2025 (the “Record Date”) will be eligible to participate in the rights offering. To be considered a Holder of record on the Record Date, prospective Holders must complete open market purchases by May 8, 2025.

Rights Offering Details

Under the proposed rights offering, Rafael Holdings intends to distribute one (1) non-transferable subscription right for each share of Class B Common Stock or Class A common stock or share of Class B Common Stock purchasable on exercise of Public Warrants, in each case, held as of the Record Date. Each subscription right will entitle the Holder to purchase 0.526 of a share of Class B Common Stock at a subscription price of $1.28 per share. Subscription rights may only be exercised in whole numbers, and fractional shares will not be issued. The number of shares that may be purchased by each holder of subscription rights will be rounded down to the nearest whole number.

Howard Jonas, the Company’s Executive Chairman and Chairman of the Board will enter into a Standby Purchase Agreement with the Company pursuant to which he will purchase from the Company, in a private placement, any shares of Class B Common Stock not subscribed for in the proposed rights offering for the same subscription price payable by holders electing to exercise the subscription rights in the proposed rights offering.

The rights offering will be subject to certain conditions, and Rafael Holdings reserves the right to terminate the rights offering at any time prior to its expiration date.

The subscription rights are non-transferable and may only be exercised during the subscription period, from May 13, 2025, through 5:00 PM ET on May 29, 2025, unless extended or terminated earlier by Rafael Holdings.

The expected calendar for the rights offering is as follows:

  • May 8, 2025 Ownership Day — Shares and/or Public Warrants must be acquired by this date to be considered a holder of record on May 9, 2025.
  • May 9, 2025: Record Date.
  • May 13, 2025: Subscription Period Begins.
  • May 29, 2025: Subscription Period Ends at 5:00 PM ET (unless extended at Rafael Holdings’ discretion).

Rafael Holdings has engaged D.F. King & Co., Inc. as the Information Agent for the rights offering. For questions or to request copies of the prospectus supplement, please contact D.F. King at (800) 992-3086 or via email at[email protected].

Neither Rafael Holdings nor its Board of Directors has made any recommendation regarding whether Holders should exercise their subscription rights. Holders are encouraged to carefully review the subscription materials provided by Rafael Holdings and consult with their legal and financial advisors before making a decision.

SEC Registration

A registration statement relating to the Class B Common Stock has been filed with the SEC on April 18, 2025, and was declared effective on April 29, 2025. The rights offering will be made solely by means of a written prospectus supplement describing the terms of the rights offering and how Holders may exercise their subscription rights in the proposed rights offering and will be available on the SEC’s website at https://www.sec.gov when filed. Copies of the prospectus supplement, when available, will be mailed to Holders as of the Record Date and may be obtained from D.F. King & Co., email: [email protected], or telephone: (800) 992-3086.

This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor will there be any sale of these securities in any state or jurisdiction where such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

About Rafael Holdings, Inc.

Rafael Holdings, Inc. holds interests in clinical and early-stage pharmaceutical and certain other companies, including our wholly-owned subsidiary, Cyclo Therapeutics, LLC, a clinical stage biotechnology company dedicated to developing Rafael’s lead clinical candidate, Trappsol® Cyclo™, which is being evaluated in clinical trials for the potential treatment of Niemann-Pick Disease Type C1 (“NPC1”), a rare, fatal, and progressive genetic disorder.  Rafael also holds majority equity interests in LipoMedix Pharmaceuticals Ltd., a clinical stage pharmaceutical company, Cornerstone Pharmaceuticals, Inc., formerly known as Rafael Pharmaceuticals Inc., a cancer metabolism-based therapeutics company, Rafael Medical Devices, LLC, an orthopedic-focused medical device company developing instruments to advance minimally invasive surgeries, and Day Three Labs, Inc., a company which empowers third-party manufacturers to reimagine their existing cannabis offerings. 

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding our expectations surrounding the potential, safety, efficacy, and regulatory and clinical progress of our product candidates; plans regarding the further evaluation of clinical data; and the potential of our pipeline, including our internal cancer metabolism research programs. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, those disclosed under the caption “Risk Factors” in our Annual Report on Form 10-K for the year ended July 31, 2024, and our other filings with the SEC. These factors could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any such forward-looking statements represent management’s estimates as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change.

For further information, please contact:
D.F. King & Co., Inc. (Information Agent)
Toll-Free Number: (800) 992-3086
Email: [email protected]

Investor Contact:

Rafael Holdings, Inc.
Barbara Ryan
[email protected]
(203) 274-2825



Montauk Renewables Schedules First Quarter 2025 Conference Call for Friday, May 9, 2025, at 8:30 a.m. ET

PITTSBURGH, April 29, 2025 (GLOBE NEWSWIRE) — Montauk Renewables, Inc. (“Montauk” or “the Company”) (NASDAQ: MNTK), a renewable energy company specializing in the management, recovery and conversion of biogas into renewable natural gas (“RNG”), will host a conference call and webcast on Friday, May 9, 2025, at 8:30 a.m. Eastern time to discuss its financial results for the first quarter ended March 31, 2025. The Company will issue a press release reporting the financial results after the close of regular stock market trading hours on the day prior to the conference call and webcast.

First Quarter 2025 Conference Call and Webcast Details

Date: Friday, May 9, 2025
Time: 8:30 a.m. ET
Participant Access: [Link Here]
   

Please register for the conference call and webcast using the above link in advance of the call start time. The webcast platform will register your name and organization as well as provide dial-in numbers and a unique access pin. Please contact Gateway Group at (949) 574-3860 if you experience technical difficulties.

The conference call and webcast will have a live Q&A session and be available here and on the Company’s website at https://ir.montaukrenewables.com.

A replay of the conference call and webcast will be available after 11:30 a.m. Eastern time on the same day through May 9, 2026.

About Montauk Renewables, Inc.

Montauk Renewables, Inc. (NASDAQ: MNTK) is a renewable energy company specializing in the management, recovery and conversion of biogas into RNG. The Company captures methane, preventing it from being released into the atmosphere, and converts it into either RNG or electrical power for the electrical grid (“Renewable Electricity”). The Company, headquartered in Pittsburgh, Pennsylvania, has more than 30 years of experience in the development, operation and management of landfill methane-fueled renewable energy projects. The Company has operations at 13 projects and ongoing development projects located in California, Idaho, Ohio, Oklahoma, Pennsylvania, North Carolina, and Texas. The Company sells RNG and Renewable Electricity, taking advantage of Environmental Attribute premiums available under federal and state policies that incentivize their use. For more information, visit https://ir.montaukrenewables.com.

Company Contact:

John Ciroli
Chief Legal Officer (CLO) & Secretary
[email protected]
(412) 747-8700

Investor Relations Contact:

Georg Venturatos
Gateway Group
[email protected]
(949) 574-3860



Springview Holdings Receives Nasdaq Notification Regarding Minimum Bid Requirement

Singapore, April 29, 2025 (GLOBE NEWSWIRE) — Springview Holdings Ltd (Nasdaq: SPHL) (“Springview Holdings”, or the “Company”), a company which designs and constructs residential and commercial buildings in Singapore with an operating history dating back to 2002, today announced that on April 25, 2025, it received a letter from The Nasdaq Stock Market LLC (“Nasdaq”), notifying the Company that it is currently not in compliance with the minimum bid price requirement set forth under Nasdaq Listing Rule 5550(a)(2). It resulted from the fact that the closing bid price of the Company’s ordinary shares was below $1.00 per share for a period of 30 consecutive business days from March 13, 2025 to April 24, 2025. This press release is issued pursuant to Nasdaq Listing Rule 5810(b), which requires prompt disclosure of receipt of a deficiency notification. The notification has no immediate effect on the listing of the Company’s ordinary shares, which will continue to trade uninterrupted on Nasdaq under the ticker “SPHL”.

Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has a compliance period of 180 calendar days, or until October 22, 2025 (the “Compliance Period”), to regain compliance with Nasdaq’s minimum bid price requirement. If at any time during the Compliance Period, the closing bid price per share of the Company’s ordinary shares is at least $1.00 for a minimum of 10 consecutive business days, Nasdaq will provide the Company a written confirmation of compliance and the matter will be closed.

In the event the Company does not regain compliance with the minimum bid price requirement within 180 calendar days or by October 22, 2025, the Company may be eligible for an additional 180 calendar day grace period. To qualify, the Company will be required to meet continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the bid price requirement and will need to provide written notice to Nasdaq of its intention to cure the deficiency during the second compliance period, which may include implementing a reverse stock split if necessary.

The Company is actively monitoring the bid price of its ordinary shares and is considering all available options to regain compliance with Nasdaq’s requirements. The Company remains committed to delivering value to its shareholders and maintaining its listing on Nasdaq.

About Springview Holdings Ltd

Springview Holdings Ltd (Nasdaq: SPHL) designs and constructs residential and commercial buildings in Singapore, with an operating history dating back to 2002. Springview’s projects cover four main types of work: new construction, reconstruction, additions and alterations, and other general contracting services. With a skilled team of in-house experts, the Company provides a one-stop solution that fosters strong customer relationships, offering a comprehensive range of services such as design, construction, furniture customization and project management. The Company also offers post-project services, including defect repairs and maintenance, that further enhances its customer engagement and future project opportunities. For more information, please visit the Company’s website: https://ir.springviewggl.com/

Cautionary Note Regarding Forward-Looking Statements

Certain statements in this press release are “forward-looking statements” as defined under the federal securities laws, including, but not limited to, statements regarding the use of proceeds from the sale of the Company’s shares in the Offering. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can find many (but not all) of these statements by the use of words such as “believe”, “plan”, “expect”, “intend”, “should”, “seek”, “estimate”, “will”, “aim” and “anticipate”, or other similar expressions in this press release. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the SEC.

For more information, please contact:

Springview Holdings Ltd

Investor Relations Department
Email: [email protected]



ChampionX Reports First Quarter 2025 Results

THE WOODLANDS, Texas, April 29, 2025 (GLOBE NEWSWIRE) — ChampionX Corporation (NASDAQ: CHX) (“ChampionX” or the “Company”) today announced first quarter of 2025 results. Revenue was $864.5 million, net income attributable to ChampionX was $85.8 million, and adjusted EBITDA was $190.9 million. Income before income taxes margin was 12.1% and adjusted EBITDA margin was 22.1%. Cash from operating activities was $66.8 million and free cash flow was $38.6 million.


CEO Commentary

“The first quarter demonstrated the resilience of our ChampionX portfolio as we delivered strong adjusted EBITDA and adjusted EBITDA margin, and generated positive free cash flow. These results reflect the commitment of our ChampionX employees around the world who express daily an unwavering focus on delivering value-added solutions for our customers’ most important challenges. I am thankful and humbled to lead such a talented and dedicated team,” ChampionX’s President and Chief Executive Officer Sivasankaran “Soma” Somasundaram said.

“During the first quarter of 2025, we generated revenue of $864 million, which decreased 5% sequentially, in line with our expectations, driven primarily by a typical seasonal decline in international operations. We generated net income attributable to ChampionX of $86 million, income before income taxes margin of 12.1%, and we delivered adjusted EBITDA of $191 million, representing a 22.1% adjusted EBITDA margin, our second-highest level as ChampionX, which speaks to the continued productivity and profitability focus of our team.

“Cash flow from operating activities was $67 million during the first quarter, which represented 78% of net income attributable to ChampionX, and we generated free cash flow of $39 million, our 12th consecutive quarter of positive free cash flow. Our balance sheet and financial position remain strong, ending the first quarter with approximately $1.2 billion of liquidity, including $527 million of cash and $674 million of available capacity on our revolving credit facility.

“As a leading global provider of production optimization solutions for the energy industry, ChampionX is uniquely well-positioned to help operators meet the objective of maximizing the value of their producing assets, particularly against the backdrop of the ongoing structural shift toward capital discipline and moderating capital spending in the upstream and midstream industries. As global oil production grows, our differentiated and resilient production-oriented portfolio drives our expectation of positive performance relative to general oil and gas market activity in 2025.

“Amid recent changes in international trade policies, ChampionX is continuing to put its continuous improvement culture to work every day to successfully deliver products and technologies designed to improve our cost structure and drive efficiencies. We are leveraging our global and flexible supply chain footprint, long-standing supplier partnerships, pricing adjustments, and productivity initiatives to address tariff impacts, and we will continue to be there to serve our customers and deliver differentiated margin and free cash flow performance.”


Agreement to be Acquired by SLB

On April 2, 2024, SLB (NYSE: SLB) and ChampionX jointly announced a definitive Agreement and Plan of Merger (the “Merger Agreement”) for SLB to purchase ChampionX in an all-stock transaction. The transaction was unanimously approved by the ChampionX board of directors and the transaction received the approval of the ChampionX stockholders at a special meeting held on June 18, 2024. The transaction is subject to regulatory approvals and other customary closing conditions.

ChampionX may continue to pay its regular quarterly cash dividends with customary record and payment dates, subject to certain limitations under the Merger Agreement. Given the pending acquisition of ChampionX by SLB, ChampionX has discontinued providing quarterly guidance and will not host a conference call or webcast to discuss its first quarter 2025 results.


Production Chemical Technologies

Production Chemical Technologies revenue in the first quarter of 2025 was $523.4 million, a decrease of $46.3 million, or 8%, sequentially, due primarily to seasonally lower international sales volumes.

Segment operating profit was $82.2 million and adjusted segment EBITDA was $109.1 million. Segment operating profit margin was 15.7%, a sequential decrease of 248 basis points, and adjusted segment EBITDA margin was 20.8%, a sequential decrease of 259 basis points. The sequential decrease in segment operating profit margin and adjusted segment EBITDA margin was driven by lower sales volumes.


Production & Automation Technologies

Production & Automation Technologies revenue in the first quarter of 2025 was $264.4 million, a decrease of $5.2 million, or 2%, sequentially, due primarily to seasonally lower international sales volumes. Revenue from digital products was $57.8 million in the first quarter of 2025, a sequential decrease of 7%, driven by seasonally lower customer activity in North America.

Segment operating profit was $37.6 million and adjusted segment EBITDA was $70.3 million. Segment operating profit margin was 14.2%, a sequential decrease of 27 basis points, and adjusted segment EBITDA margin was 26.6%, a sequential increase of 34 basis points. The decrease in segment operating profit margin and the increase in adjusted segment EBITDA margin was driven by lower sales volumes, offset somewhat by productivity improvements.


Drilling Technologies

Drilling Technologies revenue in the first quarter of 2025 was $50.5 million, a decrease of $1.4 million, or 3%, sequentially, driven primarily by lower North America sales volumes.

Segment operating profit was $8.2 million and adjusted segment EBITDA was $10.2 million. Segment operating profit margin was 16.2%, compared to 20.6% in the prior quarter, and adjusted segment EBITDA margin was 20.3%, a decrease of 346 basis points, sequentially, due primarily to lower volumes.


Reservoir Chemical Technologies

Reservoir Chemical Technologies revenue in the first quarter of 2025 was $26.9 million, an increase of $5.0 million, or 23%, sequentially, driven by higher sales volumes in the U.S. and internationally.

Segment operating profit was $5.5 million and adjusted segment EBITDA was $6.3 million. Segment operating profit margin was 20.5%, an increase of 1008 basis points, sequentially, and adjusted segment EBITDA margin was 23.6%, an increase of 647 basis points, sequentially. The increase in segment operating profit margin and adjusted segment EBITDA margin was driven by higher sales volumes together with a more favorable product mix.


Other Business Highlights: Production Chemical Technologies and Reservoir Chemical Technologies

  • Awarded several first fill contracts for new conventional and unconventional fields in the Middle East region.
  • The North America Offshore production chemicals team was awarded the contract for an upcoming major capital project in the Gulf of America. The win was the culmination of years’ worth of work developing technical solutions to address the project’s most impactful challenges.
  • Commenced the initial deliveries of a significant volume of hydrate inhibitor for a major new FPSO, supporting an independent Australian operator.
  • Awarded program of competitive process water treatment applications in Canada after performing comprehensive technical assessments and value-added recommendations.
  • Completed our second RENEWIQ® (production and reservoir chemistry delivered through one trailer) joint offering for frac treating.
  • Reservoir group was awarded RENEWIQ work for the application of our production enhancement PROE completion chemistry to improve production over the life of wells. This program, combined with our one-site PCT service expertise, continues to bring differentiated solutions to operators in the Permian Basin.
  • Started the Unconventional Water team to support North America Land Water applications.
  • Recently won four different contracts after re-entering the US Land market with our H2S scavenger program.
  • Providing chemistries supporting a Canadian customer that is scheduled to commission and start up a new thermal asset in August 2025.


Other Business Highlights: Production & Automation Technologies

  • Awarded a multi-year contract for production optimization software by a customer in Indonesia. 4000+ wells were successfully migrated in Q1 to our XSPOC® production optimization software, delivering data-driven insights to help the customer make informed production decisions across their field for all artificial lift systems.
  • Continue to see strong market adoption of new digital technologies as operators look for cost-effective, scalable monitoring solutions. More than 450 SmartSpin® wireless rod rotator sensors have been installed in the field and 120+ of the recently launched SMARTEN™® Lite rod pump controller have been deployed.
  • ChampionX’s RMSpumptools, in partnership with our UNBRIDLED® ESP Systems team, continues to grow sales of Automatic Diverter Valves (ADV) in the Permian for a major oil company. This key technology offers customers better sand and solids management in ESP systems and acts as a safety device for ESPs featuring a PMM motor.
  • Following two 6-month trial installations, RMSpumptools has received an order for its Y-chek systems by a Middle East national oil company. This success sets the direction for expansion of this Y-chek solution.
  • Completed the first 30+ well trial with a major producer in the Permian basin of the newly offered chemical injection assurance (CIA) software module on the modern, secure, and scalable Connexia® platform. The CIA software provides fully integrated chemical measurement and delivery data as well as control and optimization capabilities.
  • The SMARTEN XE ESP control system is a leader in the ESP control market. In Q1, ChampionX secured a new customer based on the advanced capabilities of the SMARTEN XE controller. The system’s ability to deliver enhanced performance across multi-pad projects was central to the customer’s decision. Since launch, ChampionX has installed hundreds of ESPs with SMARTEN XE controls, improving the operation of customers’ ESP systems.
  • Launched newly designed LOOKOUT® optimization services to provide real-time data with full ESP system control, advanced data visualization, integrated communications, and direct access to a team of multi-disciplined artificial lift experts. Powered by a modern digital backbone, LOOKOUT optimization services enable streamlined integration of diverse data sources and control solutions. LOOKOUT also leverages the full capabilities of the SMARTEN XE ESP control system, delivering advanced automation for ESP operations.
  • ChampionX’s Integrated Production Optimization (IPO) business continues to expand. A Permian operator, following a series of acquisitions, has expanded implementation of the IPO solution across newly acquired acreage – placing all new wells and ESP replacements under the IPO program. IPO has consistently delivered measurable production uplift, enhanced equipment reliability, stabilized reservoir pressure drawdown, and optimized chemical spend for the operator.
  • ChampionX’s Norris Sucker Rods has been awarded a large contract for the supply of approximately 35,000 sucker rods for a major customer in India. ChampionX won the contract based on superior reliability and in-country technical support, according to the customer.
  • Norris Rods received a large bulk order for sucker rods from a U.S. independent producer to assure supply for future operations and to mitigate the impact of tariffs. Norris Rods are manufactured from U.S. steel at the Company’s factory in Tulsa, Oklahoma.


About Non-GAAP Measures

In addition to financial results determined in accordance with generally accepted accounting principles in the United States (“GAAP”), this news release presents non-GAAP financial measures. Management believes that adjusted EBITDA, adjusted EBITDA margin, adjusted net income attributable to ChampionX and adjusted diluted earnings per share attributable to ChampionX, provide useful information to investors regarding the Company’s financial condition and results of operations because they reflect the core operating results of our businesses and help facilitate comparisons of operating performance across periods. In addition, free cash flow, free cash flow to adjusted EBITDA ratio, and free cash flow to revenue ratio are used by management to measure our ability to generate positive cash flow for debt reduction and to support our strategic objectives. Although management believes the aforementioned non-GAAP financial measures are good tools for internal use and the investment community in evaluating ChampionX’s overall financial performance, the foregoing non-GAAP financial measures should be considered in addition to, not as a substitute for or superior to, other measures of financial performance prepared in accordance with GAAP. A reconciliation of these non-GAAP measures to the most directly comparable GAAP measures is included in the accompanying financial tables.


About ChampionX

ChampionX is a global leader in chemistry solutions, artificial lift systems, and highly engineered equipment and technologies that help companies drill for and produce oil and gas safely, efficiently, and sustainably around the world. ChampionX’s expertise, innovative products, and digital technologies provide enhanced oil and gas production, transportation, and real-time emissions monitoring throughout the lifecycle of a well. To learn more about ChampionX, visit our website at www.ChampionX.com


Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements include statements relating to the proposed transaction between SLB and ChampionX, including statements regarding the benefits of the transaction and the anticipated timing of the transaction, and information regarding the businesses of SLB and ChampionX, including expectations regarding outlook and all underlying assumptions, SLB’s and ChampionX’s objectives, plans and strategies, information relating to operating trends in markets where SLB and ChampionX operate, statements that contain projections of results of operations or of financial condition and all other statements other than statements of historical fact that address activities, events or developments that SLB or ChampionX intends, expects, projects, believes or anticipates will or may occur in the future. Such statements are based on management’s beliefs and assumptions made based on information currently available to management. All statements in this communication, other than statements of historical fact, are forward-looking statements that may be identified by the use of the words “outlook,” “guidance,” “expects,” “believes,” “anticipates,” “should,” “estimates,” “intends,” “plans,” “seeks,” “targets,” “may,” “can,” “believe,” “predict,” “potential,” “projected,” “projections,” “precursor,” “forecast,” “ambition,” “goal,” “scheduled,” “think,” “could,” “would,” “will,” “see,” “likely,” and other similar expressions or variations, but not all forward-looking statements include such words. These forward-looking statements involve known and unknown risks and uncertainties, and which may cause SLB’s or ChampionX’s actual results and performance to be materially different from those expressed or implied in the forward-looking statements. Factors and risks that may impact future results and performance include, but are not limited to those factors and risks described in Part I, “Item 1. Business”, “Item 1A. Risk Factors”, and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in SLB’s Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the Securities and Exchange Commission (the “SEC”) on January 22, 2025 and Part 1, Item 1A, “Risk Factors” in ChampionX’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on February 5, 2025, and each of their respective, subsequent Current Reports on Form 8-K. These include, but are not limited to, and in each case as a possible result of the proposed transaction on each of SLB and ChampionX: the ultimate outcome of the proposed transaction between SLB and ChampionX, including the effect of the announcement of the proposed transaction; the ability to operate the SLB and ChampionX respective businesses, including business disruptions; difficulties in retaining and hiring key personnel and employees; the ability to maintain favorable business relationships with customers, suppliers and other business partners; the terms and timing of the proposed transaction; the occurrence of any event, change or other circumstance that could give rise to the termination of the proposed transaction; the anticipated or actual tax treatment of the proposed transaction; the ability to satisfy closing conditions to the completion of the proposed transaction (including the adoption of the merger agreement in respect of the proposed transaction by ChampionX stockholders); other risks related to the completion of the proposed transaction and actions related thereto; the ability of SLB and ChampionX to integrate the business successfully and to achieve anticipated synergies and value creation from the proposed transaction; changes in demand for SLB’s or ChampionX’s products and services; global market, political and economic conditions, including in the countries in which SLB and ChampionX operate; the ability to secure government regulatory approvals on the terms expected, at all or in a timely manner; the extent of growth of the oilfield services market generally, including for chemical solutions in production and midstream operations; the global macro-economic environment, including headwinds caused by inflation, rising interest rates, unfavorable currency exchange rates, and potential recessionary or depressionary conditions; the impact of shifts in prices or margins of the products that SLB or ChampionX sells or services that SLB or ChampionX provides, including due to a shift towards lower margin products or services; cyber-attacks, information security and data privacy; the impact of public health crises, such as pandemics (including COVID-19) and epidemics and any related company or government policies and actions to protect the health and safety of individuals or government policies or actions to maintain the functioning of national or global economies and markets; trends in crude oil and natural gas prices, including trends in chemical solutions across the oil and natural gas industries, that may affect the drilling and production activity, profitability and financial stability of SLB’s and ChampionX’s customers and therefore the demand for, and profitability of, their products and services; litigation and regulatory proceedings, including any proceedings that may be instituted against SLB or ChampionX related to the proposed transaction; failure to effectively and timely address energy transitions that could adversely affect the businesses of SLB or ChampionX, results of operations, and cash flows of SLB or ChampionX; and disruptions of SLB’s or ChampionX’s information technology systems.

These risks, as well as other risks related to the proposed transaction, are included in the Form S-4 and proxy statement/prospectus that was filed with the SEC in connection with the proposed transaction. While the list of factors presented here is, and the list of factors presented in the registration statement on Form S-4 are, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. For additional information about other factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to SLB’s and ChampionX’s respective periodic reports and other filings with the SEC, including the risk factors identified in SLB’s and ChampionX’s Annual Reports on Form 10-K, respectively, and SLB’s and ChampionX’s Quarterly Reports on Form 10-Q. The forward-looking statements included in this communication are made only as of the date hereof. Neither SLB nor ChampionX undertakes any obligation to update any forward-looking statements to reflect subsequent events or circumstances, except as required by law.

Investor Contact: Byron Pope
[email protected] 
281-602-0094

Media Contact: John Breed
[email protected] 
281-403-5751

CHAMPIONX CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

  Three Months Ended
  March 31,   December 31,   March 31,
(in thousands, except per share amounts)   2025       2024       2024  
Revenue $ 864,464     $ 912,037     $ 922,141  
Cost of goods and services   572,938       600,154       622,937  
Gross profit   291,526       311,883       299,204  
Costs and expenses:          
Selling, general and administrative expense   177,045       184,722       172,414  
(Gain) loss on sale-leaseback transaction               (29,883 )
Interest expense, net   13,196       12,375       13,935  
Foreign currency transaction losses (gains), net   1,504       1,697       55  
Other expense (income), net   (4,631 )     (5,026 )     2,927  
Income before income taxes   104,412       118,115       139,756  
Provision for income taxes   15,384       33,204       26,596  
Net income   89,028       84,911       113,160  
Net income attributable to noncontrolling interest   3,231       2,145       237  
Net income attributable to ChampionX $ 85,797     $ 82,766     $ 112,923  
           
Earnings per share attributable to ChampionX:          
Basic $ 0.45     $ 0.43     $ 0.59  
Diluted $ 0.44     $ 0.43     $ 0.58  
           
Weighted-average shares outstanding:          
Basic   191,143       190,586       190,803  
Diluted   193,709       193,487       193,964  
                       

CHAMPIONX CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(in thousands) March 31, 2025   December 31, 2024

ASSETS
     
Current Assets:      
Cash and cash equivalents $ 526,559     $ 507,681  
Receivables, net   417,639       466,782  
Inventories, net   497,183       496,831  
Assets held for sale   241,791       14,001  
Prepaid expenses and other current assets   85,617       78,602  
Total current assets   1,768,789       1,563,897  
       
Property, plant and equipment, net   729,931       755,422  
Goodwill   619,505       718,944  
Intangible assets, net   247,907       258,614  
Other non-current assets   134,258       173,375  
Total assets $ 3,500,390     $ 3,470,252  
       

LIABILITIES AND EQUITY
     
Current Liabilities:      
Current portion of long-term debt $ 6,203     $ 6,203  
Accounts payable   498,335       455,531  
Liabilities held for sale   61,415        
Other current liabilities   218,943       324,138  
Total current liabilities   784,896       785,872  
       
Long-term debt   590,746       591,453  
Other long-term liabilities   220,054       261,749  
Stockholders’ equity:      
ChampionX stockholders’ equity   1,916,726       1,846,437  
Noncontrolling interest   (12,032 )     (15,259 )
Total liabilities and equity $ 3,500,390     $ 3,470,252  
               

CHAMPIONX CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

  Three Months Ended March 31,
(in thousands)   2025       2024  
Cash flows from operating activities:      
Net income $ 89,028     $ 113,160  
Depreciation and amortization   60,056       59,580  
(Gain) loss on sale-leaseback transaction         (29,883 )
Loss on Argentina Blue Chip Swap transaction         4,092  
Deferred income taxes   (10,941 )     (12,903 )
Loss (gain) on disposal of fixed assets   1,616       1,107  
Receivables   13,937       62,915  
Inventories   (25,569 )     (39,873 )
Accounts payable   40,675       68,248  
Other assets   (19,955 )     (602 )
Leased assets   (6,665 )     (4,254 )
Other operating items, net   (75,380 )     (48,079 )
Net cash flows provided by operating activities   66,802       173,508  
       
Cash flows from investing activities:      
Capital expenditures   (31,250 )     (31,912 )
Proceeds from sale of fixed assets   3,004       2,390  
Proceeds from sale-leaseback transaction         44,292  
Purchase of investments         (17,162 )
Sale of investments         13,070  
Acquisitions, net of cash acquired         (21,472 )
Net cash used for investing activities   (28,246 )     (10,794 )
       
Cash flows from financing activities:      
Repayment of long-term debt   (1,551 )     (1,551 )
Repurchases of common stock         (49,399 )
Dividends paid   (18,110 )     (16,247 )
Other   (488 )     3,104  
Net cash used for financing activities   (20,149 )     (64,093 )
       
Effect of exchange rate changes on cash and cash equivalents   471       (1,161 )
       
Net increase in cash and cash equivalents   18,878       97,460  
Cash and cash equivalents at beginning of period   507,681       288,557  
Cash and cash equivalents at end of period $ 526,559     $ 386,017  
               

CHAMPIONX CORPORATION

BUSINESS SEGMENT DATA

(UNAUDITED)

  Three Months Ended
  March 31,   December 31,   March 31,
(in thousands)   2025       2024       2024  
Segment revenue:          
Production Chemical Technologies $ 523,390     $ 569,662     $ 590,108  
Production & Automation Technologies   264,377       269,568       252,614  
Drilling Technologies   50,530       51,942       55,206  
Reservoir Chemical Technologies   26,926       21,937       24,705  
Corporate and other   (759 )     (1,072 )     (492 )
Total revenue $ 864,464     $ 912,037     $ 922,141  
           
Income before income taxes:        
Segment operating profit (loss):          
Production Chemical Technologies $ 82,172     $ 103,567     $ 87,832  
Production & Automation Technologies   37,554       39,027       28,470  
Drilling Technologies   8,174       10,703       44,402  
Reservoir Chemical Technologies   5,529       2,294       3,746  
Total segment operating profit   133,429       155,591       164,450  
Corporate and other   15,821       25,101       10,759  
Interest expense, net   13,196       12,375       13,935  
Income before income taxes $ 104,412     $ 118,115     $ 139,756  
           
Operating profit margin / income before income taxes margin:          
Production Chemical Technologies   15.7 %     18.2 %     14.9 %
Production & Automation Technologies   14.2 %     14.5 %     11.3 %
Drilling Technologies   16.2 %     20.6 %     80.4 %
Reservoir Chemical Technologies   20.5 %     10.5 %     15.2 %
ChampionX Consolidated   12.1 %     13.0 %     15.2 %
           
Adjusted EBITDA          
Production Chemical Technologies $ 109,065     $ 133,475     $ 118,031  
Production & Automation Technologies   70,269       70,739       60,340  
Drilling Technologies   10,237       12,321       16,074  
Reservoir Chemical Technologies   6,347       3,751       5,346  
Corporate and other   (5,049 )     (8,021 )     (8,079 )
Adjusted EBITDA $ 190,869     $ 212,265     $ 191,712  
           
Adjusted EBITDA margin          
Production Chemical Technologies   20.8 %     23.4 %     20.0 %
Production & Automation Technologies   26.6 %     26.2 %     23.9 %
Drilling Technologies   20.3 %     23.7 %     29.1 %
Reservoir Chemical Technologies   23.6 %     17.1 %     21.6 %
ChampionX Consolidated   22.1 %     23.3 %     20.8 %
                       

CHAMPIONX CORPORATION

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES

(UNAUDITED)

  Three Months Ended
  March 31,   December 31,   March 31,
(in thousands)   2025       2024       2024  
Net income attributable to ChampionX $ 85,797     $ 82,766     $ 112,923  
Pre-tax adjustments:          
(Gain) loss on sale leaseback transaction(1)               (29,883 )
Russia sanctions compliance and impacts(2)   28       73       152  
Restructuring and other related charges   1,059       2,704       1,709  
Merger transaction costs(3)   10,232       14,434        
Acquisition costs and related adjustments(4)         75       1,232  
Intellectual property defense   382       158       779  
Merger-related indemnification responsibility(5)         100        
Tulsa, Oklahoma storm damage               305  
Foreign currency transaction losses (gains), net   1,504       1,697       55  
Loss on Argentina Blue Chip Swap transaction               4,092  
Tax impact of adjustments   (2,971 )     (5,565 )     5,066  
Adjusted net income attributable to ChampionX   96,031       96,442       96,430  
Tax impact of adjustments   2,971       5,565       (5,066 )
Net income attributable to noncontrolling interest   3,231       2,145       237  
Depreciation and amortization   60,056       62,534       59,580  
Provision for income taxes   15,384       33,204       26,596  
Interest expense, net   13,196       12,375       13,935  
Adjusted EBITDA $ 190,869     $ 212,265     $ 191,712  

_______________________

(1) Amount represents the gain on the sale and leaseback of certain buildings and land.

(2) Includes charges incurred related to legal and professional fees to comply with, as well as additional foreign currency exchange losses associated with, the sanctions imposed in Russia.

(3) Includes costs incurred in relation to the Merger Agreement with Schlumberger Limited, including third party legal and professional fees.

(4) Includes costs incurred for the acquisition of businesses.

(5) Expense related to the June 3, 2020 merger transaction with Ecolab in which we acquired the Chemical Technologies business.

  Three Months Ended
  March 31,   December 31,   March 31,
(in thousands)   2025       2024       2024  
Diluted earnings per share attributable to ChampionX $ 0.44     $ 0.43     $ 0.58  
Per share adjustments:          
(Gain) loss on sale leaseback transaction and disposal group               (0.15 )
Russia sanctions compliance and impacts                
Restructuring and other related charges   0.01       0.01       0.01  
Merger transaction costs   0.05       0.07        
Acquisition costs and related adjustments               0.01  
Intellectual property defense                
Merger-related indemnification responsibility                
Tulsa, Oklahoma storm damage                
Foreign currency transaction losses (gains), net   0.01       0.01        
Loss on Argentina Blue Chip Swap transaction               0.02  
Tax impact of adjustments   (0.01 )     (0.02 )     0.03  
Adjusted diluted earnings per share attributable to ChampionX $ 0.50     $ 0.50     $ 0.50  
                       

CHAMPIONX CORPORATION

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES BY SEGMENT

(UNAUDITED)

  Three Months Ended
  March 31,   December 31,   March 31,
(in thousands)   2025       2024       2024  
Production Chemical Technologies          
Segment operating profit $ 82,172     $ 103,567     $ 87,832  
Non-GAAP adjustments   1,658       2,251       3,933  
Depreciation and amortization   25,235       27,657       26,266  
Segment adjusted EBITDA $ 109,065     $ 133,475     $ 118,031  
           
Production & Automation Technologies          
Segment operating profit $ 37,554     $ 39,027     $ 28,470  
Non-GAAP adjustments   764       75       2,076  
Depreciation and amortization   31,951       31,637       29,794  
Segment adjusted EBITDA $ 70,269     $ 70,739     $ 60,340  
           
Drilling Technologies          
Segment operating profit $ 8,174     $ 10,703     $ 44,402  
Non-GAAP adjustments   766       306       (29,883 )
Depreciation and amortization   1,297       1,312       1,555  
Segment adjusted EBITDA $ 10,237     $ 12,321     $ 16,074  
           
Reservoir Chemical Technologies          
Segment operating profit $ 5,529     $ 2,294     $ 3,746  
Non-GAAP adjustments   (278 )     39       16  
Depreciation and amortization   1,096       1,418       1,584  
Segment adjusted EBITDA $ 6,347     $ 3,751     $ 5,346  
           
Corporate and other          
Segment operating profit $ (29,017 )   $ (37,476 )   $ (24,694 )
Non-GAAP adjustments   10,295       16,570       2,299  
Depreciation and amortization   477       510       381  
Interest expense, net   13,196       12,375       13,935  
Segment adjusted EBITDA $ (5,049 )   $ (8,021 )   $ (8,079 )
                       

Free Cash Flow

  Three Months Ended
  March 31,   December 31,   March 31,
(in thousands)   2025       2024       2024  
Free Cash Flow          
Cash flows from operating activities $ 66,802     $ 207,250     $ 173,508  
Less: Capital expenditures, net of proceeds from sale of fixed assets   (28,246 )     (37,117 )     (29,522 )
Free cash flow $ 38,556     $ 170,133     $ 143,986  
           
Cash From Operating Activities to Revenue Ratio          
Cash flows from operating activities $ 66,802     $ 207,250     $ 173,508  
Revenue $ 864,464     $ 912,037     $ 922,141  
           
Cash from operating activities to revenue ratio   8 %     23 %     19 %
           
Free Cash Flow to Revenue Ratio          
Free cash flow $ 38,556     $ 170,133     $ 143,986  
Revenue $ 864,464     $ 912,037     $ 922,141  
           
Free cash flow to revenue ratio   4 %     19 %     16 %
           
Free Cash Flow to Adjusted EBITDA Ratio          
Free cash flow $ 38,556     $ 170,133     $ 143,986  
Adjusted EBITDA $ 190,869     $ 212,265     $ 191,712  
           
Free cash flow to adjusted EBITDA ratio   20 %     80 %     75 %



The Arena Group Announces Settlement of the litigation with Authentic Brands Group and Board Changes

The Arena Group Announces Settlement of the litigation with Authentic Brands Group and Board Changes

NEW YORK–(BUSINESS WIRE)–The Arena Group Holdings, Inc. (NYSE American: AREN) (“Arena”), a technology platform and media company home to hundreds of media brands, including TheStreet, Parade Media (“Parade”), Men’s Journal, Surfer, Powder and Athlon Sports, today announced that it has reached a confidential settlement resolving all outstanding legal matters with Authentic Brands Group, LLC et al, Sportority, Inc. d/b/a Minute Media, and Manoj Bhargava. The financial terms of the confidential settlement are not material.

As a result of the settlement, Arena has made significant improvements to its balance sheet, including the removal of approximately $93.9 million in accrued liabilities which Arena expects to record in its financial results for the second quarter of 2025. This development enhances Arena’s financial position by $93.9 million and allows Arena to grow fast.

Separately, Arena announced that the Board of Directors has accepted the resignations of Christopher Fowler, Laura Lee, Christopher Petzel, and Carlo Zola. Arena thanks each of these former Board members for their service and contributions and wishes them continued success in their future endeavors.

Arena also announced the appointment of Lynn Petersmarck to its Board of Directors. Ms. Petersmarck brings extensive media experience and strategic insight that will support Arena’s long-term vision and growth initiatives.

About The Arena Group

The Arena Group (NYSE American: AREN) is an innovative technology platform and media company with a proven cutting-edge playbook that transforms media brands. Our unified technology platform empowers creators and publishers with tools to publish and monetize their content, while also leveraging quality journalism of anchor brands like TheStreet, Parade, Men’s Journal and Athlon Sports to build their businesses. We aggregate content across a diverse portfolio of brands, reaching over 100 million users monthly. Visit us at thearenagroup.net and discover how we are revolutionizing the world of digital media.

Forward-Looking Statements

This Press Release of The Arena Group Holdings, Inc. (the “Company,” “we,” “our,” and “us”) contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements relate to future events or future performance and include, without limitation, statements concerning our business strategy, future revenues and profitability, cost reductions, market growth, capital requirements, product introductions, expansion plans and the adequacy of our funding and our ability to alleviate the conditions that raise substantial doubt about our ability to continue as a going concern (as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on April 15, 2025 (the “2024 10-K”)). Other statements contained in this Press Release that are not historical facts are also forward-looking statements. We have tried, wherever possible, to identify forward-looking statements by terminology such as “may,” “will,” “could,” “should,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” and other stylistic variants denoting forward-looking statements.

We caution investors that any forward-looking statements presented in this Press Release, or that we may make orally or in writing from time to time, are based on information currently available, as well as our beliefs and assumptions. The actual outcome related to forward-looking statements will be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control or ability to predict. Although we believe that our assumptions are reasonable, they are not guarantees of future performance, and some will inevitably prove to be incorrect. As a result, our actual future results can be expected to differ from our expectations, and those differences may be material. Accordingly, investors should use caution in relying on forward-looking statements, which are based only on known results and trends at the time they are made, to anticipate future results or trends. We detail other risks in our public filings with the Securities and Exchange Commission (the “SEC”), including in Part I, Item 1A, Risk Factors, in the 2024 10-K. The discussion in this Press Release should be read in conjunction with the consolidated financial statements and notes thereto included in Part II, Item 8 of the 2024 10-K.

This Press Release and all subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date of this Press Release except as may be required by law.

The Arena Group Contact:

Steve Janisse, The Arena Group

404-574-9206

[email protected]

The Arena Group Investor Contact:

Rob Fink

FNK IR

646-809-4048

[email protected]

KEYWORDS: United States North America New York

INDUSTRY KEYWORDS: Marketing Data Management Communications Technology Software Media Publishing

MEDIA:

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Karman Space & Defense Schedules First Quarter Fiscal Year 2025 Earnings Release, Conference Call and Webcast

Karman Space & Defense Schedules First Quarter Fiscal Year 2025 Earnings Release, Conference Call and Webcast

HUNTINGTON BEACH, Calif.–(BUSINESS WIRE)–Karman Space & Defense (NYSE: KRMN) (“Karman” or “the Company”), a leader in the rapid design, development and production of critical, next-generation system solutions for launch vehicle, satellite, spacecraft, missile defense, hypersonic and UAS customers, today announced it will issue financial results for the Company’s first quarter fiscal year 2025 after financial markets close on Tuesday, May 13, 2025. Management will host a conference call and live audio webcast to discuss the results at 1:30 p.m. Pacific Time on the same day.

Hosting the call and webcast to review results for the first quarter fiscal year 2025 will be Tony Koblinski, Chief Executive Officer; Mike Willis, Chief Financial Officer; Jonathan Beaudoin, Chief Operating Officer; and Steven Gitlin, Vice President, Investor Relations.

Conference Call and Webcast Event Summary

Date: May 13, 2025

Time: 1:30 PM PDT | 2:30 PM MDT | 3:30 PM CDT | 4:30 PM EDT

Participant Dial-In: toll-free +1 (800) 715-9871 / international toll +1 (646) 307-1963

Conference ID: 4015462

Investors with Internet access may listen to the live audio webcast directly by clicking here or via the Investors section of the Karman Space & Defense, Inc. website, https://investors.karman-sd.com, under “News and Events.” Please allow 10 minutes prior to the call to download and install any necessary audio software.

Audio Replay Options

An audio replay of the event will be archived on the Investor Relations section of the Company’s website at https://investors.karman-sd.com. The audio replay will also be available via telephone from Tuesday, May 13, 2025, at approximately 7:00 p.m. Pacific Time through Tuesday, May 20, 2025 at 11:59 p.m. Pacific Time. Dial toll-free +1 (800) 770-2030 or international toll +1 (609) 800-9909 and use Playback ID: 4015462.

ABOUT KARMAN SPACE & DEFENSE

Karman Space & Defense is a leader in the rapid design, development and production of critical, next-generation system solutions for launch vehicle, satellite, spacecraft, missile defense, hypersonic and UAS customers. Building on nearly 50 years of success, we deliver Payload & Protection Systems, Aerodynamic Interstage Systems, and Propulsion & Launch Systems to more than 70 prime contractors supporting over 100 space and defense programs. For more information, visit Karman-SD.com. ###

For additional media and information, please follow us

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Investor contact:

Steven Gitlin

[email protected]

Media contact:

[email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Defense Technology Satellite Aerospace Manufacturing Other Defense

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Voya Financial declares common and preferred stock dividends

Voya Financial declares common and preferred stock dividends

NEW YORK–(BUSINESS WIRE)–
Voya Financial, Inc. (NYSE: VOYA) announced today that its board of directors has declared a common stock dividend of $0.45 per share for the second quarter of 2025. The common stock dividend is payable on June 26, 2025, to shareholders of record as of May 27, 2025.

Voya’s board also declared a quarterly dividend of $13.3750 per share on the company’s Series B 5.35% fixed-rate reset non-cumulative preferred stock (the “Series B Preferred Stock”), equivalent to $0.334375 per depositary share, each of which represents a 1/40th ownership interest in a share of Series B Preferred Stock. The second quarter preferred stock dividends are payable on June 16, 2025, to shareholders of record as of May 27, 2025.

About Voya Financial®

Voya Financial, Inc. (NYSE: VOYA) is a leading health, wealth and investment company with approximately 10,000 employees who are focused on achieving Voya’s aspirational vision: “Clearing your path to financial confidence and a more fulfilling life.” Through products, solutions and technologies, Voya helps its approximately 15.7 million individual, workplace and institutional clients become well planned, well invested and well protected. Benefitfocus, a Voya company and a leading benefits administration provider, extends the reach of Voya’s workplace benefits and savings offerings by engaging directly with approximately 11.9 million employees in the U.S. Certified as a “Great Place to Work” by the Great Place to Work® Institute, Voya is purpose-driven and committed to conducting business in a way that is economically, ethically, socially and environmentally responsible. Voya has earned recognition as one of the World’s Most Ethical Companies® by Ethisphere; a member of the Bloomberg Gender-Equality Index; and a “Best Place to Work for Disability Inclusion” on the Disability Equality Index. For more information, visit voya.com. Follow Voya Financial on Facebook, LinkedIn and Instagram.

VOYA-IR VOYA-CF

Media Contact:

Donna Sullivan

(860) 580-2980

[email protected]

Investor Contact:

Mei Ni Chu

(212) 309-8999

[email protected]

KEYWORDS: United States North America New York

INDUSTRY KEYWORDS: Banking Professional Services Finance

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MGP Ingredients Announces Upsizing of Credit Facility

MGP Ingredients Announces Upsizing of Credit Facility

ATCHISON, Kan.–(BUSINESS WIRE)–MGP Ingredients, Inc. (Nasdaq: MGPI), a leading provider of branded and distilled spirits and food ingredient solutions, today announced it has successfully refinanced its revolving credit facility and amended its note purchase and private shelf agreement.

As part of the refinancing, MGP upsized its revolving credit facility from $400 million to $500 million and extended its maturity from 2026 to 2030, with unchanged applicable interest rates. The amended revolving credit facility includes an accordion feature, which increased in size from $100 million to $200 million and is subject to certain conditions. In addition, the company amended its note purchase and private shelf agreement to extend its shelf for issuing up to $250 million of senior secured promissory notes to 2028.

“We are extremely pleased with the results of our refinancing,” said Mark Davidson, VP, Corporate Controller and Head of Treasury. “The ability to upsize and extend the maturity of our credit facility and maintain attractive interest rates highlights the strength of our balance sheet and cash flows. We believe this successful refinancing gives us significant financial flexibility to execute on our strategic objectives and positions us to drive strong shareholder returns.”

The credit facility is with a syndicate of lenders led by Wells Fargo Bank, N.A. Our note purchase and private shelf agreement is with various affiliates of PGIM, Inc. (Prudential).

About MGP Ingredients, Inc.

MGP Ingredients Inc. (Nasdaq: MGPI) has been formulating excellence since 1941 by bringing product ideas to life across the alcoholic beverage and specialty ingredient industries through three segments: Branded Spirits, Distilling Solutions, and Ingredient Solutions. MGPI is one of the leading spirits distillers with an award-winning portfolio of premium brands including Penelope, Rebel, Remus, and Yellowstone bourbons and El Mayor Tequila, under the Luxco umbrella. With distilleries in Indiana and Kentucky; a tequila distillery in Arandas, Mexico; and bottling operations in Missouri, Ohio and Northern Ireland, the company creates distilled spirits for customers including many world-renowned spirits brands. In addition, the company’s high-quality specialty fiber, protein and starch ingredients provide functional, nutritional and sensory solutions for a wide range of food products. To learn more visit MGPIngredients.com.

Cautionary Note Regarding Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation statements about the ability of MGP Ingredients, Inc. (the “Company” or “MGP”) to have financial flexibility and to drive shareholder returns. Forward looking statements are usually identified by or are associated with words such as “intend,” “plan,” “believe,” “estimate,” “expect,” “anticipate,” “project,” “forecast,” “hopeful,” “should,” “may,” “will,” “could,” “encouraged,” “opportunities,” “potential,” and similar terminology. These forward-looking statements reflect management’s current beliefs and estimates of future economic circumstances, industry conditions, Company performance, Company financial results, and Company financial condition and are not guarantees of future performance.

All forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially. Factors that could cause actual results to differ materially from our expectations include without limitation any effects of changes in consumer preferences and purchases and our ability to anticipate or react to those changes; our ability to compete effectively and any effects of industry dynamics and market conditions; damage to our reputation or that of any of our key customers or their brands; failure to introduce successful new brands and products or have effective marketing or advertising; changes in public opinion about alcohol or our products; our reliance on our distributors to distribute our branded spirits; our reliance on fewer, more profitable customer relationships; interruptions in our operations or a catastrophic event at our facilities; decisions concerning the quantity of maturing stock of our aged distillate; any inability to successfully complete our capital projects or fund capital expenditures or any warehouse expansion issues; our reliance on a limited number of suppliers; work disruptions or stoppages; climate change and measures to address climate change; regulation and taxation and compliance with existing or future laws and regulations; tariffs, trade relations, and trade policies; excise taxes, incentives and customs duties; our ability to protect our intellectual property rights and defend against alleged intellectual property rights infringement claims; failure to secure and maintain listings in control states; labeling or warning requirements or limitations on the availability of our products; product recalls or other product liability claims; anti-corruption laws, trade sanctions, and restrictions; litigation or legal proceedings; limited rights of common stockholders and anti-takeover provisions in our governing documents; the impact of issuing shares of our common stock; higher costs or the unavailability and cost of raw materials, product ingredients, energy resources, or labor; failure of our information technology systems, networks, processes, associated sites, or service providers; acquisitions and potential future acquisitions; interest rate increases; reliance on key personnel; commercial, political, and financial risks; covenants and other provisions in our credit arrangements; pandemics or other health crises; ability to pay any dividends and make any share repurchases; and the effectiveness or execution of our strategic plan. For further information on these risks and uncertainties and other factors that could affect the Company’s business, see the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, as well as the Company’s other SEC filings. The Company undertakes no obligation to update any forward-looking statements or information in this press release, except as required by law.

For More Information

Investors:

Amit Sharma, [email protected]

Media:

Patrick Barry, 314.540.3865, [email protected]

KEYWORDS: United States North America Kansas

INDUSTRY KEYWORDS: Retail Restaurant/Bar Food/Beverage Wine & Spirits

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Franklin Street Properties Corp. Announces First Quarter 2025 Results

Franklin Street Properties Corp. Announces First Quarter 2025 Results

WAKEFIELD, Mass.–(BUSINESS WIRE)–
Franklin Street Properties Corp. (the “Company”, “FSP”, “we” or “our”) (NYSE American: FSP), a real estate investment trust (REIT), announced its results for the first quarter ended March 31, 2025.

George J. Carter, Chairman and Chief Executive Officer, commented as follows:

“We continue to prioritize two primary objectives: The first is to advance our leasing efforts to improve occupancy across the portfolio. Despite the modest level of actual leasing during the first quarter of 2025, we are encouraged by the current level of prospective leasing activity in our active pipeline, which is more robust than we have seen during the past several years and includes some larger potential space requirements from tenants that are considering several of our properties. The second objective is to continue to pursue select property dispositions, should they make sense to sell relative to their respective short to intermediate term value creation potential. Accordingly, we are actively marketing several properties totaling approximately one million square feet for potential disposition. Assuming that demand, pricing and liquidity allow us to transact on one or more of these potential dispositions, we intend to use the net proceeds primarily for the continued repayment of debt. As of March 31, 2025, our total indebtedness was approximately $250 million, equivalent to approximately $52 per square foot on our remaining approximately 4.8 million square foot directly-owned property portfolio.”

Financial Highlights

  • GAAP net loss was $21.4 million, or $0.21 per basic and diluted share for the three months ended March 31, 2025.
  • Funds From Operations (FFO) was $2.7 million, or $0.03 per basic and diluted share, for the three months ended March 31, 2025.

Leasing Highlights

  • During the three months ended March 31, 2025, we leased approximately 60,000 square feet of space from renewals and expansions of existing tenants.
  • Our directly-owned real estate portfolio of 14 properties, totaling approximately 4.8 million square feet, was approximately 69.2% leased as of March 31, 2025, compared to approximately 70.3% leased as of December 31, 2024. The decrease in the leased percentage is primarily a result of lease expirations during the three months ended March 31, 2025.
  • The weighted average GAAP base rent per square foot achieved on leasing activity during the three months ended March 31, 2025, was $29.64, or 3.4% higher than average rents in the respective properties for the three months ended March 31, 2024. The average lease term on leases signed during the three months ended March 31, 2025, was 5.2 years compared to 6.3 years during the year ended December 31, 2024. Overall, the portfolio weighted average rent per occupied square foot was $31.21 as of March 31, 2025, compared to $31.77 as of December 31, 2024.
  • We believe that our continuing portfolio of real estate is well located, primarily in the Sunbelt and Mountain West geographic regions, and consists of high-quality assets with upside leasing potential.

Investment Highlights

  • We continue to believe that the current price of our common stock does not accurately reflect the intrinsic value of our underlying real estate assets. We will continue to seek to increase shareholder value by pursuing the sale of select properties when we believe that short-to-intermediate term valuation potential has been reached.
  • Since December 2020, our property dispositions have resulted in aggregate gross proceeds of approximately $1.1 billion and reflect an average sales price per square foot of approximately $211.
  • Since December 2020, we have used net proceeds from property dispositions to reduce our total indebtedness by approximately 75%, from approximately $1.0 billion to approximately $250 million.

Dividends

  • On April 7, 2025, we announced that our Board of Directors declared a quarterly cash dividend for the three months ended March 31, 2025, of $0.01 per share of common stock that will be paid on May 8, 2025, to stockholders of record on April 17, 2025.

Consolidation of Sponsored REIT

As of January 1, 2023, we consolidated the operations of our Monument Circle sponsored REIT into our financial statements. Additional information about the consolidation of Monument Circle can be found in Note 1, “Organization, Properties, Basis of Presentation, Financial Instruments and Recent Accounting Standards”, Note 8, “Disposition of Properties and Assets Held for Sale” and Note 10, “Subsequent Events”, in the Notes to Consolidated Financial Statements included in our Quarterly Report on Form 10-Q for the three months ended March 31, 2025.

Non-GAAP Financial Information

A reconciliation of Net loss to FFO, Adjusted Funds From Operations (AFFO) and Sequential Same Store NOI and our definitions of FFO, AFFO and Sequential Same Store NOI can be found on Supplementary Schedules H and I.

2025 Net Income (Loss), FFO and Disposition Guidance

At this time, due primarily to economic conditions and uncertainty surrounding the timing and amount of proceeds received from property dispositions, we are continuing suspension of Net Income (Loss), FFO and property disposition guidance.

Real Estate Update

Supplementary schedules provide property information for the Company’s owned and consolidated properties as of March 31, 2025. The Company will also be filing an updated supplemental information package that will provide stockholders and the financial community with additional operating and financial data. The Company will file this supplemental information package with the SEC and make it available on its website at www.fspreit.com.

Today’s news release, along with other news about Franklin Street Properties Corp., is available on the Internet at www.fspreit.com. We routinely post information that may be important to investors in the Investor Relations section of our website. We encourage investors to consult that section of our website regularly for important information about us and, if they are interested in automatically receiving news and information as soon as it is posted, to sign up for E-mail Alerts.

Earnings Call

A conference call is scheduled for April 30, 2025, at 11:00 a.m. (ET) to discuss the first quarter 2025 results. To access the call, please dial 888-440-4368 and use conference ID 5398803. Internationally, the call may be accessed by dialing 646-960-0856 and using conference ID 5398803. To listen via live audio webcast, please visit the Webcasts & Presentations section in the Investor Relations section of the Company’s website (www.fspreit.com) at least ten minutes prior to the start of the call and follow the posted directions. The webcast will also be available via replay from the above location starting one hour after the call is finished.

About Franklin Street Properties Corp.

Franklin Street Properties Corp., based in Wakefield, Massachusetts, is focused on infill and central business district (CBD) office properties in the U.S. Sunbelt and Mountain West, as well as select opportunistic markets. FSP is focused on long-term growth and appreciation, as well as current income. FSP is a Maryland corporation that operates in a manner intended to qualify as a real estate investment trust (REIT) for federal income tax purposes. To learn more about FSP please visit our website at www.fspreit.com.

Forward-Looking Statements

Statements made in this press release that state FSP’s or management’s intentions, beliefs, expectations, or predictions for the future may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This press release may also contain forward-looking statements, such as those relating to expectations for future potential leasing activity, expectations for future potential property dispositions, the payment of dividends and the repayment of debt in future periods, value creation/enhancement in future periods and expectations for growth and leasing activities in future periods that are based on current judgments and current knowledge of management and are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those indicated in such forward-looking statements. Accordingly, readers are cautioned not to place undue reliance on forward-looking statements. Investors are cautioned that our forward-looking statements involve risks and uncertainty, including without limitation, adverse changes in general economic or local market conditions, including as a result of the long-term effects of the COVID-19 pandemic, wars, terrorist attacks or other acts of violence, which may negatively affect the markets in which we and our tenants operate, impacts of changes in tariffs that the United States and other countries have announced or implemented, as well as any additional new tariffs, trade restrictions or export regulations that may be implemented or reversed in the future, inflation rates, interest rates, disruptions in the debt markets, economic conditions in the markets in which we own properties, risks of a lessening of demand for the types of real estate owned by us, adverse changes in energy prices, which if sustained, could negatively impact occupancy and rental rates in the markets in which we own properties, including energy-influenced markets such as Dallas, Denver and Houston, changes in government regulations and regulatory uncertainty, uncertainty about governmental fiscal policy, geopolitical events and expenditures that cannot be anticipated, such as utility rate and usage increases, delays in construction schedules, unanticipated increases in construction costs, increases in the level of general and administrative costs as a percentage of revenues as revenues decrease as a result of property dispositions, unanticipated repairs, additional staffing, insurance increases and real estate tax valuation reassessments. See the “Risk Factors” set forth in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024, as updated in Part II Item 1A of our Quarterly Report on Form 10-Q for the three months ended March 31, 2025, which may be further updated from time to time in subsequent filings with the United States Securities and Exchange Commission. Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, acquisitions, dispositions, performance or achievements. We will not update any of the forward-looking statements after the date of this press release to conform them to actual results or to changes in our expectations that occur after such date, other than as required by law.

 

Franklin Street Properties Corp.

Earnings Release

Supplementary Information

Table of Contents

 

 

Franklin Street Properties Corp. Financial Results

A-C

Real Estate Portfolio Summary Information

D

Portfolio and Other Supplementary Information

E

Percentage of Leased Space

F

Largest 20 Tenants – FSP Owned Portfolio

G

Reconciliation and Definitions of Funds From Operations (FFO) and Adjusted

 

Funds From Operations (AFFO)

H

Reconciliation and Definition of Sequential Same Store results to Property Net

 

Operating Income (NOI) and Net Loss

I

 

 

Franklin Street Properties Corp. Financial Results

Supplementary Schedule A

Condensed Consolidated Statements of Operations

(Unaudited)

 

 

 

 

 

 

 

 

 

For the

 

 

Three Months Ended

 

 

March 31,

(in thousands, except per share amounts)

 

2025

 

2024

 

 

 

 

 

 

 

Revenue:

 

 

 

 

 

 

Rental

 

$

27,107

 

 

$

31,225

 

Total revenue

 

 

27,107

 

 

 

31,225

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

Real estate operating expenses

 

 

10,095

 

 

 

11,019

 

Real estate taxes and insurance

 

 

5,369

 

 

 

5,936

 

Depreciation and amortization

 

 

10,824

 

 

 

11,625

 

General and administrative

 

 

3,484

 

 

 

4,159

 

Interest

 

 

5,691

 

 

 

6,846

 

Total expenses

 

 

35,463

 

 

 

39,585

 

 

 

 

 

 

 

 

Loss on extinguishment of debt

 

 

(2

)

 

 

(137

)

Loss on sale of properties and impairment of assets held for sale, net

 

 

(13,284

)

 

 

(5

)

Interest income

 

 

259

 

 

 

1,008

 

Loss before taxes

 

 

(21,383

)

 

 

(7,494

)

Tax expense

 

 

52

 

 

 

58

 

Net loss

 

$

(21,435

)

 

$

(7,552

)

 

 

 

 

 

 

 

Weighted average number of shares outstanding, basic and diluted

 

 

103,567

 

 

 

103,430

 

 

 

 

 

 

 

 

Loss per share, basic and diluted:

 

 

 

 

 

 

Net loss per share, basic and diluted

 

$

(0.21

)

 

$

(0.07

)

 

Franklin Street Properties Corp. Financial Results

Supplementary Schedule B

Condensed Consolidated Balance Sheets

(Unaudited)

 

 

 

 

 

 

 

 

 

March 31,

 

December 31,

(in thousands, except share and par value amounts)

 

2025

 

2024

Assets:

 

 

 

 

 

 

Real estate assets:

 

 

 

 

 

 

Land

 

$

98,882

 

 

$

105,298

 

Buildings and improvements

 

 

1,083,971

 

 

 

1,096,265

 

Fixtures and equipment

 

 

11,289

 

 

 

11,053

 

 

 

 

1,194,142

 

 

 

1,212,616

 

Less accumulated depreciation

 

 

383,815

 

 

 

377,708

 

Real estate assets, net

 

 

810,327

 

 

 

834,908

 

Acquired real estate leases, less accumulated amortization of $14,015 and $13,613, respectively

 

 

3,737

 

 

 

4,205

 

Asset held for sale

 

 

5,685

 

 

 

 

Cash, cash equivalents and restricted cash

 

 

31,559

 

 

 

42,683

 

Tenant rent receivables

 

 

1,462

 

 

 

1,283

 

Straight-line rent receivable

 

 

37,724

 

 

 

37,727

 

Prepaid expenses and other assets

 

 

3,429

 

 

 

3,114

 

Office computers and furniture, net of accumulated depreciation of $1,081 and $1,073, respectively

 

 

62

 

 

 

70

 

Deferred leasing commissions, net of accumulated amortization of $14,373 and $14,195, respectively

 

 

22,381

 

 

 

22,941

 

Total assets

 

$

916,366

 

 

$

946,931

 

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity:

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

Term loans payable, less unamortized financing costs of $1,773 and $2,220, respectively

 

$

124,861

 

 

$

124,491

 

Series A & Series B Senior Notes, less unamortized financing costs of $950 and $1,191, respectively

 

 

122,595

 

 

 

122,430

 

Accounts payable and accrued expenses

 

 

27,510

 

 

 

34,067

 

Accrued compensation

 

 

1,205

 

 

 

3,097

 

Tenant security deposits

 

 

6,156

 

 

 

6,237

 

Lease liability

 

 

612

 

 

 

707

 

Acquired unfavorable real estate leases, less accumulated amortization of $92 and $89, respectively

 

 

41

 

 

 

45

 

Total liabilities

 

 

282,980

 

 

 

291,074

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity:

 

 

 

 

 

 

Preferred stock, $.0001 par value, 20,000,000 shares authorized, none issued or outstanding

 

 

 

 

 

 

Common stock, $.0001 par value, 180,000,000 shares authorized, 103,566,715 and 103,566,715 shares issued and outstanding, respectively

 

 

10

 

 

 

10

 

Additional paid-in capital

 

 

1,335,361

 

 

 

1,335,361

 

Accumulated distributions in excess of accumulated earnings

 

 

(701,985

)

 

 

(679,514

)

Total stockholders’ equity

 

 

633,386

 

 

 

655,857

 

Total liabilities and stockholders’ equity

 

$

916,366

 

 

$

946,931

 

 

Franklin Street Properties Corp. Financial Results

Supplementary Schedule C

Condensed Consolidated Statements of Cash Flows

(Unaudited)

 

 

 

 

 

 

 

 

 

For the

 

 

Three Months Ended

 

 

March 31,

(in thousands)

 

2025

 

2024

Cash flows from operating activities:

 

 

 

 

 

 

Net loss

 

$

(21,435

)

 

$

(7,552

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

Depreciation and amortization expense

 

 

11,509

 

 

 

12,305

 

Amortization of above and below market leases

 

 

 

 

 

(6

)

Amortization of other comprehensive income into interest expense

 

 

 

 

 

(355

)

Loss on extinguishment of debt

 

 

2

 

 

 

137

 

Loss on sale of properties and impairment of assets held for sale, net

 

 

13,284

 

 

 

5

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

Tenant rent receivables

 

 

(179

)

 

 

(9

)

Straight-line rents

 

 

70

 

 

 

206

 

Lease acquisition costs

 

 

(74

)

 

 

(122

)

Prepaid expenses and other assets

 

 

(225

)

 

 

(400

)

Accounts payable and accrued expenses

 

 

(5,914

)

 

 

(6,677

)

Accrued compensation

 

 

(1,892

)

 

 

(2,448

)

Tenant security deposits

 

 

(81

)

 

 

64

 

Payment of deferred leasing commissions

 

 

(546

)

 

 

(2,236

)

Net cash used for operating activities

 

 

(5,481

)

 

 

(7,088

)

Cash flows from investing activities:

 

 

 

 

 

 

Property improvements, fixtures and equipment

 

 

(4,454

)

 

 

(8,759

)

Proceeds received from sales of properties

 

 

 

 

 

34,329

 

Net cash provided by (used in) investing activities

 

 

(4,454

)

 

 

25,570

 

Cash flows from financing activities:

 

 

 

 

 

 

Distributions to stockholders

 

 

(1,036

)

 

 

(1,034

)

Repayments of Bank note payable

 

 

 

 

 

(22,667

)

Repayments of Term loans payable

 

 

(77

)

 

 

(28,963

)

Repayments of Series A&B Senior Notes

 

 

(76

)

 

 

(50,370

)

Deferred financing costs

 

 

 

 

 

(5,549

)

Net cash used for financing activities

 

 

(1,189

)

 

 

(108,583

)

Net decrease in cash, cash equivalents and restricted cash

 

 

(11,124

)

 

 

(90,101

)

Cash, cash equivalents and restricted cash, beginning of year

 

 

42,683

 

 

 

127,880

 

Cash, cash equivalents and restricted cash, end of period

 

$

31,559

 

 

$

37,779

 

 

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule D

Real Estate Portfolio Summary Information

(Unaudited & Approximated)

 

 

 

 

 

Commercial portfolio lease expirations (1)

 

 

 

 

 

 

Total

 

% of

Year

 

Square Feet

 

Portfolio

2025

 

246,305

 

4.9

%

2026

 

582,524

 

 

11.6

%

2027

 

322,539

 

 

6.4

%

2028

 

257,393

 

 

5.1

%

2029

 

481,560

 

 

9.6

%

Thereafter (2)

 

3,129,895

 

 

62.4

%

 

 

5,020,216

 

 

100.0

%

____________________

(1)

 

Percentages are determined based upon total square footage.

(2)

 

Includes 1,687,212 square feet of vacancies at our owned and consolidated properties as of March 31, 2025.

 

 

 

 

 

 

 

 

 

 

 

(dollars & square feet in 000’s)

 

As of March 31, 2025

 

 

 

 

 

 

 

% of

 

Square

 

% of

State

 

Properties

 

Investment

 

Portfolio

 

Feet

 

Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

Colorado

 

4

 

 

$

438,900

 

 

54.2

%

 

2,140

 

 

42.6

%

Texas

 

7

 

 

258,768

 

31.9

%

 

 

1,909

 

38.0

%

Minnesota

 

3

 

 

 

112,659

 

 

13.9

%

 

 

757

 

 

15.1

%

Indiana

 

1

 

 

 

 

 

0.0

%

 

 

214

 

 

4.3

%

Total

 

15

 

 

$

810,327

 

 

100.0

%

 

 

5,020

 

 

100.0

%

 

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule E

Portfolio and Other Supplementary Information

(Unaudited & Approximated)

 

Recurring Capital Expenditures

 

 

 

 

 

 

(in thousands)

 

For the Three Months Ended

 

 

31-Mar-25

Tenant improvements

 

$

2,374

 

Deferred leasing costs

 

 

545

Non-investment capex

 

 

1,258

 

 

 

$

4,177

 

(in thousands)

 

For the Three Months Ended

 

Year Ended

 

 

31-Mar-24

 

30-Jun-24

 

30-Sep-24

 

31-Dec-24

 

31-Dec-24

Tenant improvements

 

$

2,619

 

 

$

2,558

 

 

$

4,444

 

 

$

4,173

 

 

$

13,794

 

Deferred leasing costs

 

 

2,237

 

 

511

 

 

421

 

 

2,974

 

 

6,143

Non-investment capex

 

 

1,019

 

 

 

1,480

 

 

 

1,658

 

 

 

2,568

 

 

 

6,725

 

 

 

$

5,875

 

 

$

4,549

 

 

$

6,523

 

 

$

9,715

 

 

$

26,662

 

 

 

 

 

 

Square foot & leased percentages

 

March 31,

 

December 31,

 

 

 

2025

 

 

 

2024

 

Owned Properties:

 

 

 

 

Number of properties

 

 

14

 

 

 

14

 

Square feet

 

 

4,806,456

 

 

 

4,806,253

 

Leased percentage

 

 

69.2

%

 

 

70.3

%

 

 

 

 

 

Consolidated Property – Single Asset REIT (SAR):

 

 

 

 

Number of properties

 

 

1

 

 

 

1

 

Square feet

 

 

213,760

 

 

 

213,760

 

Leased percentage

 

 

4.1

%

 

 

4.1

%

 

 

 

 

 

Total Owned and Consolidated Properties:

 

 

 

 

Number of properties

 

 

15

 

 

 

15

 

Square feet

 

 

5,020,216

 

 

 

5,020,013

 

Leased percentage

 

 

66.4

%

 

 

67.5

%

 

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule F

Percentage of Leased Space

(Unaudited & Estimated)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property Name

 

Location

 

Square Feet

 

% Leased (1) as of 31-Dec-24

 

Fourth Quarter Average % Leased (2)

 

% Leased (1) as of 31-Mar-25

 

First Quarter Average % Leased (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

PARK TEN

 

Houston, TX

 

157,609

 

83.5

%

 

83.5

%

 

83.5

%

 

83.5

%

2

 

PARK TEN PHASE II

 

Houston, TX

 

156,746

 

 

75.5

%

 

69.7

%

 

75.5

%

 

75.5

%

3

 

GREENWOOD PLAZA

 

Englewood, CO

 

196,236

 

 

65.0

%

 

65.0

%

 

65.0

%

 

65.0

%

4

 

ADDISON

 

Addison, TX

 

289,333

 

 

79.9

%

 

79.9

%

 

69.2

%

 

69.2

%

5

 

LIBERTY PLAZA

 

Addison, TX

 

217,841

 

 

78.4

%

 

76.2

%

 

78.4

%

 

78.4

%

6

 

ELDRIDGE GREEN

 

Houston, TX

 

248,399

 

 

100.0

%

 

100.0

%

 

100.0

%

 

100.0

%

7

 

121 SOUTH EIGHTH ST

 

Minneapolis, MN

 

297,744

 

 

78.5

%

 

76.4

%

 

78.5

%

 

78.3

%

8

 

801 MARQUETTE AVE

 

Minneapolis, MN

 

129,691

 

 

91.8

%

 

91.8

%

 

91.8

%

 

91.8

%

9

 

LEGACY TENNYSON CTR

 

Plano, TX

 

209,562

 

 

51.0

%

 

51.0

%

 

51.0

%

 

51.0

%

10

 

WESTCHASE I & II

 

Houston, TX

 

629,025

 

 

65.5

%

 

65.5

%

 

65.1

%

 

65.1

%

11

 

1999 BROADWAY

 

Denver, CO

 

682,639

 

 

50.2

%

 

50.4

%

 

51.2

%

 

50.3

%

12

 

1001 17TH STREET

 

Denver, CO

 

649,400

 

 

75.4

%

 

75.4

%

 

75.4

%

 

75.4

%

13

 

PLAZA SEVEN

 

Minneapolis, MN

 

330,096

 

 

52.8

%

 

52.2

%

 

52.8

%

 

52.8

%

14

 

600 17TH STREET

 

Denver, CO

 

612,135

 

 

77.1

%

 

76.8

%

 

72.5

%

 

73.6

%

 

 

OWNED PORTFOLIO

 

 

 

4,806,456

 

 

70.3

%

 

69.8

%

 

69.2

%

 

69.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

15

 

MONUMENT CIRCLE (3)

 

Indianapolis, IN

 

213,760

 

 

4.1

%

 

4.1

%

 

4.1

%

 

4.1

%

 

 

OWNED & CONSOLIDATED PORTFOLIO

 

 

 

5,020,216

 

 

67.5

%

 

67.0

%

 

66.4

%

 

66.4

%

____________________

(1)

 

% Leased as of month’s end includes all leases that expire on the last day of the quarter.

(2)

 

Average quarterly percentage is the average of the end of the month leased percentage for each of the three months during the quarter.

(3)

 

Consolidated property as of January 1, 2023, which was previously a managed property.

 

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule G

Largest 20 Tenants – FSP Owned and Consolidated Portfolio

(Unaudited & Estimated)

The following table includes the largest 20 tenants in FSP’s owned and consolidated portfolio based on total square feet:

As of March 31, 2025

 

 

 

 

 

 

 

 

 

 

 

 

 

% of

 

 

Tenant

 

Sq Ft

 

Portfolio

1

 

CITGO Petroleum Corporation

 

248,399

 

4.9

%

2

 

EOG Resources, Inc.

 

169,167

 

 

3.4

%

3

 

US Government

 

168,573

 

 

3.4

%

4

 

Kaiser Foundation Health Plan, Inc.

 

120,979

 

 

2.4

%

5

 

Deluxe Corporation

 

98,922

 

 

2.0

%

6

 

Ping Identity Corp.

 

89,856

 

 

1.8

%

7

 

Olin Corporation

 

81,480

 

 

1.6

%

8

 

Permian Resources Operating, LLC

 

67,856

 

 

1.3

%

9

 

Hall and Evans LLC

 

65,878

 

 

1.3

%

10

 

Cyxtera Management, Inc.

 

61,826

 

 

1.2

%

11

 

Precision Drilling (US) Corporation

 

59,569

 

 

1.2

%

12

 

PwC US Group

 

54,334

 

 

1.1

%

13

 

Coresite, LLC

 

49,518

 

 

1.0

%

14

 

Schwegman, Lundberg & Woessner, P.A.

 

46,269

 

 

0.9

%

15

 

Invenergy, LLC.

 

42,505

 

 

0.9

%

16

 

Ark-La-Tex Financial Services, LLC.

 

41,011

 

 

0.8

%

17

 

Chevron U.S.A., Inc.

 

35,088

 

 

0.7

%

18

 

QB Energy Operating, LLC

 

34,063

 

 

0.7

%

19

 

CarOffer, LLC.

 

30,913

 

 

0.6

%

20

 

WDT Acquisition Corporation

 

30,913

 

 

0.6

%

 

 

Total

 

1,597,119

 

 

31.8

%

 

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule H

Reconciliation and Definitions of Funds From Operations (“FFO”) and

Adjusted Funds From Operations (“AFFO”)

 

A reconciliation of Net loss to FFO and AFFO is shown below and a definition of FFO and AFFO is provided on Supplementary Schedule I. Management believes FFO and AFFO are used broadly throughout the real estate investment trust (REIT) industry as measurements of performance. The Company has included the National Association of Real Estate Investment Trusts (NAREIT) FFO definition as of May 17, 2016 in the table and notes that other REITs may not define FFO in accordance with the current NAREIT definition or may interpret the current NAREIT definition differently. The Company’s computation of FFO and AFFO may not be comparable to FFO or AFFO reported by other REITs or real estate companies that define FFO or AFFO differently.

 

 

 

 

 

 

 

Reconciliation of Net loss to FFO and AFFO:

 

Three Months Ended

 

 

March 31,

(In thousands, except per share amounts)

 

2025

 

2024

 

 

 

 

 

 

 

Net loss

 

$

(21,435

)

 

$

(7,552

)

Loss on sale of properties and impairment of asset held for sale, net

 

 

13,284

 

 

 

5

 

Depreciation & amortization

 

 

10,824

 

 

 

11,619

 

NAREIT FFO

 

 

2,673

 

 

 

4,072

 

Lease Acquisition costs

 

 

54

 

 

 

121

 

Funds From Operations (FFO)

 

$

2,727

 

 

$

4,193

 

 

 

 

 

 

 

 

Funds From Operations (FFO)

 

$

2,727

 

 

$

4,193

 

Loss on extinguishment of debt

 

 

2

 

 

 

137

 

Amortization of deferred financing costs

 

 

685

 

 

 

680

 

Straight-line rent

 

 

70

 

 

 

206

 

Tenant improvements

 

 

(2,374

)

 

 

(2,619

)

Leasing commissions

 

 

(545

)

 

 

(2,237

)

Non-investment capex

 

 

(1,258

)

 

 

(1,019

)

Adjusted Funds From Operations (AFFO)

 

$

(693

)

 

$

(659

)

 

 

 

 

 

 

 

Per Share Data

 

 

 

 

 

 

EPS

 

$

(0.21

)

 

$

(0.07

)

FFO

 

$

0.03

 

 

$

0.04

 

AFFO

 

$

(0.01

)

 

$

(0.01

)

 

 

 

 

 

 

 

Weighted average shares (basic and diluted)

 

 

103,567

 

 

 

103,430

 

 

Funds From Operations (“FFO”)

The Company evaluates performance based on Funds From Operations, which we refer to as FFO, as management believes that FFO represents the most accurate measure of activity and is the basis for distributions paid to equity holders. The Company defines FFO as net income or loss (computed in accordance with GAAP), excluding gains (or losses) from sales of property, hedge ineffectiveness, acquisition costs of newly acquired properties that are not capitalized and lease acquisition costs that are not capitalized plus depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges on mortgage loans, properties or investments in non-consolidated REITs, and after adjustments to exclude equity in income or losses from, and, to include the proportionate share of FFO from, non-consolidated REITs.

FFO should not be considered as an alternative to net income or loss (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs.

Other real estate companies and the National Association of Real Estate Investment Trusts, or NAREIT, may define this term in a different manner. We have included the NAREIT FFO as of May 17, 2016 in the table and note that other REITs may not define FFO in accordance with the current NAREIT definition or may interpret the current NAREIT definition differently than we do.

We believe that in order to facilitate a clear understanding of the results of the Company, FFO should be examined in connection with net income or loss and cash flows from operating, investing and financing activities in the consolidated financial statements.

Adjusted Funds From Operations (“AFFO”)

The Company also evaluates performance based on Adjusted Funds From Operations, which we refer to as AFFO. The Company defines AFFO as (1) FFO, (2) excluding loss on extinguishment of debt that is non-cash, (3) excluding our proportionate share of FFO and including distributions received, from non-consolidated REITs, (4) excluding the effect of straight-line rent, (5) plus the amortization of deferred financing costs, (6) plus the value of shares issued as compensation and (7) less recurring capital expenditures that are generally for maintenance of properties, which we call non-investment capex or are second generation capital expenditures. Second generation costs include re-tenanting space after a tenant vacates, which include tenant improvements and leasing commissions.

We exclude development/redevelopment activities, capital expenditures planned at acquisition and costs to reposition a property. We also exclude first generation leasing costs, which are generally to fill vacant space in properties we acquire or were planned for at acquisition.

AFFO should not be considered as an alternative to net income or loss (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs. Other real estate companies may define this term in a different manner. We believe that in order to facilitate a clear understanding of the results of the Company, AFFO should be examined in connection with net income or loss and cash flows from operating, investing and financing activities in the consolidated financial statements.

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule I

Reconciliation and Definition of Sequential Same Store results to property Net Operating Income (NOI) and Net Income

 

Net Operating Income (“NOI”)

The Company provides property performance based on Net Operating Income, which we refer to as NOI. Management believes that investors are interested in this information. NOI is a non-GAAP financial measure that the Company defines as net income or loss (the most directly comparable GAAP financial measure) plus general and administrative expenses, depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges, interest expense, less equity in earnings of nonconsolidated REITs, interest income, management fee income, hedge ineffectiveness, gains or losses on extinguishment of debt, gains or losses on the sale of assets and excludes non-property specific income and expenses. The information presented includes footnotes and the data is shown by region with properties owned in the periods presented, which we call Sequential Same Store. The comparative Sequential Same Store results include properties held for all periods presented. We exclude properties that have been placed in service, but that do not have operating activity for all periods presented, dispositions and significant nonrecurring income such as bankruptcy settlements and lease termination fees. NOI, as defined by the Company, may not be comparable to NOI reported by other REITs that define NOI differently. NOI should not be considered an alternative to net income or loss as an indication of our performance or to cash flows as a measure of the Company’s liquidity or its ability to make distributions. The calculations of NOI and Sequential Same Store are shown in the following table:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rentable

 

 

 

 

 

 

 

 

 

 

 

 

 

Square Feet

 

Three Months Ended

 

Three Months Ended

 

Inc

 

%

(in thousands)

 

or RSF

 

31-Mar-25

 

31-Dec-24

 

(Dec)

 

Change

Region

 

 

 

 

 

 

 

 

 

 

 

 

 

MidWest

 

971

 

 

 

1,139

 

 

 

992

 

 

 

147

 

 

14.8

%

South

 

1,909

 

 

4,331

 

 

4,549

 

 

 

(218

)

 

(4.8

)%

West

 

2,140

 

 

 

5,849

 

 

 

5,670

 

 

 

179

 

 

3.2

%

Property NOI* from Owned Properties

 

5,020

 

 

 

11,319

 

 

 

11,211

 

 

 

108

 

 

1.0

%

Disposition and Acquisition Properties (a)

 

 

 

 

24

 

 

 

(88

)

 

 

112

 

 

1.0

%

NOI*

 

5,020

 

 

$

11,343

 

 

$

11,123

 

 

$

220

 

 

2.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sequential Same Store

 

 

 

$

11,319

 

 

$

11,211

 

 

$

108

 

 

1.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Less Nonrecurring

 

 

 

 

 

 

 

 

 

 

 

 

 

Items in NOI* (b)

 

 

 

 

55

 

 

 

185

 

 

 

(130

)

 

1.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comparative

 

 

 

 

 

 

 

 

 

 

 

 

 

Sequential Same Store

 

 

 

$

11,264

 

 

$

11,026

 

 

$

238

 

 

2.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation to

 

 

 

Three Months Ended

 

Three Months Ended

 

 

 

 

 

Net loss

 

 

 

31-Mar-25

 

31-Dec-24

 

 

 

 

 

Net loss

 

 

 

$

(21,435

)

 

$

(8,526

)

 

 

 

 

 

Add (deduct):

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss on extinguishment of debt

 

 

 

 

2

 

 

 

428

 

 

 

 

 

 

Loss on sale of properties and impairment of assets held for sale, net

 

 

 

 

13,284

 

 

 

367

 

 

 

 

 

 

Management fee income

 

 

 

 

(380

)

 

 

(386

)

 

 

 

 

 

Depreciation and amortization

 

 

 

 

10,824

 

 

 

10,757

 

 

 

 

 

 

Amortization of above/below market leases

 

 

 

 

 

 

 

(1

)

 

 

 

 

 

General and administrative

 

 

 

 

3,484

 

 

 

2,815

 

 

 

 

 

 

Interest expense

 

 

 

 

5,691

 

 

 

5,912

 

 

 

 

 

 

Interest income

 

 

 

 

(259

)

 

 

(395

)

 

 

 

 

 

Non-property specific items, net

 

 

 

 

132

 

 

 

152

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOI*

 

 

 

$

11,343

 

 

$

11,123

 

 

 

 

 

 

(a)

 

We define Disposition and Acquisition Properties as properties that were sold acquired or consolidated and do not have operating activity for all periods presented.

(b)

 

Nonrecurring Items in NOI include proceeds from bankruptcies, lease termination fees or other significant nonrecurring income or expenses, which may affect comparability.

 

 

 

*Excludes NOI from investments in and interest income from secured loans to non-consolidated REITs.

 

Georgia Touma (877) 686-9496

KEYWORDS: United States North America Massachusetts

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

MEDIA:

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On to Release First Quarter 2025 Results on Tuesday, May 13, 2025

On to Release First Quarter 2025 Results on Tuesday, May 13, 2025

ZURICH–(BUSINESS WIRE)–
Swiss performance sportswear brand On (NYSE: ONON) announced today that the Company will release its first quarter 2025 financial results on Tuesday, May 13, 2025 before U.S. financial markets open.

The Company’s management will host an earnings conference call and webcast at 8 a.m. U.S. Eastern Time on May 13, 2025 (2 p.m. Central European Time). To access the live conference call by telephone, please dial the following numbers:

United States: +1 646 307 19 63

United Kingdom: +44 203 481 42 47

Switzerland: +41 43 210 51 63

Conference ID: 9414365

Additionally, a live webcast of the conference call will be available on the Company’s investor relations website and via the following link. Following the call, a recording will be available on the Company’s website.

About On

On was born in the Swiss Alps in 2010 with the mission to ignite the human spirit through movement – a mission that still guides the brand today. Fifteen years after market launch, On delivers industry-disrupting innovation in premium footwear, apparel and accessories for high-performance running, outdoor, training, all-day activities and tennis. On’s award-winning CloudTec® and LightSpray™ innovation, purposeful design and groundbreaking strides within the circular economy have attracted a fast-growing global fan base – inspiring humans to explore, discover and Dream On.

On is present in more than 80 countries globally and engages with a digital community on www.on.com.

Source: On

Category: Earnings

Investor Contact:

On Holding AG

Jerrit Peter

[email protected]

or

ICR, Inc.

Brendon Frey

[email protected]

Media Contact:

On Holding AG

Adib Sisani

[email protected]

KEYWORDS: Switzerland Europe

INDUSTRY KEYWORDS: Textiles Sports General Sports Tennis Manufacturing Fashion Running Retail Footwear Outdoors

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