BBVA Argentina Announces Second Quarter 2025 Financial Results Schedule

BBVA Argentina Announces Second Quarter 2025 Financial Results Schedule

BUENOS AIRES, Argentina–(BUSINESS WIRE)–
Banco BBVA Argentina S.A. (NYSE, BYMA, MAE: BBAR; LATIBEX: XBBAR) today announced that it will report its Second Quarter 2025 results.

Earnings Release

Wednesday, August 20, 2025

Time: After market close

Conference Call

Thursday, August 21, 2025

Time: 12:00 p.m. Buenos Aires time – (11:00 a.m. EST)

Quiet Period

From Wednesday, August 6, through Wednesday, August 20, 2025

Executives

Ms. Carmen Morillo Arroyo, Chief Financial Officer

Mr. Diego Cesarini, Head of ALM & Investor Relations

Ms. Belén Fourcade, Investor Relations Manager

To participate, please click here to register

About BBVA Argentina

Banco BBVA Argentina (NYSE, BYMA, MAE: BBAR; LATIBEX: XBBAR) is a subsidiary of the BBVA Group, the principal shareholder since 1996. In Argentina, it is one of the leading private financial institutions since 1886. Nationwide, Banco BBVA Argentina offers retail and corporate banking to a broad customer base, including: individuals, SME’s, and large-sized companies.

Banco BBVA Argentina’s purpose is to bring the age of opportunities to everyone, based on our customers’ real needs, providing the best solutions, and helping them make the best financial decisions, through an easy and convenient experience. The institution rests in solid values: “Customer comes first, we think big and we are one team.” At the same time, its responsible banking model aspires to achieve a more inclusive and sustainable society.

BBVA Argentina Investor Relations

[email protected]

ir.bbva.com.ar

KEYWORDS: Latin America North America United States South America Argentina New York

INDUSTRY KEYWORDS: Banking Professional Services Finance

MEDIA:

Eagle Materials Declares Quarterly Dividend

Eagle Materials Declares Quarterly Dividend

DALLAS–(BUSINESS WIRE)–
The Board of Directors of Eagle Materials Inc. (NYSE: EXP) has declared a quarterly cash dividend of $0.25 per share, payable on October 16, 2025, to stockholders of record of its Common Stock at the close of business on September 15, 2025.

About Eagle Materials Inc.

Eagle Materials Inc. is a leading U.S. manufacturer of heavy construction products and light building materials. Eagle’s primary products, Portland Cement and Gypsum Wallboard, are essential for building, expanding and repairing roads, highways and residential, commercial and industrial structures across America. Headquartered in Dallas, Texas, Eagle manufactures and sells its products through a network of more than 70 facilities spanning 21 states. Visit eaglematerials.com for more information.

For additional information, contact at 214-432-2000.

Michael R. Haack

President and Chief Executive Officer

D. Craig Kesler

Executive Vice President, Finance and Administration and CFO

Alex Haddock

Senior Vice President, Investor Relations, Strategy and Corporate Development

KEYWORDS: United States North America Texas

INDUSTRY KEYWORDS: Building Systems Manufacturing Other Manufacturing Other Construction & Property Construction & Property

MEDIA:

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TriplePoint Venture Growth BDC Corp. Announces Second Quarter 2025 Financial Results

TriplePoint Venture Growth BDC Corp. Announces Second Quarter 2025 Financial Results

Highest Level of Closed Commitments and Fundings Since Fiscal Year 2022

Net Increase in Net Assets Resulting from Operations of $0.33 per Share for the Second Quarter

Declares Third Quarter 2025 Distribution of $0.23 per Share

MENLO PARK, Calif.–(BUSINESS WIRE)–
TriplePoint Venture Growth BDC Corp. (NYSE: TPVG) (the “Company,” “TPVG,” “we,” “us,” or “our”), a leading financing provider to venture growth stage companies backed by a select group of venture capital firms in technology and other high growth industries, today announced its financial results for the second quarter ended June 30, 2025 and the declaration by its Board of Directors of its third quarter 2025 distribution of $0.23 per share.

Second Quarter 2025 Highlights

  • Signed $241.5 million of term sheets with venture growth stage companies at TriplePoint Capital LLC (“TPC”), and TPVG closed $160.1 million of new debt commitments, representing a 109% increase from the prior quarter and the highest amount in three years;

  • Funded $78.5 million in debt investments, representing a 188% increase from the prior quarter and the highest level of funding activity in the last 10 quarters, to nine portfolio companies with a 12.3% weighted average annualized yield at origination;

  • Grew the debt investment portfolio to $663.8 million at cost, up from $632.4 million in the prior quarter;

  • Achieved a 14.5% weighted average annualized portfolio yield on debt investments for the quarter1;

  • Earned net investment income of $11.3 million, or $0.28 per share;

  • Net increase in net assets resulting from operations of $13.2 million, or $0.33 per share;

  • Realized a 13.0% return on average equity, based on net investment income during the quarter;

  • Five debt portfolio companies raised an aggregate $216.0 million of capital in private financings during the quarter;

  • Weighted average investment ranking of 2.17 on the debt investment portfolio as of quarter’s end;

  • Net asset value of $348.7 million, or $8.65 per share, as of June 30, 2025 compared to $347.0 million, or $8.62 per share, as of March 31, 2025;

  • Total liquidity of $312.5 million and total unfunded commitments of $184.7 million;

  • Ended the quarter with a 1.22x gross leverage ratio and a 1.04x net leverage ratio;

  • Declared a third quarter distribution of $0.23 per share, payable on September 30, 2025; bringing total declared distributions to $16.88 per share since the Company’s initial public offering;

  • Subsequent to quarter-end, our investment adviser, TriplePoint Advisers LLC (the “Adviser”,) amended its existing income incentive fee waiver to waive, in full, its quarterly income incentive fee for the remainder of fiscal year 2025; and

  • Our sponsor, TPC, announced a discretionary share purchase program to acquire up to $14 million of the Company’s outstanding common stock in the open market.

Year to Date 2025 Highlights

  • Signed $556.9 million of term sheets with venture growth stage companies at TPC and TPVG closed $236.6 million of new debt commitments;

  • Funded $106.2 million in debt investments to 12 portfolio companies with a 12.6% weighted average annualized portfolio yield at origination, and funded $1.1 million in direct equity investments in private rounds of financing to five portfolio companies;

  • Earned net investment income of $22.0 million, or $0.55 per share;

  • Net increase in net assets resulting from operations of $25.9 million, or $0.64 per share;

  • Paid distributions of $0.60 per share;

  • Nine debt portfolio companies raised an aggregate $352.5 million of capital in private financings;

  • Achieved a 14.5% weighted average annualized portfolio yield on debt investments[1];

  • In April 2025, DBRS, Inc. confirmed TPVG’s investment grade rating, with a BBB (low) Long-Term Issuer rating, with a stable trend

    outlook; and

  • Estimated undistributed taxable earnings from net investment income (or “spillover income”) of $42.0 million, or $1.04 per share, as of June 30, 2025.

_____________

1 Please see the last table in this press release, titled “Weighted Average Portfolio Yield on Debt Investments,” for more information on the calculation of the weighted average annualized portfolio yield on debt investments.

“Our debt investment portfolio grew in the second quarter driven by robust commitments and fundings,” said Jim Labe, chairman and chief executive officer of TPVG. “The pipeline at TPC remains strong and we continue on the path of increased scale, diversification and sector rotation to capitalize on the strong demand from venture-growth stage companies in favorable sectors.”

“We have implemented several steps that further strengthen our alignment with shareholders and demonstrate the continued support from our Sponsor, TriplePoint Capital,” said Sajal Srivastava, president and chief investment officer of the Company. “Going forward, our focus remains on continuing to position TPVG well for the future, as we seek to build long term shareholder value.”

PORTFOLIO AND INVESTMENT ACTIVITY

During the three months ended June 30, 2025, the Company entered into $160.1 million of new debt commitments with eight portfolio companies, funded debt investments totaling $78.5 million to nine portfolio companies, acquired warrants in nine portfolio companies with a cost basis of $1.0 million, and made direct equity investments of $1.1 million in five portfolio companies. Debt investments funded during the quarter carried a weighted average annualized portfolio yield of 12.3% at origination. During the quarter, the Company received $43.7 million of principal prepayments, $1.3 million of early repayments and $11.3 million of scheduled principal amortization. The weighted average annualized portfolio yield on debt investments for the second quarter was 14.5%. The Company calculates weighted average portfolio yield as the annualized rate of the interest income recognized during the period divided by the average amortized cost of debt investments in the portfolio during the period. The return on average equity for the second quarter was 13.0% based on net investment income. The Company calculates return on average equity as the annualized rate of net investment income recognized during the period divided by the Company’s average net asset value during the period.

As of June 30, 2025, the Company held debt investments in 46 portfolio companies, warrants in 106 portfolio companies and equity investments in 52 portfolio companies. The total cost and fair value of these investments were $753.7 million and $717.9 million, respectively.

The following table shows the total portfolio investment activity for the three and six months ended June 30, 2025 and 2024:

 

 

For the Three Months Ended

June 30,

 

For the Six Months Ended

June 30,

(in thousands)

 

2025

 

2024

 

2024

 

2024

Beginning portfolio at fair value

 

$

682,012

 

 

$

773,605

 

 

$

676,249

 

 

$

802,145

 

New debt investments, net(a)

 

 

78,187

 

 

 

37,727

 

 

 

105,514

 

 

 

50,882

 

Scheduled principal amortization

 

 

(11,311

)

 

 

(27,884

)

 

 

(21,192

)

 

 

(34,696

)

Principal prepayments and early repayments

 

 

(44,979

)

 

 

(51,239

)

 

 

(62,761

)

 

 

(82,081

)

Net amortization and accretion of premiums and discounts and end-of-term payments

 

 

4,263

 

 

 

2,185

 

 

 

5,728

 

 

 

2,589

 

Payment-in-kind coupon

 

 

5,250

 

 

 

3,821

 

 

 

9,007

 

 

 

7,609

 

New warrant investments

 

 

997

 

 

 

271

 

 

 

1,760

 

 

 

436

 

New equity investments

 

 

1,535

 

 

 

404

 

 

 

1,982

 

 

 

800

 

Proceeds from dispositions of investments

 

 

 

 

 

(21,036

)

 

 

(2,308

)

 

 

(22,142

)

Net realized gains (losses) on investments

 

 

 

 

 

(18,943

)

 

 

2,278

 

 

 

(27,894

)

Net change in unrealized gains (losses) on investments

 

 

1,931

 

 

 

14,859

 

 

 

1,628

 

 

 

16,122

 

Ending portfolio at fair value

 

$

717,885

 

 

$

713,770

 

 

$

717,885

 

 

$

713,770

 

 

_____________

(a) Debt balance is net of fees and discounts applied to the loan at origination.

SIGNED TERM SHEETS

During the three months ended June 30, 2025, TPC entered into $241.5 million of non-binding term sheets to venture growth stage companies. These opportunities are subject to underwriting conditions including, but not limited to, the completion of due diligence, negotiation of definitive documentation and investment committee approval, as well as compliance with the allocation policy. Accordingly, there is no assurance that any or all of these transactions will be completed or assigned to the Company.

UNFUNDED COMMITMENTS

As of June 30, 2025, the Company’s unfunded commitments totaled $184.7 million, of which $27.3 million was dependent upon portfolio companies reaching certain milestones. Of the $184.7 million of unfunded commitments, $19.6 million will expire during 2025, $88.6 million will expire during 2026, and $76.5 million will expire during 2027, if not drawn prior to expiration. Since these commitments may expire without being drawn, unfunded commitments do not necessarily represent future cash requirements or future earning assets for the Company.

RESULTS OF OPERATIONS

Total investment and other income was $23.3 million for the second quarter of 2025, representing a weighted average annualized portfolio yield of 14.5% on debt investments, as compared to $27.1 million and 15.8% for the second quarter of 2024. The decrease in total investment and other income was primarily due to a lower weighted average principal amount outstanding on our income-bearing debt investment portfolio, lower investment yields due in part to decreases in the Prime rate and less prepayment income. For the six months ended June 30, 2025, the Company’s total investment and other income was $45.7 million, as compared to $56.4 million for the six months ended June 30, 2024, representing a weighted average annualized portfolio yield on total debt investments of 14.5% and 15.6%, respectively.

For the second quarter of 2025, total operating expenses, inclusive of an income incentive fee waiver of $1.3 million, were $12.0 million as compared to $14.5 million for the second quarter of 2024. Total operating expenses for the second quarter of 2025 consisted of $6.7 million of interest expense and amortization of fees, $3.3 million of base management fees, $0.6 million of Administration Agreement expenses and $1.4 million of general and administrative expenses. Due to the total return requirement under the income component of our incentive fee structure, our income incentive fees were reduced by $1.0 million, and the Adviser waived the remaining $1.3 million of income incentive fees earned during the three months ended June 30, 2025. Total operating expenses for the second quarter of 2024 consisted of $8.7 million of interest expense and amortization of fees, $3.8 million of base management fees, $0.6 million of Administration Agreement expenses and $1.4 million of general and administrative expenses. Due to the total return requirement under the income component of our incentive fee structure, our income incentive fees were reduced by $2.5 million during the three months ended June 30, 2024. The Company’s total operating expenses were $23.7 million and $28.3 million for the six months ended June 30, 2025 and 2024, respectively.

For the second quarter of 2025, the Company recorded net investment income of $11.3 million, or $0.28 per share, as compared to $12.6 million, or $0.33 per share, for the second quarter of 2024. The decrease in net investment income between periods was driven primarily by lower total investment and other income. Net investment income for the six months ended June 30, 2025 was $22.0 million, or $0.55 per share, compared to $28.1 million, or $0.74 per share, for the six months ended June 30, 2024.

During the second quarter of 2025, the Company recognized net realized losses on investments of $32,000. During the second quarter of 2024, the Company recognized net realized losses on investments of $18.8 million.

Net change in unrealized gains on investments for the second quarter of 2025 was $1.9 million, consisting of $6.8 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments and $5.8 million of net unrealized gains from foreign currency adjustments, partially offset by $10.7 million of net unrealized losses on the debt investment portfolio resulting from fair value adjustments. Net change in unrealized gains on investments for the second quarter of 2024 was $14.9 million. The Company’s net realized and unrealized gains were $3.9 million for the six months ended June 30, 2025, compared to net realized and unrealized losses of $11.5 million for the six months ended June 30, 2024.

The Company’s net increase in net assets resulting from operations for the second quarter of 2025 was $13.2 million, or $0.33 per share, as compared to a net increase in net assets resulting from operations of $8.6 million, or $0.22 per share, for the second quarter of 2024. For the six months ended June 30, 2025, the Company’s net increase in net assets resulting from operations was $25.9 million, or $0.64 per share, as compared to a net increase in net assets resulting from operations of $16.6 million, or $0.43 per share, for the six months ended June 30, 2024.

CREDIT QUALITY

The Adviser maintains a credit watch list with portfolio companies placed into one of five credit risk categories, with Clear, or 1, being the best rating and Red, or 5, being the lowest. Generally, all new loans receive an initial grade of White, or 2, unless the portfolio company’s credit quality meets the characteristics of another credit category.

As of June 30, 2025, the weighted average investment ranking of the Company’s debt investment portfolio was 2.17, as compared to 2.12 at the end of the prior quarter. During the quarter ended June 30, 2025, portfolio company credit category changes, excluding fundings and repayments, consisted of the following: one portfolio company with a principal balance of $2.1 million was downgraded from White (2) to Yellow (3), and one portfolio company with a principal balance of $11.1 million was downgraded from White (2) to Orange (4).

The following table shows the credit categories for the Company’s debt investments at fair value as of June 30, 2025 and December 31, 2024:

 

 

June 30, 2025

 

December 31, 2024

Credit Category

(dollars in thousands)

 

Fair Value

 

Percentage of

Total Debt

Investments

 

Number of

Portfolio

Companies

 

Fair Value

 

Percentage of

Total Debt

Investments

 

Number of

Portfolio

Companies

Clear (1)

 

$

28,391

 

4.8

%

 

2

 

$

51,986

 

9.3

%

 

3

White (2)

 

 

467,423

 

79.0

 

 

33

 

 

392,237

 

70.0

 

 

31

Yellow (3)

 

 

58,307

 

9.9

 

 

4

 

 

84,847

 

15.1

 

 

4

Orange (4)

 

 

36,388

 

6.2

 

 

6

 

 

30,979

 

5.5

 

 

5

Red (5)

 

 

56

 

0.1

 

 

1

 

 

56

 

0.1

 

 

1

 

 

$

590,565

 

100.0

%

 

46

 

$

560,105

 

100.0

%

 

44

NET ASSET VALUE

As of June 30, 2025, the Company’s net assets were $348.7 million, or $8.65 per share, as compared to $345.7 million, or $8.61 per share, as of December 31, 2024.

LIQUIDITY AND CAPITAL RESOURCES

As of June 30, 2025, the Company had total liquidity of $312.5 million, consisting of cash, cash equivalents and restricted cash of $62.5 million and available capacity under its Revolving Credit Facility of $250.0 million. As of June 30, 2025, the Company held $0.6 million of stock and warrant positions in publicly traded companies. The Company ended the quarter with a 1.22x gross leverage ratio, a 1.04x net leverage ratio and a 1940 Act asset coverage ratio of 182%.

DISTRIBUTION

On August 5, 2025, the Company’s board of directors declared a regular quarterly distribution of $0.23 per share for the third quarter, payable on September 30, 2025 to stockholders of record as of September 16, 2025. As of June 30, 2025, the Company had estimated spillover income of $42.0 million, or $1.04 per share.

TPC STOCK PURCHASE PROGRAM

Our sponsor, TriplePoint Capital LLC, announced a discretionary share purchase program to acquire up to $14 million of the Company’s outstanding shares of common stock at prices below the then-current NAV per share over the next twelve months subject to certain trading parameters and limitations. These purchases may occur through various methods, including in open market transactions and through privately negotiated transactions, and may be conducted in accordance with Rule 10b5-1 and Rule 10b-18 under the Securities Exchange Act of 1934.

RECENT DEVELOPMENTS

Since June 30, 2025 and through August 5, 2025:

  • TPC’s direct originations platform entered into $57.7 million of additional non-binding signed term sheets with venture growth stage companies;

  • The Company closed $114.0 million of additional debt commitments; and

  • The Company funded $20.5 million in new investments.

CONFERENCE CALL

The Company will host a conference call at 5:00 p.m. Eastern Time, today, August 6, 2025, to discuss its financial results for the quarter ended June 30, 2025. To listen to the call, investors and analysts should dial (844) 826-3038 (domestic) or +1 (412) 317-5184 (international) and ask to join the TriplePoint Venture Growth BDC Corp. call. Please dial in at least five minutes before the scheduled start time. A replay of the call will be available through September 6, 2025, by dialing (877) 344-7529 (domestic) or +1 (412) 317-0088 (international) and entering conference ID 4089095. The conference call also will be available via a live audio webcast in the investor relations section of the Company’s website, https://www.tpvg.com. An online archive of the webcast will be available on the Company’s website for one year after the call.

ABOUT TRIPLEPOINT VENTURE GROWTH BDC CORP.

TriplePoint Venture Growth BDC Corp. is an externally-managed business development company focused on providing customized debt financing with warrants and direct equity investments primarily to venture growth stage companies in technology and other high growth industries backed by a select group of venture capital firms. The Company’s sponsor, TriplePoint Capital, is a Sand Hill Road-based global investment platform which provides customized debt financing, leasing, direct equity investments and other complementary solutions to venture capital-backed companies in technology and other high growth industries at every stage of their development with unparalleled levels of creativity, flexibility and service. For more information about TriplePoint Venture Growth BDC Corp., visit https://www.tpvg.com. For more information about TriplePoint Capital, visit https://www.triplepointcapital.com.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this press release constitute forward-looking statements. Forward-looking statements are not guarantees of future performance, investment activity, financial condition or results of operations and involve a number of substantial risks and uncertainties, many of which are difficult to predict and are generally beyond the Company’s control. Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” and variations of these words and similar expressions are intended to identify forward-looking statements. Actual events, investment activity, performance, condition or results may differ materially from those in the forward-looking statements as a result of a number of factors, including as a result of changes in economic, market or other conditions, and the impact of such changes on the Company’s and its portfolio companies’ results of operations and financial condition, and those factors described from time to time in the Company’s filings with the Securities and Exchange Commission. More information on these risks and other potential factors that could affect actual events and the Company’s performance and financial results, including important factors that could cause actual results to differ materially from plans, estimates or expectations included herein or discussed on the webcast/conference call, is or will be included in the Company’s filings with the Securities and Exchange Commission, including in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s opinions only as of the date hereof. In addition, there is no assurance that the Company or any of its affiliates will purchase additional shares of the Company’s common stock at any specific discount levels or in any specific amounts. There is no assurance that the market price of the Company’s shares, either absolutely or relative to NAV, will increase as a result of any share purchase program, or that any purchase plan will enhance stockholder value over the long term. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law.

NON-GAAP FINANCIAL MEASURES

To provide additional information about the Company’s results, the Company’s management has discussed in this press release the Company’s net leverage ratio (calculated as (i) total debt less (ii) cash, cash equivalents and restricted cash divided by total net assets), which is not prepared in accordance with GAAP. This non-GAAP measure is included to supplement the Company’s financial information presented in accordance with GAAP and because the Company uses such measure to monitor and evaluate its leverage and financial condition and believes this presentation enhances investors’ ability to analyze trends in the Company’s business and to evaluate the Company’s leverage and ability to take on additional debt. However, this non-GAAP measure has limitations and should not be considered in isolation or as a substitute for analysis of the Company’s financial results as reported under GAAP.

This non-GAAP measure is not in accordance with, or an alternative to, measures prepared in accordance with GAAP and may be different from non-GAAP measures used by other companies. In addition, this non-GAAP measure is not based on any comprehensive set of accounting rules or principles and should only be used to evaluate the Company’s results of operations in conjunction with its corresponding GAAP measure.

TriplePoint Venture Growth BDC Corp.

Consolidated Statements of Assets and Liabilities

(in thousands, except per share data)

 

 

June 30, 2025

 

December 31, 2024

Assets

(unaudited)

 

 

Investments at fair value (amortized cost of $753,741 and $713,732, respectively)

$

717,885

 

 

$

676,249

 

Cash and cash equivalents

 

62,391

 

 

 

45,899

 

Restricted cash

 

147

 

 

 

32,828

 

Deferred credit facility costs

 

3,096

 

 

 

3,904

 

Prepaid expenses and other assets

 

4,731

 

 

 

4,160

 

Total assets

$

788,250

 

 

$

763,040

 

 

 

 

 

Liabilities

 

 

 

Revolving Credit Facility

$

50,000

 

 

$

5,000

 

2025 Notes, net

 

 

 

 

69,948

 

2026 Notes, net

 

199,701

 

 

 

199,483

 

2027 Notes, net

 

124,531

 

 

 

124,396

 

2028 Notes, net

 

49,362

 

 

 

 

Base management fee payable

 

3,268

 

 

 

3,408

 

Other accrued expenses and liabilities

 

12,711

 

 

 

15,118

 

Total liabilities

$

439,573

 

 

$

417,353

 

 

 

 

 

Net assets

 

 

 

Preferred stock, par value $0.01 per share (50,000 shares authorized; no shares issued and outstanding, respectively)

$

 

 

$

 

Common stock, par value $0.01 per share

 

403

 

 

 

401

 

Paid-in capital in excess of par value

 

514,956

 

 

 

513,719

 

Total distributable earnings (loss)

 

(166,682

)

 

 

(168,433

)

Total net assets

$

348,677

 

 

$

345,687

 

Total liabilities and net assets

$

788,250

 

 

$

763,040

 

 

 

 

 

Shares of common stock outstanding (par value $0.01 per share and 450,000 authorized)

 

40,324

 

 

 

40,137

 

Net asset value per share

$

8.65

 

 

$

8.61

 

TriplePoint Venture Growth BDC Corp.

Consolidated Statements of Operations

(in thousands, except per share data)

 

 

For the Three Months Ended

June 30,

 

For the Six Months Ended

June 30,

 

2025

 

2024

 

2025

 

2024

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

(unaudited)

Investment income

 

 

 

 

 

 

 

Interest income from investments

$

22,504

 

 

$

26,590

 

 

$

44,089

 

 

$

55,118

 

Other income

 

772

 

 

 

517

 

 

 

1,641

 

 

 

1,263

 

Total investment and other income

$

23,276

 

 

$

27,107

 

 

$

45,730

 

 

$

56,381

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

 

 

 

 

 

Base management fee

$

3,268

 

 

$

3,832

 

 

 

6,593

 

 

$

8,134

 

Income incentive fee

 

1,259

 

 

 

 

 

 

1,259

 

 

 

 

Interest expense and amortization of fees

 

6,732

 

 

 

8,702

 

 

 

13,103

 

 

 

15,713

 

Administration agreement expenses

 

629

 

 

 

648

 

 

 

1,232

 

 

 

1,259

 

General and administrative expenses

 

1,372

 

 

 

1,321

 

 

 

2,789

 

 

 

3,148

 

Total operating expenses before Income incentive fee waiver

$

13,260

 

 

$

14,503

 

 

$

24,976

 

 

$

28,254

 

Income incentive fee waiver

 

(1,259

)

 

 

 

 

 

(1,259

)

 

 

 

Total operating expenses net of Income incentive fee waiver

$

12,001

 

 

$

14,503

 

 

$

23,717

 

 

$

28,254

 

 

 

 

 

 

 

 

 

Net investment income

$

11,275

 

 

$

12,604

 

 

$

22,013

 

 

$

28,127

 

 

 

 

 

 

 

 

 

Net realized and unrealized gains/(losses)

 

 

 

 

 

 

 

Net realized gains (losses) on investments

$

(32

)

 

$

(18,846

)

 

$

2,222

 

 

$

(27,653

)

Net change in unrealized gains (losses) on investments

 

1,931

 

 

 

14,859

 

 

 

1,628

 

 

 

16,122

 

Net realized and unrealized gains/(losses)

$

1,899

 

 

$

(3,987

)

 

$

3,850

 

 

$

(11,531

)

 

 

 

 

 

 

 

 

Net increase (decrease) in net assets resulting from operations

$

13,174

 

 

$

8,617

 

 

$

25,863

 

 

$

16,596

 

 

 

 

 

 

 

 

 

Per share information (basic and diluted)

 

 

 

 

 

 

 

Net investment income per share

$

0.28

 

 

$

0.33

 

 

$

0.55

 

 

$

0.74

 

Net increase (decrease) in net assets per share

$

0.33

 

 

$

0.22

 

 

$

0.64

 

 

$

0.43

 

Weighted average shares of common stock outstanding

 

40,234

 

 

 

38,729

 

 

 

40,186

 

 

 

38,189

 

 

 

 

 

 

 

 

 

Regular distributions declared per share

$

0.30

 

 

$

0.40

 

 

$

0.60

 

 

$

0.80

 

Weighted Average Portfolio Yield

on Debt Investments

 

Ratios

(Percentages, on an annualized basis)(1)

 

For the Three Months Ended

June 30,

 

For the Six Months Ended

June 30,

 

2025

 

2024

 

2025

 

2024

Weighted average portfolio yield on debt investments(2)

 

14.5

%

 

15.8

%

 

14.5

%

 

15.6

%

Coupon income

 

11.5

%

 

11.6

%

 

11.5

%

 

11.9

%

Accretion of discount

 

0.9

%

 

0.8

%

 

1.0

%

 

0.9

%

Accretion of end-of-term payments

 

1.2

%

 

1.5

%

 

1.3

%

 

1.5

%

Impact of prepayments during the period

 

0.9

%

 

1.9

%

 

0.7

%

 

1.3

%

_____________

(1)

Weighted average portfolio yields on debt investments for periods shown are the annualized rates of interest income recognized during the period divided by the average amortized cost of debt investments in the portfolio during the period. The calculation of weighted average portfolio yields on debt investments excludes any non-income producing debt investments, but includes debt investments on non-accrual status. The weighted average yields reported for these periods are annualized and reflect the weighted average yields to maturities.

(2)

The weighted average portfolio yields on debt investments reflected above do not represent actual investment returns to the Company’s stockholders.

 

INVESTOR RELATIONS AND MEDIA CONTACT

The IGB Group

Leon Berman

212-477-8438

[email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Professional Services Finance

MEDIA:

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Motorola Solutions Completes Acquisition of Silvus Technologies Holding Inc.

Motorola Solutions Completes Acquisition of Silvus Technologies Holding Inc.

Adds mobile ad-hoc network leadership and extends company into a multi-billion-dollar, rapidly growing addressable market for drone and unmanned systems

CHICAGO–(BUSINESS WIRE)–
Motorola Solutions (NYSE: MSI) has completed its acquisition of Silvus Technologies Holdings Inc. (“Silvus”), a global leader in mission-critical mobile ad-hoc networks (MANET), based in Los Angeles, California.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20250806210329/en/

Motorola Solutions acquires Silvus Technologies, a global leader in highly sophisticated mission-critical mobile ad-hoc networks, solving the toughest communication challenges at the tactical edge

Motorola Solutions acquires Silvus Technologies, a global leader in highly sophisticated mission-critical mobile ad-hoc networks, solving the toughest communication challenges at the tactical edge

Silvus’ MANET technology is designed to support frontline operations in the most challenging and contested environments, enabling highly secure data, video and voice communications without the need for fixed infrastructure. Their devices mesh together to establish large, scalable and self-healing networks that adapt to continuous mobility. These robust mobile networks connect people, devices and other nodes over distance and at scale, and seamlessly support bandwidth-intensive technologies like video, sensors and drones.

“Silvus’ advanced solutions for drone and unmanned systems are trusted in the world’s most demanding defense environments, and offer vital applications for border security and public safety,” said Greg Brown, chairman and CEO, Motorola Solutions. “Their capabilities are an excellent complement to our land mobile radio and video technologies, and we look forward to bringing them to more customers around the world.”

Autonomous technologies, including drones, vehicles and robots, are increasingly deployed to safely provide a greater distance between soldiers and potential threats. Silvus’ technology allows human operators to securely control these systems with extremely low latency, helping to save lives while informing better tactical decisions.

Silvus’ wide range of customers spans defense agencies, autonomous systems manufacturers, the intelligence community, law enforcement and enterprises globally. Motorola Solutions plans to extend Silvus’ reach through its global scale and long-standing relationships with government and public safety customers around the world.

“Working with Babak and the Silvus team, we’ve seen firsthand how their expertise has created truly disruptive communications technology,” said Erik Fagan, Partner and Head of Industrial Technology, TJC. “They’ve built an exceptional company serving a critical need, and we are excited to watch their next successful chapter unfold with Motorola Solutions as a global leader in safety and security.”

“We have always respected Motorola Solutions’ leadership,” said Babak Daneshrad, PhD, CEO, Silvus Technologies. “At our core, both our companies are driven by innovation that makes the world safer. Bringing our advanced engineering teams together amplifies our ability to build more powerful solutions to serve more customers globally. I am incredibly optimistic about the future we have with Motorola Solutions.”

More information about the acquisition will be shared during Motorola Solutions’ quarterly conference call with financial analysts at 4 p.m. Central (5 p.m. Eastern) on Aug. 7. The conference call will be webcast live and a replay will be available at www.motorolasolutions.com/investors.

Download video and images from the media kit.

Transaction Terms

Under the terms of the purchase agreement, the consideration for the Silvus acquisition includes $4.4 billion in upfront consideration, comprising approximately $4.38 billion in cash (subject to customary adjustments) and approximately $20 million in restricted stock to certain employee equity holders. The terms of the purchase agreement also include the ability to earn earnout consideration of up to $600 million in the aggregate based on business performance over consecutive twelve-month periods ending in 2027 and 2028.

About Motorola Solutions | Solving for safer

Safety and security are at the heart of everything we do at Motorola Solutions. We build and connect technologies to help protect people, property and places. Our solutions foster the collaboration that’s critical for safer communities, safer schools, safer hospitals, safer businesses, and ultimately, safer nations. Learn more about our commitment to innovating for a safer future for us all at www.motorolasolutions.com.

About TJC

TJC, formerly known as The Jordan Company, has worked for more than 40 years with CEOs, founders and entrepreneurs across a range of industries including Consumer & Healthcare, Diversified Industrials, Industrial Technology, Aerospace & Defense, Logistics & Supply Chain and Technology & Infrastructure. With $32.0 billion of assets under management as of March 31, 2025, TJC is managed by a senior leadership team that has invested together for over 23 years on over 85 investments. TJC has offices in New York, Chicago, Miami and Stamford. For more information, please visit www.tjclp.com.

Motorola Solutions Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of applicable federal securities law. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and generally include words such as “believes,” “expects,” “intends,” “anticipates,” “estimates” and similar expressions. Motorola Solutions can give no assurance that any actual or future results or events discussed in these statements will be achieved. Any forward-looking statements represent Motorola Solutions’ views only as of today and should not be relied upon as representing Motorola Solutions’ views as of any subsequent date. Readers are cautioned that such forward-looking statements are subject to a variety of risks and uncertainties that could cause actual results to differ materially from the statements contained in this release. Such forward-looking statements include, but are not limited to, expected benefits of the transaction to Motorola Solutions and the Silvus business, the ability to expand the reach of Silvus’ offerings, and our ability to integrate and combine the two companies. Motorola Solutions cautions the reader that the risks and uncertainties, including those in Part I Item 1A of Motorola Solutions’ 2024 Annual Report on Form 10-K and in its other U.S. Securities and Exchange Commission (“SEC”) filings, which are available for free on the SEC’s website at www.sec.gov and on Motorola Solutions’ website at www.motorolasolutions.com/investors, could cause actual results to differ materially from those estimated or predicted in the forward-looking statements. Many of these risks and uncertainties cannot be controlled by Motorola Solutions and factors that may impact forward-looking statements include, but are not limited to, Motorola Solutions’ ability to successfully integrate and operate Silvus and realize the anticipated benefits of the acquisition. Motorola Solutions undertakes no obligation to publicly update any forward-looking statement or risk factor, whether as a result of new information, future events or otherwise.

Media Contact

Alexandra Reynolds

[email protected]

+1 312 965 3968

Investor Contact

Tim Yocum

Motorola Solutions

[email protected]

+1 847-576-6899

KEYWORDS: United States North America Illinois

INDUSTRY KEYWORDS: Hardware Security Data Management Government Technology Technology Law Enforcement/Emergency Services Robotics Audio/Video Defense Public Policy/Government Drones Military Telecommunications Software Networks Mobile/Wireless

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Motorola Solutions acquires Silvus Technologies, a global leader in highly sophisticated mission-critical mobile ad-hoc networks, solving the toughest communication challenges at the tactical edge
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Civitas Resources Reinstates Capital Return Program

Civitas Resources Reinstates Capital Return Program

Board increases share repurchase authorization to $750 million; Company plans $250 million accelerated share repurchase

DENVER–(BUSINESS WIRE)–
Civitas Resources, Inc. (NYSE: CIVI) (“Civitas” or the “Company”) today announced that its Board of Directors has authorized reinstating a capital allocation strategy prioritizing both peer-leading return of capital to shareholders and ongoing debt reduction. Future free cash flow, after paying the Company’s $2 per share annual base dividend, is expected to be allocated equally to share repurchases and debt reduction on an annual basis.

In support of the capital return program, the Board increased the Company’s share repurchase authorization to $750 million, which represents approximately 28% of the Company’s current market capitalization. As part of the 2025 capital return, the Company plans to enter into an accelerated share repurchase (“ASR”) agreement to repurchase $250 million of Civitas’ equity. Inclusive of paid and planned dividends and repurchases for the year, the Company’s capital return to shareholders in 2025 is estimated to be approximately 21% of its current market capitalization.

Board Chair Howard A. Willard III commented, “We have taken decisive steps to strengthen Civitas, and following these important actions, we are reinstating an aggressive capital return program to take advantage of the compelling value we see in our equity today. Through the ASR program, we are targeting a rapid repurchase of a significant quantity of the Company’s outstanding shares, and we are committed to returning capital to our shareholders moving forward, with an anticipated $500 million of remaining repurchase authorization following this initial ASR.”

Strategic steps taken to position Civitas for enhanced return of capital to shareholders include:

  • Optimized 2025 free cash flow with a $150 million reduction in the Company’s original capital expenditure plan

  • Added 17 million barrels of oil hedges through the third quarter of 2026; Company is approximately 60% hedged on oil through the end of 2025 with a weighted average floor of $67 per barrel WTI

  • Extended debt maturities and reduced revolving credit facility borrowings with $750 million issuance of unsecured Senior Notes due 2033

  • Implemented a $100 million cost optimization and efficiency project to sustainably lower capital and operating costs and improve margins, and

  • Accelerated deleveraging with non-core DJ Basin asset divestments totaling $435 million, exceeding the Company’s full-year target of $300 million

With these accomplishments, net debt is anticipated to be $4.5 billion around year-end 2025, consistent with the Company’s previously-communicated target.

Under the ASR agreement, the Company is expected to commence repurchases promptly, with final settlement occurring within the third quarter.

The Company will discuss its capital return program in more detail on its second quarter 2025 earnings webcast and conference call at 6:00 a.m. MT (8:00 a.m. ET) on Thursday, August 7, 2025. The webcast will be available on the Investor Relations section of the Company’s website at www.civitasresources.com. The dial-in number for the call is 888-510-2535, with passcode 4872770.

About Civitas

Civitas Resources, Inc. is an independent exploration and production company focused on the acquisition, development and production of crude oil and liquids-rich natural gas from its premier assets in the Permian Basin in Texas and New Mexico and the DJ Basin in Colorado. Civitas’ proven business model to maximize shareholder returns is focused on four key strategic pillars: generating significant free cash flow, maintaining a premier balance sheet, returning capital to shareholders, and demonstrating ESG leadership.

Information Regarding Forward-Looking Statements

Certain statements in this press release concerning Civitas’ future expectations, beliefs, plans, objectives, financial conditions, assumptions, or future events or performance that are not historical facts are “forward-looking” statements based on assumptions currently believed to be valid. The words “anticipate,” “believe,” “ensure,” “expect,” “if,” “intend,” “estimate,” “probable,” “project,” “forecasts,” “predict,” “outlook,” “aim,” “will,” “could,” “should,” “would,” “potential,” “may,” “might,” “anticipate,” “likely,” “plan,” “positioned,” “strategy,” and similar expressions or other words of similar meaning, and the negatives thereof, are intended to identify forward-looking statements. Specific forward-looking statements included in this press release include statements regarding the Company’s plans and commitments with respect to its capital return program and the ASR agreement. The forward-looking statements are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995.

These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those anticipated, including, but not limited to: future financial condition, results of operations, strategy and plans; declines or volatility in the prices we receive for our crude oil, natural gas, and NGLs; general economic conditions, whether internationally, nationally, or in the regional and local market areas in which we do business, including any future economic downturn, the impact of continued or further inflation, disruption in the financial markets, the imposition of tariffs or trade or other economic sanctions, political instability, and the availability of credit on acceptable terms; the effects of disruption of our operations or excess supply of crude oil and natural gas and other effects of world events, and actions taken by OPEC+ as it pertains to global supply and demand of, and prices for, crude oil, natural gas, and NGLs; political conditions in or affecting other producing countries, including conflicts or hostilities in or relating to the Middle East (including the current events involving Israel and Iran), South America, and Russia (including the current events involving Russia and Ukraine), and other sustained military campaigns or acts of terrorism or sabotage and the effects therefrom; our ability to identify, select, and consummate possible additional acquisition and disposition opportunities; the ability of our customers to meet their obligations to us; our access to capital on acceptable terms; our ability to generate sufficient cash flow from operations, borrowings, or other sources to enable us to fully develop our undeveloped acreage positions and to meet our capital allocation initiatives; the presence or recoverability of estimated crude oil and natural gas reserves and the actual future sales volume rates and associated costs; uncertainties associated with estimates of proved crude oil and natural gas reserves; changes in local, state, and federal laws, regulations or policies that may affect our business or our industry (such as the effects of tax law changes, and changes in environmental, health, and safety regulation and regulations addressing climate change, and trade policy and tariffs); environmental, health, and safety risks; seasonal weather conditions as well as severe weather and other natural events caused by climate change; lease stipulations; drilling and operating risks, including the risks associated with the employment of horizontal drilling and completion techniques; our ability to acquire adequate supplies of water for drilling and completion operations; availability of oilfield equipment, services, and personnel; exploration and development risks; operational interruption of centralized crude oil and natural gas processing facilities; competition in the crude oil and natural gas industry; management’s ability to execute our plans to meet our goals; our ability to attract and retain key members of our senior management and key technical employees; our ability to maintain effective internal controls; access to adequate gathering systems and pipeline take-away capacity; our ability to secure adequate processing capacity for natural gas we produce, to secure adequate transportation for crude oil, natural gas, and NGL we produce, and to sell the crude oil, natural gas, and NGL at market prices; costs and other risks associated with perfecting title for mineral rights in some of our properties; pandemics and other public health epidemics; and other economic, competitive, governmental, legislative, regulatory, geopolitical, and technological factors that may negatively impact our businesses, operations, or pricing.

Additional information concerning other factors that could cause results to differ materially from those described above can be found under Item 1A. “Risk Factors” and “Management’s Discussion and Analysis” sections in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, subsequently filed Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other filings made with the Securities and Exchange Commission.

All forward-looking statements speak only as of the date they are made and are based on information available at the time they were made. The Company assumes no obligation to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements were made or to reflect the occurrence of unanticipated events except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.

Civitas Contacts

Investor Relations:

Brad Whitmarsh, 832.736.8909, [email protected]

Media:

Rich Coolidge, [email protected]

KEYWORDS: Colorado United States North America

INDUSTRY KEYWORDS: Oil/Gas Energy

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Silvaco Reports Second Quarter 2025 Financial Results

Achieved Gross Bookings of $12.91 Million and Revenue of $12.05 Million

Landed 10 New Logos in Photonics, Automotive, Military, Foundry, and Power

Achieved Trailing Twelve-Month ACV Growth of 26%

SANTA CLARA, Calif., Aug. 06, 2025 (GLOBE NEWSWIRE) — Silvaco Group, Inc. (Nasdaq: SVCO) (“Silvaco” or the “Company”), a provider of TCAD, EDA software, and SIP solutions that enable innovative semiconductor design and digital twin modeling through AI software and innovation, today announced its second quarter 2025 results.

“With the acquisition of Mixel Group, Inc., we estimate that we have expanded our Serviceable Addressable Market (SAM) by another $110 million, in addition to the estimated $600 million in incremental SAM from our previous acquisitions this year. These acquisitions reinforce our position in fast-expanding markets and further diversify our growth engine,” said Dr. Babak Taheri, Silvaco’s Chief Executive Officer. Dr. Taheri continued, “We are equally confident in our long-term growth trajectory, underpinned by strong market demand, strategic expansion, and the increasing value of our technology stack.”

Commenting on the financial results and outlook, Dan Shaw, Silvaco’s Senior Director of FP&A, added, “Despite the current macroeconomic headwinds, we continue to work towards closing delayed customer orders and introducing our newly acquired products to our existing and new customer base to ensure the company is well positioned for higher growth rates moving forward.”

Second Quarter 2025 and Recent Third Quarter 2025 Business Highlights

  • Closed acquisition of Mixel Group, Inc. on August 1st, expanding Silvaco’s SAM by an additional estimated $110 million
  • 14% of Q2 revenue from 10 new customers
  • 6% of Q2 revenue from new customers acquired in previous two quarters
  • 40% of Q2 revenue from expansion in existing customers
  • 40% of Q2 revenue from renewals
  • Leadership Update: Three new additions to the Executive team, including Senior VP of EDA Business Unit, Senior VP of Silicon IP Business Unit, and VP of Business Development
  • Our recent customer success announcements include:
    • Alps Alpine adopted Silvaco’s Jivaro Pro™ to accelerate SPICE post-layout simulation 
    • Collaboration with Fraunhofer ISIT to advance Next-Generation GaN with Silvaco’s DTCO Flow, strengthening our lead position in power electronics 
    • Wavetek deployed Silvaco’s Victory TCAD™ to drive innovation in GaN-based connectivity solution
  • We have settled our ongoing dispute with the former shareholders of Nangate, Inc.

Second Quarter 2025 Financial Results

GAAP Financial Results

  • Revenue of $12.05 million, down 19% year-over-year and down 15% quarter-over-quarter.
    • TCAD revenue of $6.8 million, down 34% year-over-year.
    • EDA revenue of $3.4 million, up 15% year-over-year.
    • SIP revenue of $1.8 million, up 11% year-over-year.
  • GAAP gross profit and GAAP gross margin were $8.5 million and 71%, respectively, which includes the impact of $0.4 million in stock-based compensation expense, $0.2 million in amortization of acquired intangible assets, and $0.1 million in acquisition-related professional fees and retention bonuses, down from $10.1 million and up from 68%, respectively, in Q2 2024.
  • GAAP net loss of $9.4 million, compared to a GAAP net loss of $38.4 million in Q2 2024.
  • GAAP basic net loss per share of ($0.32), compared to GAAP net loss per share of ($1.55) in Q2 2024.
  • As of Q2 end, cash, cash equivalents, restricted cash and marketable securities totaled $55.5 million.

Key Operating Indicators and Non-GAAP Financial Results:

  • Gross bookings were $12.9 million, down 34% year-over-year.
  • As of the end of Q2, the remaining performance obligation balance was $36.4 million, 50% of which is expected to be recognized as revenue in the next 12 months.
  • Non-GAAP gross profit and non-GAAP gross margin were $9.2 million and 76%, respectively, down from $12.8 million and 86% in Q2 2024.
  • Non-GAAP net loss of $4.6 million, compared to non-GAAP net income of $1.8 million in Q2 2024.
  • Non-GAAP diluted net loss per share of ($0.16), compared to non-GAAP diluted net income per share of $0.07 in Q2 2024.

For a discussion of the non-GAAP metrics presented in this press release, as well as a reconciliation of non-GAAP metrics to the nearest comparable GAAP metric, see “Discussion of Non-GAAP Financial Measures” and “GAAP to Non-GAAP Reconciliation” in the accompanying tables below.

Supplementary materials to this press release, including our second quarter 2025 financial results, can be found at https://investors.silvaco.com/financial-information/quarterly-results

Third Quarter and Full Year 2025 Financial Outlook

As of August 6, 2025, Silvaco is providing guidance for its third quarter of 2025 and its full-year 2025, which represents Silvaco’s current estimates on its operations and financial results. The financial information below represents forward-looking financial information and in some instances forward-looking, non-GAAP financial information, including estimates of non-GAAP gross margin, non-GAAP operating income (loss) and non-GAAP diluted net income (loss) per share. GAAP gross margin is the most comparable GAAP measure to non-GAAP gross margin, GAAP operating income (loss) is the most comparable GAAP measure to non-GAAP operating income (loss). GAAP diluted net income (loss) per share is the most comparable GAAP measure to non-GAAP diluted net income (loss) per share. Non-GAAP gross margin differs from GAAP gross margin in that it excludes items such as stock-based compensation expense, amortization of acquired intangible assets, acquisition-related professional fees and retention bonuses, and payroll tax from the IPO lock-up release. Non-GAAP operating income (loss) differs from GAAP operating income (loss) in that it excludes items such as acquisition-related litigation settlement and legal costs, stock-based compensation expense, amortization of acquired intangible assets, acquisition-related professional fees and retention bonuses, payroll tax from the IPO lock-up release, IPO preparation costs, and executive severance costs. Non-GAAP diluted net income (loss) per share differs from GAAP diluted net income (loss) per share in that it excludes certain costs, including IPO preparation costs, acquisition-related litigation settlement and legal costs, stock-based compensation expense, amortization of acquired intangible assets, acquisition-related professional fees and retention bonuses, payroll tax from the IPO lock-up release, executive severance costs, change in fair value of contingent consideration, foreign exchange (gain) loss, loss on debt extinguishment, and the income tax effect on non-GAAP items. Silvaco is unable to predict with reasonable certainty the ultimate outcome of these exclusions without unreasonable effort. Therefore, Silvaco has not provided guidance for GAAP gross margin, GAAP operating income (loss) or GAAP diluted net income (loss) per share or a reconciliation of the forward-looking non-GAAP gross margin or non-GAAP operating income (loss) or non-GAAP diluted net income (loss) per share guidance to GAAP gross margin or GAAP operating income (loss) or GAAP diluted net income (loss) per share, respectively. However, it is important to note that these excluded items could be material to our results computed in accordance with GAAP in future periods.

Based on current business trends and conditions, the Company expects for third quarter 2025 the following:

  • Gross bookings in the range of $14.0 million to $18.2 million, reflecting a 42% to 84% increase from the third quarter of 2024.
  • Revenue in the range of $14.0 million to $18.0 million, representing a 28% increase to 64% increase from the third quarter of 2024.​
  • Non-GAAP gross margin in the range of 81% to 85%, which would compare to 86% from the third quarter of 2024.​
  • Non-GAAP operating income (loss) in the range of ($3.5 million) to $0.5 million, compared to income of ($2.6 million) from the third quarter of 2024.​
  • Non-GAAP net income (loss) per diluted share in the range of ($0.12) to $0.02, compared to ($0.06) from the third quarter of 2024. ​

Based on current business trends and conditions, the Company expects for full year 2025, the following:

  • Gross bookings in the range of $67.0 million to $74.0 million, reflecting a 2% to 13% increase from 2024.​
  • Revenue in the range of $64.0 million to $70.0 million, representing a 7% to 17% increase from 2024.
  • Non-GAAP gross margin in the range of 83% to 86%, which would compare to 86% in 2024.​
  • Non-GAAP operating income (loss) in the range of ($2.0 million) to $1.0 million, compared to $5.5 million income in 2024.​
  • Non-GAAP net income (loss) per diluted share in the range of ($0.07) to $0.03, compared to $0.25 income in 2024.​

Q2 2025 Conference Call Details

A press release highlighting the Company’s results along with supplemental financial results will be available at https://investors.silvaco.com/ along with an earnings presentation to accompany management’s prepared remarks. An archived replay of the conference call will be available on this website for a limited time after the call. Participants who want to join the call and ask a question may register for the call here to receive the dial-in numbers and unique PIN.

Date: Wednesday, August 6, 2025
Time: 5:00 p.m. Eastern time
Webcast: Here (live and replay)

About Silvaco

Silvaco is a provider of TCAD, EDA software, and SIP solutions that enable semiconductor design and digital twin modeling through AI software and innovation. Silvaco’s solutions are used for semiconductor and photonics processes, devices, and systems development across display, power devices, automotive, memory, high performance compute, foundries, photonics, internet of things, and 5G/6G mobile markets for complex SoC design. Silvaco is headquartered in Santa Clara, California, and has a global presence with offices located in North America, Europe, Egypt, Brazil, China, Japan, Korea, Singapore, Vietnam, and Taiwan.

Safe Harbor Statement

This press release contains forward-looking statements based on Silvaco’s current expectations. The words “believe”, “estimate”, “expect”, “intend”, “anticipate”, “plan”, “project”, “will”, and similar phrases as they relate to Silvaco are intended to identify such forward-looking statements. These forward-looking statements reflect the current views and assumptions of Silvaco and are subject to various risks and uncertainties that could cause actual results to differ materially from expectations.

These forward-looking statements include but are not limited to, statements regarding our future operating results, financial position, and guidance, our business strategy and plans, our objectives for future operations, our development or delivery of new or enhanced products, and anticipated results of those products for our customers, our competitive positioning, projected costs, technological capabilities, and plans, and macroeconomic trends.

A variety of risks and factors that are beyond our control could cause actual results to differ materially from those in the forward-looking statements including, without limitation, the following: (a) market conditions; (b) anticipated trends, challenges and growth in our business and the markets in which we operate; (c) our ability to appropriately respond to changing technologies on a timely and cost-effective basis; (d) the size and growth potential of the markets for our software solutions, and our ability to serve those markets; (e) our expectations regarding competition in our existing and new markets; (f) the level of demand in our customers’ end markets; (g) regulatory developments in the United States and foreign countries; (h) changes in trade policies, including the imposition of tariffs; (i) proposed new software solutions, services or developments; (j) our ability to attract and retain key management personnel; (k) our customer relationships and our ability to retain and expand our customer relationships; (l) our ability to diversify our customer base and develop relationships in new markets; (m) the strategies, prospects, plans, expectations, and objectives of management for future operations; (n) public health crises, pandemics, and epidemics and their effects on our business and our customers’ businesses; (o) the impact of the current conflicts between Ukraine and Russia and Israel and Hamas and the ongoing trade disputes among the United States and China on our business, financial condition or prospects, including extreme volatility in the global capital markets making debt or equity financing more difficult to obtain, more costly or more dilutive, delays and disruptions of the global supply chains and the business activities of our suppliers, distributors, customers and other business partners; (p) changes in general economic or business conditions or economic or demographic trends in the United States and foreign countries including changes in tariffs, interest rates and inflation; (q) our ability to raise additional capital; (r) our ability to accurately forecast demand for our software solutions; (s) our ability to successfully retain key personnel, integrate and realize the benefits of acquisitions; (t) our expectations regarding the period during which we qualify as an emerging growth company under the JOBS Act and as a smaller reporting company under the Exchange Act; (u) our expectations regarding our ability to obtain, maintain, protect and enforce intellectual property protection for our technology; (v) our status as a controlled company; and (w) our use of the net proceeds from our initial public offering.

It is not possible for us to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results or outcomes to differ materially from those contained in any forward-looking statements we may make. Accordingly, you should not rely on any of the forward-looking statements. Additional information relating to the uncertainty affecting Silvaco’s business is contained in Silvaco’s filings with the Securities and Exchange Commission. These documents are available on the SEC Filings section of the Investor Relations section of Silvaco’s website at http://investors.silvaco.com/. These forward-looking statements represent Silvaco’s expectations as of the date of this press release. Subsequent events may cause these expectations to change, and Silvaco disclaims any obligation to update or alter these forward-looking statements in the future, whether as a result of new information, future events or otherwise.

Discussion of Non-GAAP Financial Measures

We use certain non-GAAP financial measures to supplement the performance measures in our consolidated financial statements, which are presented in accordance with GAAP. These non-GAAP financial measures include non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP operating income (loss), non-GAAP net income (loss), and non-GAAP diluted net income (loss) per share. We use these non-GAAP financial measures for financial and operational decision-making and as a means to assist us in evaluating period-to-period comparisons.

We define non-GAAP cost of revenue and non-GAAP gross profit as our GAAP cost of revenue and GAAP gross profit adjusted to exclude certain costs, including stock-based compensation expense, amortization of acquired intangible assets, acquisition-related professional fees and retention bonuses and payroll tax from the IPO lock-up release. We define non-GAAP operating income (loss), as our GAAP operating income (loss) adjusted to exclude certain costs, including IPO preparation costs, acquisition-related litigation settlement and legal costs, stock-based compensation expense, amortization of acquired intangible assets, payroll tax from the IPO lock-up release, and executive severance costs. We define non-GAAP net income (loss) as our GAAP net income (loss) adjusted to exclude certain costs, including IPO preparation costs, acquisition-related litigation settlement and legal costs, acquisition-related professional fees and retention bonuses, stock-based compensation expense, amortization of acquired intangible assets, payroll tax from the IPO lock-up release, executive severance costs, change in fair value of contingent consideration, foreign exchange (gain) loss, loss on debt extinguishment, and the income tax effect on non-GAAP items. Our non-GAAP diluted net income (loss) per share is calculated in the same way as our non-GAAP net income (loss), but on a per share basis. We monitor non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP operating income (loss), non-GAAP net income (loss) and non-GAAP diluted net income (loss) per share as non-GAAP financial measures to supplement the financial information we present in accordance with GAAP to provide investors with additional information regarding our financial results.

Certain items are excluded from our non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP operating income (loss), non-GAAP net income (loss) and non-GAAP diluted net income (loss) per share because these items are non-cash in nature or are not indicative of our core operating performance and render comparisons with prior periods and competitors less meaningful. We adjust GAAP cost of revenue, GAAP gross profit, GAAP operating income (loss), GAAP net income (loss), and GAAP diluted net income (loss) per share for these items to arrive at non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP operating income (loss), non-GAAP net income (loss), and non-GAAP diluted net income (loss) per share because these amounts can vary substantially from company to company within our industry depending upon accounting methods and book values of assets, capital structure and the method by which the assets were acquired. By excluding certain items that may not be indicative of our recurring core operating results, we believe that non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP operating income (loss), non-GAAP net income (loss) and non-GAAP diluted net income (loss) per share provide meaningful supplemental information regarding our performance.

We believe these non-GAAP financial measures are useful to investors and others because they allow for additional information with respect to financial measures used by management in its financial and operational decision-making and they may be used by our institutional investors and the analyst community to help them analyze our financial performance and the health of our business. However, there are a number of limitations related to the use of non-GAAP financial measures, and these non-GAAP measures should be considered in addition to, not as a substitute for or in isolation from, our financial results prepared in accordance with GAAP. Other companies, including companies in our industry, may calculate these non-GAAP financial measures differently or not at all, which reduces their usefulness as comparative measures.

SILVACO GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, in thousands except share and per share amounts)
       
  June 30,

2025
  December 31,

2024
ASSETS      
Current assets:      
Cash and cash equivalents $ 13,132     $ 19,606  
Restricted cash   16,500        
Current marketable securities   25,853       63,071  
Accounts receivable, net   9,888       9,211  
Contract assets, net   12,126       11,932  
Prepaid expenses and other current assets   4,628       3,460  
Total current assets   82,127       107,280  
Non-current assets:      
Non-current marketable securities         4,785  
Property and equipment, net   991       865  
Operating lease right-of-use assets, net   2,170       1,711  
Intangible assets, net   12,514       4,369  
Goodwill   18,692       9,026  
Non-current portion of contract assets   9,407       12,611  
Other assets   1,728       1,698  
Total non-current assets   45,502       35,065  
Total assets $ 127,629     $ 142,345  
LIABILITIES AND STOCKHOLDERS’ EQUITY      
Current liabilities:      
Accounts payable $ 1,853     $ 3,316  
Accrued expenses and other current liabilities   23,952       19,801  
Accrued income taxes   1,524       1,668  
Deferred revenue, current   9,303       7,497  
Operating lease liabilities, current   864       744  
Vendor financing obligation, current   1,114       1,462  
Total current liabilities   38,610       34,488  
Non-current liabilities:      
Deferred revenue, non-current   5,207       3,593  
Operating lease liabilities, non-current   1,279       946  
Vendor financing obligation, non-current   1,949       2,928  
Other non-current liabilities   996       307  
Total liabilities   48,041       42,262  
Stockholders’ equity:      
Preferred stock, $0.0001 par value; 10,000,000 shares authorized, no shares issued and outstanding as of June 30, 2025 and December 31, 2024          
Common stock, $0.0001 par value; 500,000,000 shares authorized; 29,603,494 and 28,526,615 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively   3       3  
Additional paid-in capital   137,572       130,360  
Accumulated deficit   (56,694 )     (28,012 )
Accumulated other comprehensive loss   (1,293 )     (2,268 )
Total stockholders’ equity   79,588       100,083  
Total liabilities and stockholders’ equity $ 127,629     $ 142,345  
       
SILVACO GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in thousands except share and per share amounts)
               
  Three Months Ended June 30,   Six months ended June 30,
    2025       2024       2025       2024  
Revenue:              
Software license revenue $ 7,217     $ 11,023     $ 17,226     $ 23,281  
Maintenance and service   4,831       3,937       8,914       7,568  
Total revenue   12,048       14,960       26,140       30,849  
Cost of revenue   3,504       4,861       6,520       6,834  
Gross profit   8,544       10,099       19,620       24,015  
Operating expenses:              
Research and development   5,907       7,707       10,707       11,323  
Selling and marketing   4,714       7,171       9,433       10,483  
General and administrative   8,066       18,314       16,186       22,914  
Litigation settlement         14,696       13,069       14,696  
Total operating expenses   18,687       47,888       49,395       59,416  
Operating loss   (10,143 )     (37,789 )     (29,775 )     (35,401 )
Loss on debt extinguishment         (718 )           (718 )
Interest income   651       682       1,514       682  
Interest and other expense, net   (443 )     (349 )     (734 )     (554 )
Loss before income tax provision   (9,935 )     (38,174 )     (28,995 )     (35,991 )
Income tax (benefit) provision   (526 )     214       (313 )     1,019  
Net loss $ (9,409 )   $ (38,388 )   $ (28,682 )   $ (37,010 )
Net loss per share:              
Basic and diluted   (0.32 )     (1.55 )     (0.99 )     (1.65 )
Weighted average shares used in computing per share amounts:              
Basic and diluted   29,312,982       24,811,112       29,005,331       22,405,557  
               
SILVACO GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in thousands)
       
  Six Months Ended June 30,
    2025       2024  
Cash flows from operating activities:      
Net loss $ (28,682 )   $ (37,010 )
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:      
Depreciation and amortization   1,146       475  
Stock-based compensation expense   4,397       21,829  
Provision for credit losses   116       143  
Litigation settlement   13,069       14,696  
Loss on debt extinguishment         718  
Accretion of discount on marketable securities, net   (462 )     (194 )
Change in fair value of contingent consideration   52       (18 )
Changes in operating assets and liabilities:      
Accounts receivable   97       (3,102 )
Contract assets   4,832       (4,081 )
Prepaid expenses and other current assets   (1,073 )     (882 )
Other assets   32       (84 )
Accounts payable   (1,576 )     (2 )
Accrued expenses and other current liabilities   (16,586 )     (1,287 )
Related party funding of litigation apportionment agreement   6,000        
Accrued income taxes   (714 )     687  
Deferred revenue   2,719       (673 )
Other non-current liabilities   20       (9 )
   Net cash used in operating activities   (16,613 )     (8,794 )
Cash flows from investing activities:      
Sales of marketable securities   10,345        
Purchases of marketable securities         (67,809 )
Maturities of marketable securities   32,000        
Acquisition of businesses   (14,306 )      
Purchases of property and equipment   (222 )     (56 )
   Net cash provided by (used in) investing activities   27,817       (67,865 )
Cash flows from financing activities:      
Proceeds from initial public offering, net of underwriting fees         106,020  
Proceeds from issuance of convertible note, net of debt issuance costs         4,852  
Proceeds from loan facility         4,250  
Repayment of loan facility         (4,250 )
Repayment of related party line of credit         (2,000 )
Deferred transaction costs         (2,126 )
Proceeds from issuance of common stock for share-based awards   361        
Payment of payroll taxes related to shares withheld from employees   (586 )      
Contingent consideration   (46 )     (22 )
Payments of vendor financing obligation   (1,328 )     (300 )
   Net cash (used in) provided by financing activities   (1,599 )     106,424  
Effect of exchange rate fluctuations on cash and cash equivalents and restricted cash   421       88  
Net increase in cash and cash equivalents and restricted cash   10,026       29,853  
Cash and cash equivalents and restricted cash, beginning of period   19,606       4,421  
Cash and cash equivalents and restricted cash, end of period $ 29,632     $ 34,274  
Cash and cash equivalents and restricted cash:      
Cash and cash equivalents   13,132       34,274  
Restricted cash   16,500        
Total cash and cash equivalents and restricted cash $ 29,632     $ 34,274  
       
SILVACO GROUP, INC.
REVENUE

(Unaudited)
    2024     2025  
    Q1 Q2 Q3 Q4 Year   Q1 Q2
Revenue by Region:                  
Americas   27 % 51 % 31 % 40 % 38 %   20 % 36 %
APAC   62 % 41 % 58 % 52 % 53 %   66 % 57 %
EMEA   11 % 8 % 11 % 8 % 9 %   14 % 7 %
Total revenue   100 % 100 % 100 % 100 % 100 %   100 % 100 %
                   
Revenue by Product Line:                  
TCAD   66 % 69 % 59 % 71 % 68 %   56 % 56 %
EDA   30 % 20 % 24 % 24 % 24 %   36 % 29 %
SIP   4 % 11 % 17 % 5 % 8 %   8 % 15 %
Total revenue   100 % 100 % 100 % 100 % 100 %   100 % 100 %
                   
Revenue Item Category:                  
Software license revenue   77 % 74 % 62 % 78 % 74 %   71 % 60 %
Maintenance and service   23 % 26 % 38 % 22 % 26 %   29 % 40 %
Total revenue   100 % 100 % 100 % 100 % 100 %   100 % 100 %
                   
Revenue by Country:                  
United States   26 % 50 % 30 % 39 % 37 %   20 % 30 %
China   11 % 17 % 25 % 23 % 18 %   14 % 28 %
Other   63 % 33 % 45 % 38 % 45 %   66 % 42 %
Total revenue   100 % 100 % 100 % 100 % 100 %   100 % 100 %
                   
SILVACO GROUP, INC.

GAAP to Non-GAAP Reconciliation

(Unaudited, in thousands except per share amounts)
 
  Three Months Ended   Six Months Ended
  6/30/2025   6/30/2024   6/30/2025   6/30/2024
               
GAAP Cost of revenue $ 3,504     $ 4,861     $ 6,520     $ 6,834  
Less: Stock-based compensation expense   (359 )     (2,467 )     (558 )     (2,467 )
Less: Amortization of acquired intangible assets   (249 )     (249 )     (498 )     (249 )
Less: Acquisition-related professional fees and retention bonus   (59 )           (67 )      
Non-GAAP Cost of revenue $ 2,837     $ 2,145     $ 5,397     $ 4,118  
GAAP Gross profit $ 8,544     $ 10,099     $ 19,620     $ 24,015  
Add: Stock-based compensation expense   359       2,467       558       2,467  
Add: Amortization of acquired intangible assets   249       249       498       249  
Add: Acquisition-related professional fees and retention bonus   59             67        
Non-GAAP Gross profit $ 9,211     $ 12,815     $ 20,743     $ 26,731  
GAAP Research and development $ 5,907     $ 7,707     $ 10,707     $ 11,323  
Less: Stock-based compensation expense   (576 )     (4,065 )     (820 )     (4,065 )
Less: Acquisition-related professional fees and retention bonus   (177 )           (195 )      
Less: Amortization of acquired intangible assets   (71 )     (47 )     (122 )     (117 )
Non-GAAP Research and development $ 5,083     $ 3,595     $ 9,570     $ 7,141  
GAAP Selling and marketing $ 4,714     $ 7,171     $ 9,433     $ 10,483  
Less: Stock-based compensation expense   (411 )     (3,552 )     (734 )     (3,552 )
Less: IPO preparation costs         (39 )           (178 )
Non-GAAP Selling and marketing $ 4,303     $ 3,580     $ 8,699     $ 6,753  
GAAP General and administrative $ 8,066     $ 18,314     $ 16,186     $ 22,914  
Less: Stock-based compensation expense   (774 )     (11,745 )     (2,285 )     (11,745 )
Less: Acquisition-related litigation settlement and legal costs   (304 )     (2,021 )     (1,030 )     (2,615 )
Less: Acquisition-related professional fees and retention bonus   (1,200 )           (1,877 )      
Less: Amortization of acquired intangible assets   (302 )           (364 )      
Less: IPO preparation costs         (568 )           (695 )
Non-GAAP General and administrative $ 5,486     $ 3,980     $ 10,630     $ 7,859  
GAAP Litigation settlement $     $ 14,696     $ 13,069     $ 14,696  
Less: Acquisition-related litigation settlement and legal costs         (14,696 )     (13,069 )     (14,696 )
Non-GAAP Litigation settlement $     $     $     $  
GAAP Operating expenses $ 18,687     $ 47,888     $ 49,395     $ 59,416  
Less: Stock-based compensation expense   (1,761 )     (19,362 )     (3,839 )     (19,362 )
Less: Acquisition-related litigation settlement and legal costs   (304 )     (16,717 )     (14,099 )     (17,311 )
Less: Acquisition-related professional fees and retention bonus   (1,377 )           (2,072 )      
Less: IPO preparation costs         (607 )           (873 )
Less: Amortization of acquired intangible assets   (373 )     (47 )     (486 )     (117 )
Non-GAAP Operating expenses $ 14,872     $ 11,155     $ 28,899     $ 21,753  
GAAP Operating loss $ (10,143 )   $ (37,789 )   $ (29,775 )   $ (35,401 )
Add: Stock-based compensation expense   2,120       21,829       4,397       21,829  
Add: Acquisition-related litigation settlement and legal costs   304       16,717       14,099       17,311  
Add: Acquisition-related professional fees and retention bonus   1,436             2,139        
Add: IPO preparation costs         607             873  
Add: Amortization of acquired intangible assets   622       296       984       366  
Non-GAAP Operating (loss) income $ (5,661 )   $ 1,660     $ (8,156 )   $ 4,978  
GAAP Net loss $ (9,409 )   $ (38,388 )   $ (28,682 )   $ (37,010 )
Add: Stock-based compensation expense   2,120       21,829       4,397       21,829  
Add: Acquisition-related litigation settlement and legal costs   304       16,717       14,099       17,311  
Add: Acquisition-related professional fees and retention bonus   1,436             2,139        
Add: IPO preparation costs         607             873  
Add: Amortization of acquired intangible assets   622       296       984       366  
Add: Loss on debt extinguishment         718             718  
Add (Less): Change in fair value of contingent consideration   17       (10 )     52       (18 )
Add: Foreign exchange loss   342       114       547       244  
Less: Income tax effect of non-GAAP adjustment   (7 )     (43 )     (12 )     (76 )
Non-GAAP Net (loss) income $ (4,575 )   $ 1,840     $ (6,476 )   $ 4,237  
GAAP Net loss per share:              
Basic and diluted: $ (0.32 )   $ (1.55 )   $ (0.99 )   $ (1.65 )
Non-GAAP Net income (loss) per share:              
Basic $ (0.16 )   $ 0.07     $ (0.22 )   $ 0.19  
Diluted $ (0.16 )   $ 0.07     $ (0.22 )   $ 0.18  
Weighted average shares used in GAAP and non-GAAP net income (loss) per share:              
Basic   29,312,982       24,811,112       29,005,331       22,405,557  
Diluted   29,312,982       25,408,465       29,005,331       23,052,554  
               

Contacts

Media Relations:
Tiffany Behany, [email protected]

Investor Relations:
Greg McNiff, [email protected]



Catalyst Pharmaceuticals Reports Record Second Quarter and First Half 2025 Financial Results; Provides Business Update

Achieved Record Q2 2025 Total Revenues
of $146.6 Million, an Increase of 19.4% Yo
Y, Marking Another Quarter of Consecutive Growth

Reported Record First Half 2025 Total Revenues
of $288.0 Million, an Increase of 30.2%
Over Prior Year

Reaffirms Full-Year 2025 Total Revenue Guidance of $545 Million to $565 Million, Reflecting Broad-Based Growth and Sustained Demand

FIRDAPSE® Q2 2025 Net Product Revenue
of $84.8 Million, Up 9.7% YoY; First Half 2025 Net Product Revenue of $168.6 Million, a 16.9%
Increase Over
Prior Year, Underscoring Sustained Momentum and Confidence in Long-Term Growth

AGAMREE® Q2 2025 Net Product Revenue of
$27.4 Million, Up 212.9% YoY; First Half 2025 Net Product Revenue of $49.4 Million, a 398.0%
Increase Over Prior Year, Highlighting Continued Product
Momentum

FYCOMPA® Q2 2025 Net Product Revenue of
$34.3 Million
; Slight Decrease YoY Due to Generic Entry Following Loss of Exclusivity

Strong Cash Position of $652.8 Million and No Funded Debt at the End of Q2 2025

Conference Call and Webcast to be Held on August 7, 2025, at 8:30 AM ET

CORAL GABLES, Fla., Aug. 06, 2025 (GLOBE NEWSWIRE) — Catalyst Pharmaceuticals, Inc. (“Catalyst” or “Company”) (Nasdaq: CPRX), today reported record financial results for the second quarter and first half of 2025, and provided a business update.  

“Catalyst’s record performance reflects disciplined execution and sustained demand across our portfolio, highlighting the meaningful impact our therapies have for patients,” said Richard J. Daly, president and chief executive officer of Catalyst. “With portfolio momentum, focused execution, and a disciplined approach to growth, we are well-positioned to achieve our 2025 guidance and remain confident in our ability to deliver value for patients, providers, and our stakeholders.”

As expected, second-quarter results reflect a one-time timing anomaly stemming from last year’s industry-wide Change Health insurance claims processing disruption, which resulted in an increase in claims adjudications in Q2 2024. The underlying demand for FIRDAPSE remains strong despite this temporary impact. In the first half of 2025, FIRDAPSE net revenues grew 16.9% over the same period in 2024, demonstrating the strength and resilience of our business. FIRDAPSE remains firmly on its multi-quarter growth trajectory.

AGAMREE extended its momentum with robust triple-digit growth of 212.9% over the second quarter 2024 and 398.0% for the first half of 2025, achieving record revenue driven by accelerating physician adoption and continued uptake following its mid-March 2024 launch. FYCOMPA also delivered a strong revenue contribution and demonstrated durability following first approval of a generic version of the tablets in late May. 

Financial Highlights

For the Three Months Ended June 30,   2025   2024 % Change
(In thousands, except per share data)      
Product Revenue, Net $ 146,540 $ 122,653 19.5 %
FIRDAPSE Product Revenue, Net $ 84,845 $ 77,372 9.7 %
AGAMREE Product Revenue, Net $ 27,363 $ 8,746 212.9 %
FYCOMPA Product Revenue, Net $ 34,332 $ 36,535 (6.0 %)

GAAP Net Income

$ 52,108 $ 40,794 27.7 %
Non-GAAP Net Income * $ 86,350 $ 69,631 24.0 %
       
GAAP Net Income Per Share – Basic $ 0.43 $ 0.35 22.9 %
Non-GAAP Net Income Per Share – Basic* $ 0.71 $ 0.59 20.3 %
       
GAAP Net Income Per Share – Diluted $ 0.41 $ 0.33 24.2 %
Non-GAAP Net Income Per Share – Diluted* $ 0.68 $ 0.56 21.4 %
       
As of June 30, 2025, and December 31, 2024

(In thousands)

Cash and Cash Equivalents

$

       652,800

$

       517,553

        26.1

%


*Statements made in this press release include non-GAAP financial measures. Such information is provided as additional information and not as an alternative to Catalyst’s financial statements presented in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP financial measures are intended to enhance an overall understanding of Catalyst’s current financial performance. Catalyst believes that the non-GAAP financial measures presented in this press release provide investors and prospective investors with an alternative method for assessing Catalyst’s operating results in a manner that Catalyst believes is focused on the performance of ongoing operations and provides a more consistent basis for comparison between periods. Non-GAAP financial measures should not be considered in isolation or as a substitute for comparable GAAP accounting. Further, non-GAAP measures of net income used by Catalyst may be different from and not directly comparable to similarly titled measures used by other companies.

Second Quarter and First Half 2025 Financial Highlights

The Company delivered another record performance in the second quarter and the first half of 2025, driven by disciplined commercial execution, sustained portfolio demand, and the ongoing strength of the Company’s long-term growth strategy.

  • Total Q2 2025 net product revenue was $146.5 million, a 19.5% increase year-over-year, driven by growth across the portfolio and continued market demand. First-half 2025 total net product revenue was $287.9 million, representing a 30.2% increase year-over-year.
  • FIRDAPSE Q2 2025 net product revenue was $84.8 million, a 9.7% increase year-over-year. The results reflect a one-time anomaly related to insurance processing delays in Q1 2024, which resulted in a slight increase in claims processing in Q2 2024. First-half 2025 net product revenue for FIRDAPSE was $168.6 million, representing a 16.9% increase year-over-year.
  • AGAMREE Q2 2025 net product revenue was $27.4 million, up 212.9% year-over-year, achieving consistent strong quarterly growth since its mid-March 2024 launch. First-half 2025 net product revenue for AGAMREE was $49.4 million, representing a 398.0% increase year-over-year.
  • FYCOMPA Q2 2025 net product revenue was $34.3 million, a 6.0% decrease year-over-year, reflecting continued commercial durability following first approval of a generic version of the tablet form in late May. Oral suspension exclusivity remains in place through mid-December 2025. Generic competition is expected to impact net revenue going forward. FYCOMPA’s net product revenue for the first half of 2025 was $70.0 million, representing a 4.5% increase year-over-year.

Business Highlights

The Company continued to advance its strategic priorities, demonstrated by strong commercial execution and continued progress across key growth initiatives.

  • Earlier today, Catalyst announced that the National Comprehensive Cancer Network® (NCCN) published updated guidelines including VGCC antibody testing for cancer-associated Lambert-Eaton myasthenic syndrome (LEMS) and use of amifampridine (FIRDAPSE) in its treatment, marking a key milestone that we believe will broaden clinical awareness, enhance diagnostic rates, and drive treatment of cancer-associated LEMS in oncology care.1
  • On August 4, 2025, Catalyst announced the appointment of Daniel J. Curran, MD, to its Board of Directors.
  • On June 30, 2025, Catalyst published its 2024 ESG Report, highlighting the Company’s practices, policies, and performance on key environmental, social, and governance (ESG) priorities during fiscal year 2024.
  • As of June 30, 2025, the SUMMIT study had expanded to a total of 19 clinical sites to support ongoing clinical progress and the generation of long-term, real-world evidence to demonstrate AGAMREE’s potential benefits over other Duchenne muscular dystrophy (DMD) treatments, such as in the areas of stature, bone health, and cardiovascular health.
  • On June 2, 2025, Catalyst announced the appointment of William T. Andrews, MD, FACP, as Chief Medical Officer, further strengthening its medical and clinical leadership.
  • On May 23, 2025, exclusivity protection for FYCOMPA tablets expired, with exclusivity covering the oral suspension set to expire on December 15, 2025. The first entry of a generic version of the tablet form has begun to impact the product’s net revenue and is reflected in the full-year 2025 outlook.
  • On April 1, 2025, Catalyst successfully completed a strategic realignment of its commercial teams supporting FIRDAPSE and AGAMREE, aligning resources in an effort to drive scalable growth and strengthen execution across both brands.

____________
1 NCCN makes no warranties of any kind whatsoever regarding their content, use or application and disclaims any responsibility for their application or use in any way. To learn more about NCCN go to https://www.nccn.org/home/about.



Second Quarter 2025 and First Half 2025 Financial Results


Cost of Sales: Cost of sales was $20.6 million in Q2 2025, compared to $15.4 million in Q2 2024, representing an increase of approximately 33.8%, primarily due to higher product sales volumes. For the first half of 2025, cost of sales totaled $38.5 million, compared to $27.9 million in the first half of 2024, an increase of approximately 38.0%. As previously disclosed, royalty percentages and sales-based milestone obligations related to AGAMREE will increase as net sales grow on an annual basis with the first tier of increases occurring at $100 million of net product revenue. FYCOMPA royalties to the licensor will commence after the loss of patent protection, with tiered rates based on annual net sales and timing of generic entry.

Research and Development (R&D) Expenses: R&D expenses were $4.4 million in Q2 2025, compared to $3.0 million in Q2 2024, representing an increase of approximately 46.0%. For the first half of 2025, R&D expenses totaled $8.2 million, compared to $5.6 million in the first half of 2024, an increase of approximately 48.1%.

Selling, General, and Administrative (SG&A) Expenses: SG&A expenses were $45.9 million in Q2 2025, compared to $40.7 million in Q2 2024, an increase of approximately 12.8%. For the first half of 2025, SG&A expenses totaled $92.9 million, compared to $87.7 million in the same period of 2024, representing an increase of approximately 5.9%.

Amortization of Intangible Assets: Amortization expense was $9.3 million in both Q2 2025 and 2024. For the first half of both 2025 and 2024, amortization expense totaled $18.7 million.

Operating Income: Operating income was $66.3 million in Q2 2025, compared to $54.2 million in Q2 2024, an increase of approximately 22.2%. For the first half of 2025, operating income totaled $129.7 million, compared to $81.4 million in the first half of 2024, an increase of approximately 59.3%.

GAAP Net Income: GAAP net income for Q2 2025 was $52.1 million ($0.43 per basic share and $0.41 per diluted share), compared to $40.8 million ($0.35 per basic share and $0.33 per diluted share) in Q2 2024, an increase of approximately 27.7%. For the first half of 2025, GAAP net income was $108.8 million ($0.89 per basic share and $0.86 per diluted share), compared to $64.1 million ($0.55 per basic share and $0.52 per diluted share) in the same period of 2024, an increase of approximately 69.9%.

Non-GAAP Net Income: Non-GAAP net income for Q2 2025 was $86.4 million ($0.71 per basic share and $0.68 per diluted share), compared to $69.6 million ($0.59 per basic share and $0.56 per diluted share) in Q2 2024, representing an increase of approximately 24.0%.   For the first half of 2025, non-GAAP net income totaled $172.9 million ($1.42 per basic share and $1.36 per diluted share), compared to $116.4 million ($0.99 per basic share and $0.94 per diluted share) in the first half of 2024, an increase of approximately 48.6%.

Non-GAAP net income for all periods excludes stock-based compensation, depreciation, amortization of intangible assets, and the income tax provision.

Cash and cash equivalents: Cash and cash equivalents were $652.8 million as of June 30, 2025.

More detailed financial information and analysis of our financial condition and results of operations can be found in our Form 10-Q for the second quarter of 2025, which was filed with the U.S. Securities and Exchange Commission on August 6, 2025.

Conference Call & Webcast Details
Date: August 7, 2025
Time: 8:30 AM ET
US/Canada Dial-in Number: (877) 407-8912
International Dial-in Number: (201) 689-8059


The webcast will be accessible under the Investors section on the Company’s website at www.catalystpharma.com. A webcast replay will be available on Catalyst’s website for at least 30 days following the date of the event.

About Catalyst Pharmaceuticals

Catalyst Pharmaceuticals, Inc. (Nasdaq: CPRX), is a biopharmaceutical company committed to improving the lives of patients with rare diseases. With a proven track record of bringing life-changing treatments to the market, we focus on in-licensing, commercializing, and developing innovative therapies. Guided by our deep commitment to patient care, we prioritize accessibility, ensuring patients receive the care they need through a comprehensive suite of support services designed to provide seamless access and ongoing assistance. Catalyst maintains a well-established U.S. presence, which remains the cornerstone of our commercial strategy, while continuously evaluating strategic opportunities to expand our global footprint. Catalyst, headquartered in Coral Gables, Fla., was recognized on the Forbes 2025 list as one of America’s Most Successful Mid-Cap Companies and on the 2024 Deloitte Technology Fast 500™ list as one of North America’s Fastest-Growing Companies.

For more information, please visit Catalyst’s website at www.catalystpharma.com

Forward-Looking Statements
This press release contains forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause Catalyst’s actual results in future periods to differ materially from forecasted results. A number of factors, including (i) whether Catalyst’s revenue forecasts for 2025 that are included in this press release will prove to be accurate, (ii) whether Catalyst will continue to be profitable and cash flow positive in 2025 and beyond, (iii) whether Catalyst will complete any acquisitions of additional products, and the timing of any such acquisitions, (iv) the impact of the pending Paragraph IV litigation relating to FIRDAPSE if the results of these litigation matters are adverse, and (v) those factors described in Catalyst’s Annual Report on Form 10-K for the 2024 fiscal year, Catalyst’s Quarterly Report on Form 10-Q for the second quarter of 2025, and its subsequent filings with the U.S. Securities and Exchange Commission (“SEC”), could adversely affect Catalyst. Copies of Catalyst’s filings with the SEC are available from the SEC, may be found on Catalyst’s website, or may be obtained upon request from Catalyst. Catalyst does not undertake any obligation to update the information contained herein, which speaks only as of this date.

 
CATALYST PHARMACEUTICALS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)


(in thousands, except share and per share data)
 
  For the Three Months

Ended June 30,
  For the Six Months

Ended June 30,
    2025       2024       2025       2024  
Revenues:                              
Product revenue, net $ 146,540     $ 122,653     $ 287,940     $ 221,094  
License and other revenue   23       57       44       125  
Total revenues   146,563       122,710       287,984       221,219  
               
Operating costs and expenses:              
Cost of sales (a)   20,614       15,405       38,525       27,925  
Research and development   4,358       2,985       8,245       5,566  
Selling, general and administrative (a)   45,949       40,730       92,860       87,668  
Amortization of intangible assets   9,344       9,344       18,689       18,688  
Total operating costs and expenses   80,265       68,464       158,319       139,847  
Operating income   66,298       54,246       129,665       81,372  
Other income, net   2,995       1,542       10,914       3,505  
Net income before income taxes   69,293       55,788       140,579       84,877  
Income tax provision   17,185       14,994       31,734       20,808  
Net income $ 52,108     $ 40,794     $ 108,845     $ 64,069  
               
Net income per share:              
Basic $ 0.43     $ 0.35     $ 0.89     $ 0.55  
Diluted $ 0.41     $ 0.33     $ 0.86     $ 0.52  
               
Weighted average shares outstanding:              
Basic   122,163,212       118,180,396       121,819,748       117,493,257  
Diluted   127,543,284       124,655,999       127,261,527       124,028,752  


(a)   exclusive of amortization of intangible assets

CATALYST PHARMACEUTICALS, INC.

RECONCILIATION OF NON-GAAP METRICS (unaudited)


(in thousands, except share and per share data)
 
  For the Three Months

Ended June 30,
  For the Six Months

Ended June 30,
    2025       2024       2025       2024  
GAAP net income $ 52,108     $ 40,794     $ 108,845     $ 64,069  
Non-GAAP adjustments:                              
Stock-based compensation expense   7,597       4,408       13,447       12,656  
Depreciation   116       91       231       177  
Amortization of intangible assets   9,344       9,344       18,689       18,688  
Income tax provision   17,185       14,994       31,734       20,808  
Non-GAAP net income $ 86,350     $ 69,631     $ 172,946     $ 116,398  

Non-GAAP net income per share:    
Basic $        0.71   $        0.59   $            1.42   $ 0.99 .
Diluted $        0.68   $        0.56   $            1.36   $       0.94
               
Weighted average shares outstanding:    
Basic   122,163,212     118,180,396     121,819,748          117,493,257
Diluted   127,543,284     124,655,999     127,261,527        124,028,752
               

 
CATALYST PHARMACEUTICALS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS


(in thousands)
 
  June 30,

2025

(unaudited)
  December 31,

   2024
Assets      
Current Assets:      
Cash and cash equivalents $ 652,800     $ 517,553  
Accounts receivable, net   65,863       65,476  
Inventory, net   18,650       19,541  
Prepaid expenses and other current assets   21,426       21,039  
Total current assets   758,739       623,609  
Operating lease right-of-use asset, net   2,084       2,230  
Property and equipment, net   1,149       1,354  
License and acquired intangibles, net   137,983       156,672  
Deferred tax assets, net   50,704       45,982  
Investment in equity securities   21,256       21,564  
Total assets $ 971,915     $ 851,411  
       
Liabilities and Stockholders’ Equity      
Current Liabilities:      
Accounts payable $ 5,528     $ 16,593  
Accrued expenses and other liabilities   107,479       104,085  
Total current liabilities   113,007       120,678  
Operating lease liability, net of current portion   2,572       2,786  
Other non-current liabilities   309       315  
Total liabilities   115,888       123,779  
Total stockholders’ equity   856,027       727,632  
Total liabilities and stockholders’ equity $ 971,915     $ 851,411  

Source: Catalyst Pharmaceuticals, Inc.



Contact information:

Investor Contact
Mary Coleman, Catalyst Pharmaceuticals, Inc.
(305) 420-3200
[email protected]

Media Contact
David Schull, Russo Partners
(858) 717-2310
[email protected]

Rayonier Reports Second Quarter 2025 Results

Rayonier Reports Second Quarter 2025 Results

  • Second quarter net income attributable to Rayonier of $408.7 million ($2.63 per share), pro forma net income of $9.6 million ($0.06 per share), and Adjusted EBITDA of $44.9 million.

  • On track to achieve full-year Adjusted EBITDA and pro forma EPS consistent with prior guidance range.

  • Completed previously announced disposition of New Zealand Timber and Log Trading businesses.

  • Repurchased 1.5 million shares for $34.9 million, or $23.71 per share.

  • Quarter-end cash balance of $892.3 million provides significant capital allocation flexibility.

WILDLIGHT, Fla.–(BUSINESS WIRE)–
Rayonier Inc. (NYSE:RYN) today reported second quarter net income attributable to Rayonier of $408.7 million, or $2.63 per share, on revenues of $106.5 million. This compares to net income attributable to Rayonier of $1.9 million, or $0.01 per share, on revenues of $99.6 million in the prior year quarter.

The second quarter results included a $404.4 million gain on the sale of the Company’s New Zealand joint venture interest1 and a $0.6 million loss from operations of discontinued operations (net of tax).2 Excluding these items and adjusting for pro forma net income (loss) adjustments attributable to noncontrolling interests,3 second quarter pro forma net income4 was $9.6 million, or $0.06 per share. This compares to pro forma net loss4 of $2.6 million, or ($0.02) per share, in the prior year period.

The following table summarizes the current quarter and comparable prior year period results:

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

(millions of dollars, except earnings per share (EPS))

June 30, 2025

 

June 30, 2024

 

 

 

$

 

EPS

 

$

 

EPS

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

$106.5

 

 

 

 

$99.6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to Rayonier

$408.7

 

 

$2.63

 

 

$1.9

 

 

$0.01

 

 

 

Gain on sale of discontinued operations1

(404.4

)

 

(2.56

)

 

 

 

 

 

 

Loss (income) from operations of discontinued operations, net of tax2

0.6

 

 

 

 

(6.9

)

 

(0.05

)

 

 

Net costs on legal settlements5

 

 

 

 

1.1

 

 

0.01

 

 

 

Costs related to disposition initiatives6

 

 

 

 

0.2

 

 

 

 

 

Pro forma net income (loss) adjustments attributable to noncontrolling interests3

4.8

 

 

 

 

1.2

 

 

0.01

 

 

 

Pro forma net income (loss)4

$9.6

 

 

$0.06

 

 

($2.6

)

 

($0.02

)

 

 

 

 

 

 

 

 

 

 

 

Second quarter operating income was $14.5 million versus $4.5 million in the prior year period, while second quarter pro forma operating income4 was $14.5 million versus $4.7 million in the prior year period. Second quarter Adjusted EBITDA4 was $44.9 million versus $33.3 million in the prior year period.

The following table summarizes operating income (loss), pro forma operating income (loss),4 and Adjusted EBITDA4 for the current quarter and comparable prior year period:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30,

 

 

 

Operating Income (Loss)

 

Pro forma Operating Income (Loss)4

 

Adjusted EBITDA4

 

 

(millions of dollars)

2025

 

 

2024

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

Southern Timber

$12.6

 

 

$17.1

 

 

$12.6

 

 

$17.1

 

 

$28.4

 

 

$33.9

 

 

 

Pacific Northwest Timber

1.6

 

 

(1.5

)

 

1.6

 

 

(1.5

)

 

7.0

 

 

5.9

 

 

 

Real Estate

9.8

 

 

0.5

 

 

9.8

 

 

0.5

 

 

18.6

 

 

4.5

 

 

 

Trading

(0.1

)

 

 

 

(0.1

)

 

 

 

(0.1

)

 

 

 

 

Corporate and Other

(9.3

)

 

(11.6

)

 

(9.3

)

 

(11.4

)

 

(8.9

)

 

(11.0

)

 

 

Total

$14.5

 

 

$4.5

 

 

$14.5

 

 

$4.7

 

 

$44.9

 

 

$33.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year-to-date cash provided by operating activities was $88.7 million versus $107.6 million in the prior year period. Year-to-date cash available for distribution (CAD)4 was $46.7 million, which increased $8.3 million versus the prior year period due to lower cash interest paid (net) ($7.9 million) and lower capital expenditures ($6.4 million), partially offset by lower Adjusted EBITDA4 ($6.0 million).

“During the second quarter, we generated total Adjusted EBITDA of $44.9 million—representing a 35% increase compared to the prior year period—as stronger results in our Real Estate and Pacific Northwest Timber segments were partially offset by lower results in our Southern Timber segment,” said Mark McHugh, President and CEO.

“Second quarter Adjusted EBITDA in our Real Estate segment improved $14.1 million versus the prior year period, exceeding our expectations entering the quarter due to the accelerated timing of certain transactions. In our Timber segments, Adjusted EBITDA declined 11% versus the prior year quarter, as timber markets continued to be constrained by challenging end-market demand as well as elevated salvage volume resulting from Hurricane Helene in 2024.”

“Overall, we still anticipate total full-year Adjusted EBITDA results in line with our prior guidance, as further detailed later in this release.”

“The second quarter also marked a significant milestone in our asset disposition and capital structure realignment plan, as we closed on the sale of our New Zealand joint venture interest in June—bringing total disposition activity to $1.45 billion since the plan was announced in November 2023. With the New Zealand transaction now complete, our financial flexibility has been significantly enhanced, and we are well-positioned to execute on strategies to create shareholder value moving forward, including additional share repurchases.”

Southern Timber

Second quarter sales of $53.3 million decreased $6.0 million, or 10%, versus the prior year period. Harvest volumes decreased 5% to 1.60 million tons versus 1.67 million tons in the prior year period, primarily due to softer mill demand coupled with the impact of the Large Disposition we completed in Oklahoma in late 2024. Average pine sawtimber stumpage realizations decreased 9% to $26.75 per ton versus $29.28 per ton in the prior year period due to a combination of softer demand from Southern sawmills, competing log supply from salvage timber, and an unfavorable shift in geographic mix. Average pine pulpwood stumpage realizations decreased 25% to $13.05 per ton versus $17.38 per ton in the prior year period, driven by the continued impact of salvage volume on the market, softer demand from pulp mills due to maintenance outages and reduced capacity, and an unfavorable shift in geographic mix. Overall, weighted-average net stumpage realizations (including hardwood) decreased 14% to $19.18 per ton versus $22.21 per ton in the prior year period. Operating income of $12.6 million decreased $4.5 million versus the prior year period due to lower net stumpage realizations ($4.8 million) and lower volumes ($0.9 million), partially offset by lower costs ($0.8 million), higher non-timber income ($0.2 million), and lower depletion expense ($0.2 million).

Second quarter Adjusted EBITDA4 of $28.4 million was 16%, or $5.5 million, below the prior year period.

Pacific Northwest Timber

Second quarter sales of $22.4 million decreased $1.9 million, or 8%, versus the prior year period. Harvest volumes decreased 15% to 248,000 tons versus 293,000 tons in the prior year period due to the impact of the Large Dispositions completed in the fourth quarter of 2024. Average delivered prices for domestic sawtimber increased 6% to $96.17 per ton versus $90.70 per ton in the prior year period due to strong demand from domestic lumber mills in anticipation of additional duties on Canadian lumber, as well as a favorable geographic mix resulting from recent Large Dispositions. Average delivered pulpwood prices increased 4% to $31.52 per ton versus $30.20 per ton in the prior year period due to modestly improved supply/demand dynamics. Operating income of $1.6 million versus an operating loss of ($1.5) million in the prior year period was driven by lower costs ($2.2 million), lower depletion expense ($1.0 million), and higher net stumpage realizations ($0.5 million), partially offset by lower volumes ($0.4 million) and lower non-timber income ($0.2 million).

Second quarter Adjusted EBITDA4 of $7.0 million was 17%, or $1.0 million, above the prior year period.

Real Estate

Second quarter sales of $29.4 million increased $14.0 million versus the prior year period, while operating income of $9.8 million increased $9.3 million versus the prior year period. Sales and operating income increased versus the prior year period primarily due to higher acres sold(3,263 acres sold versus 1,494 acres sold in the prior year period) and higher weighted-average prices ($8,340 per acre versus $6,722 per acre in the prior year period).

Improved Development sales of $8.5 million included $5.2 million from the Heartwood development project south of Savannah, Georgia and $3.3 million from the Wildlight development project north of Jacksonville, Florida. Sales in Heartwood included a 23-acre commercial parcel for $5.2 million ($225,000 per acre). Sales in Wildlight consisted of two commercial parcels totaling 3.1 acres ($1.1 million per acre). This compares to Improved Development sales of $2.6 million in the prior year period.

Unimproved Development sales of $3.0 million consisted of a 311-acre transaction in Flagler County, Florida for $9,635 per acre. There were no unimproved development sales in the prior year period.

Rural sales of $15.7 million consisted of 2,926 acres at an average price of $5,376 per acre. This compares to prior year period sales of $7.5 million, which consisted of 1,439 acres at an average price of $5,189 per acre.

Second quarter Adjusted EBITDA4 of $18.6 million increased $14.0 million versus the prior year period.

Trading

Second quarter sales of $1.4 million increased $0.8 million versus the prior year period, primarily due to higher volumes. Sales volumes were 18,000 tons in the second quarter compared to 5,000 tons in the prior year period. The Trading segment generated an operating loss of $0.1 million versus breakeven results in the prior year period.

Other Items

Second quarter corporate and other operating expenses of $9.3 million decreased $2.3 million versus the prior year period, primarily due to lower compensation and benefits expenses.

Second quarter interest expense of $6.5 million decreased $2.5 million versus the prior year period, primarily due to lower average outstanding debt. Second quarter interest income of $2.3 million increased $0.6 million versus the prior year period, primarily due to higher cash on hand following the Large Dispositions completed in late 2024.

Share Repurchases

During the second quarter, the Company repurchased approximately 1.5 million shares at an average price of $23.71 per share, or $34.9 million in total. As of June 30, 2025, the Company had approximately 154.8 million common shares and 2.1 million redeemable operating partnership units outstanding. As of June 30, the Company had $262.4 million remaining on its current share repurchase authorization.

Outlook

“Based on our year-to-date results and our expectations for the balance of the year, we are on-track to achieve full-year Adjusted EBITDA and pro forma EPS consistent with our prior guidance range,” added McHugh.

“In our Southern Timber segment, we expect full-year harvest volumes toward the lower end of our prior guidance range, although we expect materially higher volumes in the second half versus the first half of the year. We further expect that pine net stumpage realizations will be modestly higher in the second half of the year as compared to the first half due to reduced salvage volume on the market, more normalized demand conditions following several extended mill outages, and favorable geographic mix. Overall, we anticipate significantly higher results in the second half versus the first half of the year, with full-year Adjusted EBITDA near the lower end of our prior guidance range.”

“In our Pacific Northwest Timber segment, we expect full-year harvest volumes consistent with our prior guidance. Weighted-average log pricing is expected to be modestly higher in the second half of the year versus the first half due to the anticipated effect of increased duties on Canadian lumber imports. Overall, we anticipate full-year Adjusted EBITDA consistent with our prior guidance range.”

“Turning to our Real Estate segment, we remain encouraged by our transaction pipeline and expect significant closing activity over the balance of the year. We currently expect an Adjusted EBITDA contribution of $50 to $65 million in the third quarter. However, given the magnitude of certain anticipated closings, it is possible that a substantial portion of this contribution could shift to the fourth quarter. Overall, we now expect full-year Adjusted EBITDA in our Real Estate segment to be at or modestly above the high end of our prior guidance range.”

“Based on the foregoing, we currently anticipate third quarter net income attributable to Rayonier of $29 to $44 million, EPS of $0.18 to $0.28, and Adjusted EBITDA of $80 to $100 million.”

Conference Call

A conference call and live audio webcast will be held on Thursday, August 7, 2025 at 10:00 AM (ET) to discuss these results.

Access to the live audio webcast will be available at www.rayonier.com. A replay of the webcast will be archived on the Company’s website and available shortly after the call.

Investors may listen to the conference call by dialing 888-604-9366 (domestic) or 517-308-9338 (international), passcode: RAYONIER. A replay of the conference call will be available one hour following the call until Sunday, September 7, 2025, by dialing 800-510-0118 (domestic) or 203-369-3808 (international), passcode: 1139.

Complimentary copies of Rayonier press releases and other financial documents are also available by calling (904) 357-9100.

1

“Gain on sale of discontinued operations” reflects the net gain recognized on the sale of the Company’s New Zealand joint venture interest.

2

“Loss (income) from operations of discontinued operations, net of tax” includes loss (income) generated by the Company’s New Zealand joint

3

“Pro forma net income (loss) adjustments attributable to noncontrolling interests” are the proportionate share of pro forma items that are attributable to noncontrolling interests.

4

“Pro forma net income (loss),” “Pro forma revenues (sales),” “Pro forma operating income (loss),” “Adjusted EBITDA” and “CAD” are non-GAAP measures defined and reconciled to GAAP in the attached exhibits.

5

“Net cost on legal settlements” reflects the net loss from litigation regarding insurance claims.

6

“Costs related to disposition initiatives” include legal, advisory, and other due diligence costs incurred in connection with the Company’s asset disposition plan, which was announced in November 2023.

About Rayonier

Rayonier is a leading timberland real estate investment trust with assets located in some of the most productive softwood timber growing regions in the United States. As of June 30, 2025, Rayonier owned or leased under long-term agreements approximately 2.0 million acres of timberlands located in the U.S. South (1.74 million acres) and U.S. Pacific Northwest (307,000 acres). More information is available at www.rayonier.com.

 

Forward-Looking Statements – Certain statements in this press release regarding anticipated financial outcomes including Rayonier’s earnings guidance, if any, business and market conditions, outlook, expected dividend rate, Rayonier’s business strategies, expected harvest schedules, timberland acquisitions and dispositions, the anticipated benefits of Rayonier’s business strategies, including the recent sale of the entities holding Rayonier’s interest in the New Zealand joint venture and the anticipated use of proceeds from such sale, and other similar statements relating to Rayonier’s future events, developments or financial or operational performance or results, are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are identified by the use of words such as “may,” “will,” “should,” “expect,” “estimate,” “believe,” “intend,” “project,” “anticipate” and other similar language. However, the absence of these or similar words or expressions does not mean that a statement is not forward-looking. While management believes that these forward-looking statements are reasonable when made, forward-looking statements are not guarantees of future performance or events and undue reliance should not be placed on these statements.

The following important factors, among others, could cause actual results or events to differ materially from those expressed in forward-looking statements that may have been made in this document: the cyclical and competitive nature of the industries in which we operate; fluctuations in demand for, or supply of, our forest products and real estate offerings, including any further downturn in the housing market; entry of new competitors into our markets; changes in global economic conditions and geopolitical tensions, including the war in Ukraine and ongoing tensions in the Middle East; business disruptions arising from public health crises and outbreaks of communicable diseases; the uncertainties of potential impacts of climate-related initiatives; the cost and availability of third-party logging and trucking services; the geographic concentration of a significant portion of our timberland; our ability to identify, finance and complete timberland acquisitions and/or to complete dispositions; changes in environmental laws and regulations regarding timber harvesting, delineation of wetlands, endangered species and development of real estate generally, that may restrict or adversely impact our ability to conduct our business, or increase the cost of doing so; adverse weather conditions, natural disasters and other catastrophic events such as hurricanes, wind storms and wildfires; the lengthy, uncertain and costly process associated with the ownership, entitlement and development of real estate, especially in Florida and Washington, including changes in law, policy and political factors beyond our control; the availability and cost of financing for real estate development and mortgage loans; changes in tariffs, taxes or treaties relating to the import and export of our products, our customers’ products or those of our and our customers’ competitors; changes in key management and personnel; and our ability to meet all necessary legal requirements to continue to qualify as a real estate investment trust (“REIT”) and changes in tax laws that could adversely affect beneficial tax treatment.

For additional factors that could impact future results, please see Item 1A – Risk Factors in the Company’s most recent Annual Report on Form 10-K and similar discussion included in other reports that we subsequently file with the Securities and Exchange Commission (the “SEC”). Forward-looking statements are only as of the date they are made, and the Company undertakes no duty to update its forward-looking statements except as required by law. You are advised, however, to review any further disclosures we make on related subjects in our subsequent reports filed with the SEC.

Non-GAAP Financial Measures – To supplement Rayonier’s financial statements presented in accordance with generally accepted accounting principles in the United States (“GAAP”), Rayonier uses certain non-GAAP measures, including “cash available for distribution,” “pro forma operating income (loss),” “pro forma net income (loss),” and “Adjusted EBITDA,” which are defined and further explained in this communication. Reconciliation of such measures to the nearest GAAP measures can also be found in this communication. Rayonier’s definitions of these non-GAAP measures may differ from similarly titled measures used by others. These non-GAAP measures should be considered supplemental to, and not a substitute for, financial information prepared in accordance with GAAP.

RAYONIER INC. AND SUBSIDIARIES

CONDENSED STATEMENTS OF CONSOLIDATED INCOME

June 30, 2025 (unaudited)

(millions of dollars, except per share information)

 

Three Months Ended

 

Six Months Ended

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

June 30,

 

2025

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

SALES

$106.5

 

 

$82.9

 

 

$99.6

 

 

$189.5

 

 

$213.3

 

Costs and Expenses

 

 

 

 

 

 

 

 

 

Cost of sales

(74.9

)

 

(65.0

)

 

(74.3

)

 

(139.9

)

 

(160.4

)

Selling and general expenses

(16.9

)

 

(16.7

)

 

(20.6

)

 

(33.6

)

 

(39.6

)

Other operating expense, net

(0.2

)

 

(1.1

)

 

(0.2

)

 

(1.4

)

 

(0.1

)

OPERATING INCOME

14.5

 

 

0.1

 

 

4.5

 

 

14.6

 

 

13.2

 

Interest expense, net

(6.5

)

 

(6.4

)

 

(9.0

)

 

(12.9

)

 

(18.0

)

Interest income

2.3

 

 

2.9

 

 

1.8

 

 

5.2

 

 

3.7

 

Other miscellaneous expense, net

(0.5

)

 

(1.9

)

 

(1.2

)

 

(2.4

)

 

(8.3

)

INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES

9.8

 

 

(5.3

)

 

(3.9

)

 

4.5

 

 

(9.4

)

Income tax (expense) benefit

 

 

(0.3

)

 

 

 

(0.3

)

 

1.0

 

INCOME (LOSS) FROM CONTINUING OPERATIONS

9.8

 

 

(5.6

)

 

(3.9

)

 

4.2

 

 

(8.4

)

(Loss) income from operations of discontinued operations, net of tax

(0.6

)

 

2.5

 

 

6.9

 

 

1.9

 

 

13.7

 

Gain on sale of discontinued operations

404.4

 

 

 

 

 

 

404.4

 

 

 

INCOME FROM DISCONTINUED OPERATIONS

403.8

 

 

2.5

 

 

6.9

 

 

406.3

 

 

13.7

 

NET INCOME (LOSS)

413.6

 

 

(3.1

)

 

3.0

 

 

410.5

 

 

5.3

 

Less: Net (income) loss attributable to noncontrolling interests in the Operating Partnership

(5.5

)

 

0.1

 

 

 

 

(5.4

)

 

 

Less: Net loss (income) attributable to noncontrolling interests in consolidated affiliates

0.6

 

 

(0.4

)

 

(1.1

)

 

0.2

 

 

(2.0

)

NET INCOME (LOSS) ATTRIBUTABLE TO RAYONIER INC.

$408.7

 

 

($3.4

)

 

$1.9

 

 

$405.3

 

 

$3.3

 

EARNINGS PER COMMON SHARE

 

 

 

 

 

 

 

 

 

BASIC EARNINGS (LOSS) PER SHARE ATTRIBUTABLE TO RAYONIER INC.

 

 

 

 

 

 

 

 

 

Continuing Operations

$0.06

 

 

($0.04

)

 

($0.03

)

 

$0.03

 

 

($0.06

)

Discontinued Operations

$2.57

 

 

$0.01

 

 

$0.04

 

 

$2.59

 

 

$0.08

 

Net Income

$2.63

 

 

($0.02

)

 

$0.01

 

 

$2.62

 

 

$0.02

 

DILUTED EARNINGS (LOSS) PER SHARE ATTRIBUTABLE TO RAYONIER INC.

 

 

 

 

 

 

 

 

 

Continuing Operations

$0.06

 

 

($0.04

)

 

($0.03

)

 

$0.03

 

 

($0.06

)

Discontinued Operations

$2.56

 

 

$0.01

 

 

$0.04

 

 

$2.57

 

 

$0.08

 

Net Income

$2.63

 

 

($0.02

)

 

$0.01

 

 

$2.60

 

 

$0.02

 

 

 

 

 

 

 

 

 

 

 

Pro forma net income (loss) per share (a)

$0.06

 

 

($0.02

)

 

($0.02

)

 

$0.04

 

 

($0.01

)

 

 

 

 

 

 

 

 

 

 

Weighted Average Common Shares used for determining

 

 

 

 

 

 

 

 

 

Basic EPS

155,536,320

 

 

153,677,854

 

 

148,910,214

 

 

154,612,221

 

 

148,738,795

 

Diluted EPS (b)

157,727,916

 

 

153,677,854

 

 

148,910,214

 

 

158,142,596

 

 

148,738,795

 

(a)

Pro forma net income per share is a non-GAAP measure. See Schedule F for definition and reconciliation to the nearest GAAP measure.

(b)

Diluted earnings per share is calculated based on the weighted average number of shares of common stock outstanding combined with the incremental weighted average number of shares that would have been outstanding assuming all potentially dilutive securities (including Redeemable Operating Partnership Units) were converted into shares of common stock at the earliest date possible. For the periods in which net earnings (loss) from continuing operations was a loss, the effect of anti-dilutive securities was excluded in the denominator of calculating diluted EPS. As of June 30, 2025, there were 154,761,232 common shares and 2,076,931 Redeemable Operating Partnership Units outstanding.

 

A

RAYONIER INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

June 30, 2025 (unaudited)

(millions of dollars)

 

 

June 30,

 

December 31,

 

 

2025

 

 

2024

 

 

Assets

 

 

 

 

Cash and cash equivalents

 

$892.3

 

 

$303.1

 

Restricted cash, current

 

 

 

19.4

 

Assets held for sale

 

4.7

 

 

5.4

 

Current assets of discontinued operations

 

 

 

47.3

 

Other current assets

 

63.0

 

 

61.7

 

Timber and timberlands, net of depletion and amortization

 

2,345.2

 

 

2,384.3

 

Higher and better use timberlands and real estate development investments

 

115.2

 

 

109.6

 

Property, plant and equipment

 

36.6

 

 

35.7

 

Less – accumulated depreciation

 

(19.3

)

 

(18.3

)

Net property, plant and equipment

 

17.3

 

 

17.4

 

Restricted cash, non-current

 

0.7

 

 

0.7

 

Right-of-use assets

 

18.2

 

 

18.6

 

Non-current assets of discontinued operations

 

 

 

428.6

 

Other assets

 

57.7

 

 

78.3

 

 

 

$3,514.3

 

 

$3,474.4

 

Liabilities, Noncontrolling Interests in the Operating Partnership and Shareholders’ Equity

 

 

 

 

Current maturities of long-term debt

 

200.0

 

 

 

Dividend and distribution payable

 

 

 

271.8

 

Current liabilities of discontinued operations

 

 

 

47.3

 

Other current liabilities

 

74.3

 

 

69.6

 

Long-term debt

 

844.9

 

 

1,044.4

 

Long-term lease liability

 

15.5

 

 

16.3

 

Non-current liabilities of discontinued operations

 

 

 

170.8

 

Other non-current liabilities

 

24.0

 

 

21.9

 

Noncontrolling interests in the Operating Partnership

 

53.4

 

 

51.8

 

Total Rayonier Inc. shareholders’ equity

 

2,302.2

 

 

1,769.3

 

Noncontrolling interests in consolidated affiliates

 

 

 

11.2

 

Total shareholders’ equity

 

2,302.2

 

 

1,780.5

 

 

 

$3,514.3

 

 

$3,474.4

 

 

B

RAYONIER INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

June 30, 2025 (unaudited)

(millions of dollars, except share information)

 

Common Shares

 

Retained Earnings

 

Accumulated

Other

Comprehensive Income (Loss)

 

Noncontrolling Interests in Consolidated Affiliates

 

Shareholders’ Equity

Shares

Amount

 
 

Balance, January 1, 2025

148,536,643

 

 

$1,522.5

 

 

$257.2

 

 

($10.4

)

 

$11.2

 

 

$1,780.5

 

Loss from continuing operations

 

 

 

 

(5.6

)

 

 

 

 

 

(5.6

)

Income from discontinued operations

 

 

 

 

2.1

 

 

 

 

0.4

 

 

2.5

 

Net loss attributable to noncontrolling interests in the Operating Partnership

 

 

 

 

0.1

 

 

 

 

 

 

0.1

 

Dividends ($0.2725 per share)

 

 

 

 

(42.7

)

 

 

 

 

 

(42.7

)

Issuance of common shares from special

dividend (a)

7,560,983

 

 

200.4

 

 

 

 

 

 

 

 

200.4

 

Issuance of shares under incentive stock plans

5,566

 

 

 

 

 

 

 

 

 

 

 

Stock-based incentive compensation

 

 

2.3

 

 

 

 

 

 

 

 

2.3

 

Repurchase of common shares made under repurchase program

(95,000

)

 

 

 

(2.6

)

 

 

 

 

 

(2.6

)

Adjustment of noncontrolling interests in the Operating Partnership

 

 

 

 

(4.3

)

 

 

 

 

 

(4.3

)

Other (b)

(420

)

 

 

 

 

 

(3.9

)

 

(1.4

)

 

(5.3

)

Balance, March 31, 2025

156,007,772

 

 

$1,725.2

 

 

$204.2

 

 

($14.3

)

 

$10.2

 

 

$1,925.3

 

Income from continuing operations

 

 

 

 

9.8

 

 

 

 

 

 

9.8

 

Income (loss) from discontinued operations

 

 

 

 

404.4

 

 

 

 

(0.6

)

 

403.8

 

Net income attributable to noncontrolling interests in the Operating Partnership

 

 

 

 

(5.5

)

 

 

 

 

 

(5.5

)

Deconsolidation of discontinued operations

 

 

 

 

 

 

29.1

 

 

(10.8

)

 

18.3

 

Dividends ($0.2725 per share)

 

 

 

 

(42.4

)

 

 

 

 

 

(42.4

)

Issuance of shares under incentive stock plans

315,017

 

 

 

 

 

 

 

 

 

 

 

Stock-based incentive compensation

 

 

3.6

 

 

 

 

 

 

 

 

3.6

 

Repurchase of common shares made under repurchase program

(1,472,928

)

 

 

 

(34.9

)

 

 

 

 

 

(34.9

)

Adjustment of noncontrolling interests in the Operating Partnership

 

 

 

 

9.5

 

 

 

 

 

 

9.5

 

Other (b)

(88,629

)

 

(2.4

)

 

 

 

15.9

 

 

1.2

 

 

14.7

 

Balance, June 30, 2025

154,761,232

 

 

$1,726.4

 

 

$545.1

 

 

$30.7

 

 

 

 

$2,302.2

 

 

Common Shares

 

Retained

Earnings

Accumulated

Other

Comprehensive

Income

Noncontrolling

Interests in

Consolidated

Affiliates

Shareholders’ Equity

 

Shares

 

 

Amount

 

 

Balance, January 1, 2024

148,299,117

 

 

$1,497.7

 

 

$338.2

 

 

$24.6

 

 

$17.1

 

 

$1,877.6

 

Loss from continuing operations

 

 

 

 

(4.5

)

 

 

 

 

 

(4.5

)

Income from discontinued operations

 

 

 

 

5.9

 

 

 

 

0.9

 

 

6.8

 

Dividends ($0.285 per share)

 

 

 

 

(42.8

)

 

 

 

 

 

(42.8

)

Issuance of shares under incentive stock plans

752

 

 

 

 

 

 

 

 

 

 

 

Stock-based incentive compensation

 

 

3.2

 

 

 

 

 

 

 

 

3.2

 

Adjustment of noncontrolling interests in the Operating Partnership

 

 

 

 

(0.3

)

 

 

 

 

 

(0.3

)

Other (b)

349,452

 

 

11.4

 

 

 

 

(2.2

)

 

(3.6

)

 

5.6

 

Balance, March 31, 2024

148,649,321

 

 

$1,512.3

 

 

$296.5

 

 

$22.4

 

 

$14.4

 

 

$1,845.6

 

Loss from continuing operations

 

 

 

 

(3.9

)

 

 

 

 

 

(3.9

)

Income from discontinued operations

 

 

 

 

5.8

 

 

 

 

1.1

 

 

6.9

 

Dividends ($0.285 per share)

 

 

 

 

(42.5

)

 

 

 

 

 

(42.5

)

Issuance of shares under incentive stock plans

396,849

 

 

 

 

 

 

 

 

 

 

 

Stock-based incentive compensation

 

 

4.9

 

 

 

 

 

 

 

 

4.9

 

Adjustment of noncontrolling interests in the Operating Partnership

 

 

 

 

8.1

 

 

 

 

 

 

8.1

 

Other (b)

(66,752

)

 

(2.2

)

 

 

 

5.4

 

 

(1.2

)

 

2.0

 

Balance, June 30, 2024

148,979,418

 

 

$1,515.0

 

 

$264.0

 

 

$27.8

 

 

$14.3

 

 

$1,821.1

 

(a)

Reflects the issuance of shares related to the Company’s special dividend of $1.80 per common share, paid on January 30, 2025, to shareholders of record as of December 12, 2024. This dividend comprised a combination of cash and the Company’s common shares.

(b)

Primarily includes shares purchased from employees in non-open market transactions to pay withholding taxes associated with the vesting of shares granted under the Company’s Incentive Stock Plan, pension and post-retirement benefit plan adjustments, foreign currency translation adjustments, mark-to-market adjustments of qualifying cash flow hedges, distributions to noncontrolling interests in consolidated affiliates and the allocation of other comprehensive income to noncontrolling interests in the Operating Partnership. The six months ended June 30, 2025 and June 30, 2024 also includes the redemption of 10,519 and 414,084 Redeemable Operating Partnership Units, respectively, for an equal number of Rayonier Inc. common shares.

 

C

RAYONIER INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

June 30, 2025 (unaudited)

(millions of dollars)

 

Six Months Ended June 30,

 

2025

 

 

2024

 

 

Cash provided by operating activities:

 

 

 

Net income

$410.5

 

 

$5.3

 

Depreciation, depletion and amortization from continuing operations

46.9

 

 

58.3

 

Depreciation, depletion and amortization from discontinued operations

9.1

 

 

14.9

 

Non-cash cost of land and improved development from continuing operations

9.3

 

 

6.4

 

Non-cash cost of land and improved development from discontinued operations

 

 

3.0

 

Gain on sale of discontinued operations

(404.4

)

 

 

Stock-based incentive compensation expense

5.9

 

 

8.1

 

Deferred income taxes

(2.6

)

 

(2.3

)

Other items to reconcile net income to cash provided by operating activities

9.0

 

 

6.9

 

Changes in working capital and other assets and liabilities

5.0

 

 

7.0

 

 

88.7

 

 

107.6

 

Cash provided by (used for) investing activities:

 

 

 

Capital expenditures from continuing operations

(22.4

)

 

(28.9

)

Capital expenditures from discontinued operations

(7.1

)

 

(8.0

)

Real estate development investments

(8.2

)

 

(10.1

)

Net proceeds on sale of discontinued operations (a)

687.6

 

 

 

Net proceeds on sale of property, plant and equipment

4.1

 

 

 

Other

4.3

 

 

(0.4

)

 

658.3

 

 

(47.4

)

Cash used for financing activities:

 

 

 

Dividends paid (b)

(153.3

)

 

(115.5

)

Distributions to noncontrolling interests in the Operating Partnership (c)

(2.0

)

 

(1.7

)

Repurchase of common shares made under repurchase program

(37.6

)

 

 

Distributions to noncontrolling interests in consolidated affiliates

(3.1

)

 

(3.8

)

Other

(2.6

)

 

(4.1

)

 

(198.6

)

 

(125.1

)

Effect of exchange rate changes on cash and restricted cash

1.3

 

 

(0.9

)

Cash, cash equivalents and restricted cash:

 

 

 

Change in cash, cash equivalents and restricted cash

549.7

 

 

(65.8

)

 

 

 

 

Balance from continuing operations, beginning of year

323.1

 

 

180.4

 

Balance from discontinued operations, beginning of year

20.1

 

 

28.0

 

Total Balance, beginning of year

343.2

 

 

208.4

 

 

 

 

 

Balance from continuing operations, end of period

892.9

 

 

120.9

 

Balance from discontinued operations, end of period

 

 

21.7

 

Total Balance, end of period

$892.9

 

 

$142.6

 

(a)

The six months ended June 30, 2025 includes proceeds from the disposition of our New Zealand joint venture, net of closing adjustments, transaction costs, and $11.1 million of deconsolidated cash.

(b)

The six months ended June 30, 2025 includes an additional dividend of $1.80 per common share, consisting of a combination of cash and the Company’s common shares. The cash portion of $67.8 million was paid on January 30, 2025, to shareholders of record on December 12, 2024. The six months ended June 30, 2024 includes an additional cash dividend of $0.20 per common share, totaling $29.8 million. The additional dividend was paid on January 12, 2024, to shareholders of record on December 29, 2023.

(c)

The six months ended June 30, 2025 includes an additional distribution of $1.80 per Redeemable Operating Partnership Unit, consisting of a combination of cash and the Company’s Redeemable Operating Partnership Units. The cash portion of $0.9 million was paid on January 30, 2025, to holders of record on December 12, 2024. The six months ended June 30, 2024 includes an additional cash distribution of $0.20 per Redeemable Operating Partnership Unit, totaling $0.5 million. The additional distribution was paid on January 12, 2024, to holders of record on December 29, 2023.

 

D

RAYONIER INC. AND SUBSIDIARIES

BUSINESS SEGMENT SALES, OPERATING INCOME,

PRO FORMA OPERATING INCOME AND ADJUSTED EBITDA

June 30, 2025 (unaudited)

(millions of dollars)

 

Three Months Ended

 

Six Months Ended

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

June 30,

 

2025

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

Sales

 

 

 

 

 

 

 

 

 

Southern Timber

$53.3

 

 

$50.9

 

 

$59.3

 

 

$104.3

 

 

$129.3

 

Pacific Northwest Timber

22.4

 

 

21.4

 

 

24.3

 

 

43.8

 

 

49.5

 

Real Estate

29.4

 

 

10.2

 

 

15.5

 

 

39.6

 

 

31.0

 

Trading

1.4

 

 

0.4

 

 

0.6

 

 

1.8

 

 

3.5

 

Sales

$106.5

 

 

$82.9

 

 

$99.6

 

 

$189.5

 

 

$213.3

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

 

 

 

 

 

 

 

 

Southern Timber

$12.6

 

 

$10.1

 

 

$17.1

 

 

$22.7

 

 

$40.1

 

Pacific Northwest Timber

1.6

 

 

0.7

 

 

(1.5

)

 

2.3

 

 

(5.8

)

Real Estate

9.8

 

 

(1.0

)

 

0.5

 

 

8.8

 

 

0.4

 

Trading

(0.1

)

 

(0.5

)

 

 

 

(0.6

)

 

 

Corporate and Other

(9.3

)

 

(9.3

)

 

(11.6

)

 

(18.7

)

 

(21.5

)

Operating income

$14.5

 

 

$0.1

 

 

$4.5

 

 

$14.6

 

 

$13.2

 

 

 

 

 

 

 

 

 

 

 

Pro forma operating income (loss) (a)

 

 

 

 

 

 

 

 

 

Southern Timber

$12.6

 

 

$10.1

 

 

$17.1

 

 

$22.7

 

 

$40.1

 

Pacific Northwest Timber

1.6

 

 

0.7

 

 

(1.5

)

 

2.3

 

 

(5.8

)

Real Estate

9.8

 

 

(1.0

)

 

0.5

 

 

8.8

 

 

0.4

 

Trading

(0.1

)

 

(0.5

)

 

 

 

(0.6

)

 

 

Corporate and Other

(9.3

)

 

(8.2

)

 

(11.4

)

 

(17.6

)

 

(21.3

)

Pro forma operating income

$14.5

 

 

$1.2

 

 

$4.7

 

 

$15.7

 

 

$13.4

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA (a)

 

 

 

 

 

 

 

 

 

Southern Timber

$28.4

 

 

$27.0

 

 

$33.9

 

 

$55.4

 

 

$78.7

 

Pacific Northwest Timber

7.0

 

 

6.4

 

 

5.9

 

 

13.3

 

 

10.6

 

Real Estate

18.6

 

 

2.0

 

 

4.5

 

 

20.6

 

 

9.1

 

Trading

(0.1

)

 

(0.5

)

 

 

 

(0.6

)

 

 

Corporate and Other

(8.9

)

 

(7.9

)

 

(11.0

)

 

(16.8

)

 

(20.4

)

Adjusted EBITDA

$44.9

 

 

$27.1

 

 

$33.3

 

 

$71.9

 

 

$78.0

 

(a)

Pro forma operating income (loss) and Adjusted EBITDA are non-GAAP measures. See Schedule F for definitions and reconciliations.

 

E

RAYONIER INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP MEASURES

June 30, 2025 (unaudited)

(millions of dollars, except per share information)

LIQUIDITY MEASURES:

 

 

 

 

 

 

Six Months Ended

 

 

June 30,

 

June 30,

 

 

2025

 

 

2024

 

 

Cash Provided by Operating Activities

 

$88.7

 

 

$107.6

 

Cash provided by operating activities from discontinued operations

 

(8.9

)

 

(23.3

)

Working capital and other balance sheet changes

 

(10.7

)

 

(17.0

)

Capital expenditures

 

(22.4

)

 

(28.9

)

Cash Available for Distribution (a)

 

$46.7

 

 

$38.4

 

 

 

 

 

 

Net Income

 

$410.5

 

 

$5.3

 

Income from operations of discontinued operations, net of tax (b)

 

(1.9

)

 

(13.7

)

Gain on sale of discontinued operations (c)

 

(404.4

)

 

 

Interest, net and miscellaneous income

 

7.7

 

 

14.3

 

Income tax expense (benefit) (d)

 

0.3

 

 

(1.0

)

Depreciation, depletion and amortization

 

46.9

 

 

58.3

 

Non-cash cost of land and improved development

 

9.3

 

 

6.4

 

Non-operating expense (e)

 

2.4

 

 

8.3

 

Restructuring charges (f)

 

1.1

 

 

 

Costs related to disposition initiatives (g)

 

 

 

0.2

 

Adjusted EBITDA (h)

 

$71.9

 

 

$78.0

 

Cash interest paid, net (i)

 

(2.6

)

 

(10.5

)

Cash taxes paid

 

(0.3

)

 

(0.3

)

Capital expenditures

 

(22.4

)

 

(28.9

)

Cash Available for Distribution (a)

 

$46.7

 

 

$38.4

 

 

 

 

 

 

Cash Available for Distribution (a)

 

$46.7

 

 

$38.4

 

Real estate development investments

 

(8.2

)

 

(10.1

)

Cash Available for Distribution after real estate development investments

 

$38.5

 

 

$28.2

 

PRO FORMA NET INCOME (LOSS) (j):

 

 

Three Months Ended

 

Six Months Ended

 

 

June 30, 2025

 

March 31, 2025

 

June 30, 2024

 

June 30, 2025

 

June 30, 2024

 

 

$

 

Per Diluted Share

 

$

 

Per Diluted Share

 

$

 

Per Diluted Share

 

$

 

Per Diluted Share

 

$

 

Per Diluted Share

 

Net Income (Loss) Attributable to Rayonier Inc.

 

$408.7

 

 

$2.63

 

 

($3.4

)

 

($0.02

)

 

$1.9

 

 

$0.01

 

 

$405.3

 

 

$2.60

 

 

$3.3

 

 

$0.02

 

Loss (income) from operations of discontinued operations, net of tax (b)

 

0.6

 

 

 

 

(2.5

)

 

(0.02

)

 

(6.9

)

 

(0.05

)

 

(1.9

)

 

(0.01

)

 

(13.7

)

 

(0.09

)

Gain on sale of discontinued operations (c)

 

(404.4

)

 

(2.56

)

 

 

 

 

 

 

 

 

 

(404.4

)

 

(2.56

)

 

 

 

 

Restructuring charges (f)

 

 

 

 

 

1.1

 

 

0.01

 

 

 

 

 

 

1.1

 

 

0.01

 

 

 

 

 

Net costs on legal settlements (k)

 

 

 

 

 

1.7

 

 

0.01

 

 

1.1

 

 

0.01

 

 

1.7

 

 

0.01

 

 

2.4

 

 

0.02

 

Costs related to disposition initiatives (g)

 

 

 

 

 

 

 

 

 

0.2

 

 

 

 

 

 

 

 

0.2

 

 

 

Pension settlement charge, net of tax (l)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4.5

 

 

0.03

 

Pro forma net income (loss) adjustments attributable to noncontrolling interests (m)

 

4.8

 

 

 

 

0.4

 

 

 

 

1.2

 

 

0.01

 

 

5.1

 

 

 

 

2.1

 

 

0.01

 

Pro Forma Net Income (Loss)

 

$9.6

 

 

$0.06

 

 

($2.7

)

 

($0.02

)

 

($2.6

)

 

($0.02

)

 

$6.9

 

 

$0.04

 

 

($1.3

)

 

($0.01

)

PRO FORMA OPERATING INCOME (LOSS) AND ADJUSTED EBITDA (n) (h):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Southern

Timber

 

 

Pacific

Northwest

Timber

 

Real

Estate

 

Trading

 

Corporate

and

Other

 

Total

 
     

June 30, 2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

$12.6

 

 

$1.6

 

 

$9.8

 

 

($0.1

)

 

($9.3

)

 

$14.5

 

Depreciation, depletion and amortization

 

15.8

 

 

5.4

 

 

1.9

 

 

 

 

0.4

 

 

23.4

 

Non-cash cost of land and improved development

 

 

 

 

 

6.9

 

 

 

 

 

 

6.9

 

Adjusted EBITDA

 

$28.4

 

 

$7.0

 

 

$18.6

 

 

($0.1

)

 

($8.9

)

 

$44.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

$10.1

 

 

$0.7

 

 

($1.0

)

 

($0.5

)

 

($9.3

)

 

$0.1

 

Restructuring charges (f)

 

 

 

 

 

 

 

 

 

1.1

 

 

1.1

 

Pro forma operating income (loss)

 

$10.1

 

 

$0.7

 

 

($1.0

)

 

($0.5

)

 

($8.2

)

 

$1.2

 

Depreciation, depletion and amortization

 

16.9

 

 

5.6

 

 

0.6

 

 

 

 

0.4

 

 

23.5

 

Non-cash cost of land and improved development

 

 

 

 

 

2.4

 

 

 

 

 

 

2.4

 

Adjusted EBITDA

 

$27.0

 

 

$6.4

 

 

$2.0

 

 

($0.5

)

 

($7.9

)

 

$27.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

$17.1

 

 

($1.5

)

 

$0.5

 

 

 

 

($11.6

)

 

$4.5

 

Costs related to disposition initiatives (g)

 

 

 

 

 

 

 

 

 

0.2

 

 

0.2

 

Pro forma operating income (loss)

 

$17.1

 

 

($1.5

)

 

$0.5

 

 

 

 

($11.4

)

 

$4.7

 

Depreciation, depletion and amortization

 

16.8

 

 

7.4

 

 

0.6

 

 

 

 

0.4

 

 

25.2

 

Non-cash cost of land and improved development

 

 

 

 

 

3.4

 

 

 

 

 

 

3.4

 

Adjusted EBITDA

 

$33.9

 

 

$5.9

 

 

$4.5

 

 

 

 

($11.0

)

 

$33.3

 

PRO FORMA OPERATING INCOME (LOSS) AND ADJUSTED EBITDA (n) (h):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended

 

Southern Timber

 

 

Pacific Northwest Timber

 

Real Estate

 

 

Trading

 

Corporate

and

Other

 

Total

 
       

June 30, 2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

$22.7

 

 

$2.3

 

 

$8.8

 

 

($0.6

)

 

($18.7

)

 

$14.6

 

Restructuring charges (f)

 

 

 

 

 

 

 

 

 

1.1

 

 

1.1

 

Pro forma operating income (loss)

 

$22.7

 

 

$2.3

 

 

$8.8

 

 

($0.6

)

 

($17.6

)

 

$15.7

 

Depreciation, depletion and amortization

 

32.7

 

 

11.0

 

 

2.4

 

 

 

 

0.8

 

 

46.9

 

Non-cash cost of land and improved development

 

 

 

 

 

9.3

 

 

 

 

 

 

9.3

 

Adjusted EBITDA

 

$55.4

 

 

$13.3

 

 

$20.6

 

 

($0.6

)

 

($16.8

)

 

$71.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

$40.1

 

 

($5.8

)

 

$0.4

 

 

 

 

($21.5

)

 

$13.2

 

Costs related to disposition initiatives (g)

 

 

 

 

 

 

 

 

 

0.2

 

 

0.2

 

Pro forma operating income (loss)

 

$40.1

 

 

($5.8

)

 

$0.4

 

 

 

 

($21.3

)

 

$13.4

 

Depreciation, depletion and amortization

 

38.6

 

 

16.5

 

 

2.4

 

 

 

 

0.9

 

 

58.3

 

Non-cash cost of land and improved development

 

 

 

 

 

6.4

 

 

 

 

 

 

6.4

 

Adjusted EBITDA

 

$78.7

 

 

$10.6

 

 

$9.1

 

 

 

 

($20.4

)

 

$78.0

 

(a)

“Cash Available for Distribution” (CAD) is defined as cash provided by operating activities adjusted for capital spending (excluding timberland acquisitions and real estate development investments) and working capital and other balance sheet changes. CAD is a non-GAAP measure of cash generated during a period that is available for common stock dividends, distributions to Operating Partnership unitholders, repurchase of the Company’s common shares, debt reduction, timberland acquisitions and real estate development investments. CAD is not necessarily indicative of the CAD that may be generated in future periods.

(b)

“Income (loss) from operations of discontinued operations, net of tax” includes income (loss) generated by the Company’s New Zealand joint venture interest, which was classified as discontinued operations prior to its June 30, 2025 disposition.

(c)

“Gain on sale of discontinued operations” reflects the net gain recognized on the sale of the Company’s New Zealand joint venture interest.

(d)

The six months ended June 30, 2024 includes a $1.2 million income tax benefit related to the pension settlement.

(e)

The six months ended June 30, 2025 includes $1.7 million of net costs associated with legal settlements. The six months ended June 30, 2024 includes $5.7 million of pension settlement charges and $2.4 million of net costs associated with legal settlements.

(f)

“Restructuring charges” include severance costs related to workforce optimization initiatives.

(g)

“Costs related to disposition initiatives” include legal, advisory, and other due diligence costs incurred in connection with the Company’s asset disposition plan, which was announced in November 2023.

(h)

“Adjusted EBITDA” is defined as earnings before interest, taxes, depreciation, depletion, amortization, the non-cash cost of land and improved development, non-operating expense, income (loss) from operations of discontinued operations, gain on sale of discontinued operations, restructuring charges, costs related to disposition initiatives and Large Dispositions. Adjusted EBITDA is a non-GAAP measure that management uses to make strategic decisions about the business and that investors can use to evaluate the operational performance of the assets under management. It excludes specific items that management believes are not indicative of the Company’s ongoing operating results.

(i)

“Cash interest paid, net” includes patronage refunds received of $7.9 million and $8.3 million during the six months ended June 30, 2025 and June 30, 2024, respectively. In addition, cash interest paid, net includes cash interest received of $5.2 million and $3.7 million during the six months ended June 30, 2025 and June 30, 2024, respectively.

(j)

“Pro forma net income (loss)” is defined as net income (loss) attributable to Rayonier Inc. adjusted for its proportionate share of income (loss) from operations of discontinued operations (net of tax), gain on sale of discontinued operations, net costs associated with legal settlements, restructuring charges, pension settlement charges, costs related to disposition initiatives and Large Dispositions. Rayonier believes that this non-GAAP financial measure provides investors with useful information to evaluate our core business operations because it excludes specific items that are not indicative of the Company’s ongoing operating results.

(k)

“Net costs on legal settlements” reflects the net loss from litigation regarding insurance claims.

(l)

“Pension settlement charge, net of tax” reflects the net loss recognized in connection with the termination and settlement of the Company’s defined benefit plan.

(m)

“Pro forma net income (loss) adjustments attributable to noncontrolling interests” are the proportionate share of pro forma items that are attributable to noncontrolling interests.

(n)

“Pro forma operating income (loss)” is defined as operating income (loss) adjusted for restructuring charges, costs related to disposition initiatives and Large Dispositions. Rayonier believes that this non-GAAP financial measure provides investors with useful information to evaluate our core business operations because it excludes specific items that are not indicative of the Company’s ongoing operating results.

 

F

RAYONIER INC. AND SUBSIDIARIES

RECONCILIATION OF ADJUSTED EBITDA GUIDANCE

June 30, 2025 (unaudited)

 

ADJUSTED EBITDA GUIDANCE (a):

 

 

 

 

 

 

 

 

 

 

 

3Q 2025 Guidance

 

 

Low

 

High

 

Net Income to Adjusted EBITDA Reconciliation

 

 

 

 

Net income

 

$29.0

 

$45.0

 

Less: Net income attributable to noncontrolling interests in the Operating Partnership

 

(0.4

)

(0.6

)

Net income attributable to Rayonier Inc.

 

$28.6

 

$44.4

 

 

 

 

 

 

Interest expense, net

 

6.0

 

7.0

 

Interest and other miscellaneous income, net

 

(9.0

)

(10.0

)

Income tax expense

 

 

 

Depreciation, depletion and amortization

 

30.0

 

32.0

 

Non-cash cost of land and improved development

 

24.0

 

26.0

 

Net income attributable to noncontrolling interests

 

0.4

 

0.6

 

Adjusted EBITDA

 

$80.0

 

$100.0

 

 

 

 

 

 

Diluted Earnings per Share

 

$0.18

 

$0.28

 

(a)

“Adjusted EBITDA” is defined as earnings before interest, taxes, depreciation, depletion, amortization, the non-cash cost of land and improved development, non-operating expense and Large Dispositions. Adjusted EBITDA is a non-GAAP measure that management uses to make strategic decisions about the business and that investors can use to evaluate the operational performance of the assets under management. It excludes specific items that management believes are not indicative of the Company’s ongoing operating results.

 

G

 

Investors/Media

Collin Mings

904-357-9100

[email protected]

KEYWORDS: United States North America Florida

INDUSTRY KEYWORDS: Other Construction & Property Forest Products Residential Building & Real Estate Commercial Building & Real Estate Natural Resources Construction & Property REIT

MEDIA:

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CareTrust REIT Announces Second Quarter 2025 Operating Results

CareTrust REIT Announces Second Quarter 2025 Operating Results

Conference Call Scheduled for Thursday, August 7, 2025 at 1:00 pm ET

SAN CLEMENTE, Calif.–(BUSINESS WIRE)–
CareTrust REIT, Inc. (NYSE:CTRE) today reported operating results for the quarter ended June 30, 2025, as well as other recent events.

For the quarter, CareTrust REIT reported:

  • Investments of $1.1 billion at an estimated stabilized yield of 8.4%, including the acquisition of Care REIT plc;

  • Upsized the credit facility to include a $500 million, 5-year term loan;

  • 12.1 million shares sold under its ATM Program for gross proceeds of $353.9 million;

  • Investment grade rating by Fitch;

  • 99.7% of contractual rent and interest collected;

  • Net income of $68.5 million and net income per share of $0.35;

  • Net Debt to Annualized Normalized Run Rate EBITDA of 2.0x;

  • Normalized FFO of $83.1 million and normalized FFO per share of $0.43;

  • Normalized FAD of $83.1 million and normalized FAD per share of $0.43; and

  • A quarterly dividend of $0.335 per share, representing a payout ratio of approximately 78% on normalized FAD.

Since quarter end, CareTrust REIT reports:

  • Closing of investments totaling approximately $29.4 million at an estimated stabilized yield of 9%;

  • Pay off of the secured notes payable and secured revolving credit facilities assumed in the Care REIT acquisition;

  • Cash on hand of approximately $65 million; and

  • Investment pipeline of approximately $600 million.

CareTrust’s President and Chief Executive Officer, Dave Sedgwick, commented, “Over the last 18 months we have invested more than the prior eight years combined, deploying roughly $2.7 billion of capital into growth opportunities. In May, we closed on the strategic acquisition of Care REIT that marked our entry into the UK care home market. Determined to maintain momentum in the wake of that transaction, we invested an additional $220 million in the second quarter and since, bringing our total investments year-to-date to approximately $1.2 billion. These investments have broadened our operator bench and diversified our asset mix, payor base and geographic reach — all while we maintained low leverage, improved our credit capacity to support future expansion and reloaded our pipeline.” Mr. Sedgwick continued, “To ensure the flywheel continues to rip, we have invested throughout the organization by selectively adding talent in tax, finance, investments and asset management, integrating a team of London-based professionals, and deepening operator relationships. All of these moves together are not only producing meaningful FFO per share growth but are also setting the table for strong performance for years to come.”

Financial Results for Quarter Ended June 30, 2025

Chief Financial Officer, Bill Wagner, reported that, for the second quarter, CareTrust reported net income of $68.5 million, or $0.35 per diluted weighted-average common share, normalized FFO of $83.1 million, or $0.43 per diluted weighted-average common share, and normalized FAD of $83.1 million, or $0.43 per diluted weighted-average common share.

Liquidity

As of quarter end, CareTrust reported net debt-to-annualized normalized run rate EBITDA of 2.0x, which is below the Company’s target leverage range of 4.0x to 5.0x, and a net debt-to-enterprise value of approximately 12.3%. Mr. Wagner stated that, as of today, the Company has $65.0 million in borrowings outstanding on its $1.2 billion revolving credit line, with no scheduled debt maturities prior to 2028. He also disclosed that CareTrust currently has approximately $65 million in cash on hand. During the second quarter of 2025, the Company sold 12.1 million shares under its ATM Program at a weighted average sales price of $29.36 per share for gross proceeds of $353.9 million. As of June 30, 2025, the Company had $380.1 million available for future issuances under the ATM Program. “We have plenty of available capital under both our ATM Program and revolving credit line which will allow us to fund a replenishing pipeline of accretive investment opportunities,” said Mr. Wagner.

Increased Guidance

The Company increased guidance for 2025, with Mr. Wagner projecting on a per-diluted weighted-average common share basis net income of approximately $1.43 to $1.45, normalized FFO of approximately $1.77 to $1.79, and normalized FAD of approximately $1.77 to $1.79. He noted that the 2025 guidance is based on a diluted weighted-average common share count of 195.3 million shares, and assumes the following:

  • All investments year-to-date;

  • No new investments;

  • Dispositions made to date;

  • Loan repayments made to date;

  • No new dispositions;

  • No new debt incurrences or new equity issuances; and

  • Estimated 2.5% CPI-based rent escalators under CareTrust’s long-term net leases.

Dividend Maintained

During the quarter, CareTrust declared a quarterly dividend of $0.335 per common share. On an annualized basis, the payout ratio was approximately 78% based on second quarter 2025 normalized FFO, and 78% based on second quarter 2025 normalized FAD.

Conference Call

A conference call will be held on Thursday, August 7, 2025, at 1:00 p.m. Eastern Time (10:00 a.m. Pacific Time), during which CareTrust’s management will discuss second quarter 2025 results, recent developments and other matters. The toll-free dial-in number is 1 (800) 715-9871 or toll dial-in number is 1 (646) 307-1963 and the conference ID number is 2243604. To listen to the call online, or to view any financial or other statistical information required by SEC Regulation G, please visit the Investors section of the CareTrust REIT website at http://investor.caretrustreit.com. This call will be recorded, and will be available for replay via the website for 30 days following the call.

About CareTrustTM

CareTrust REIT, Inc. is a self-administered, publicly-traded real estate investment trust engaged in the ownership, acquisition, development and leasing of skilled nursing, seniors housing and other healthcare-related properties. With a portfolio of long-term net-leased properties spanning the United States and United Kingdom, and a growing portfolio of quality operators leasing them, CareTrust REIT is pursuing both external and organic growth opportunities across the United States and internationally. More information about CareTrust REIT is available at www.caretrustreit.com.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995:

This press release contains, and the related conference call will include, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that are not historical statements of fact and statements regarding the Company’s intent, belief or expectations, including, but not limited to, statements regarding the following: future financial and financing plans; strategies related to the Companys business and its portfolio, including acquisition opportunities and disposition plans; growth prospects; operating and financial performance; expectations regarding the making of distributions and payment of dividends; and the performance of the Company’s tenants and operators and their respective facilities.

Words such as “anticipate,” “believe,” “could,” “expect,” “estimate,” “intend,” “may,” “plan,” “seek,” “should,” “will,” “would,” and similar expressions, or the negative of these terms, are intended to identify such forward-looking statements, though not all forward-looking statements contain these identifying words. The Company’s forward-looking statements are based on management’s current expectations and beliefs, and are subject to a number of risks and uncertainties that could lead to actual results differing materially from those projected, forecasted or expected. Although the Company believes that the assumptions underlying these forward-looking statements are reasonable, they are not guarantees and the Company can give no assurance that its expectations will be attained. Factors which could have a material adverse effect on the Company’s operations and future prospects or which could cause actual results to differ materially from expectations include, but are not limited to: (i) the ability and willingness of our tenants and borrowers to meet and/or perform their obligations under the agreements we have entered into with them, including without limitation, their respective obligations to indemnify, defend and hold us harmless from and against various claims, litigation and liabilities; (ii) the risk that we may have to incur additional impairment charges related to our assets held for sale if we are unable to sell such assets at the prices we expect; (iii) the impact of healthcare reform legislation, including potential minimum staffing level requirements, on the operating results and financial conditions of our tenants and borrowers; (iv) the ability of our tenants and borrowers to comply with applicable laws, rules and regulations in the operation of the properties we lease to them or finance; (v) the intended benefits of our acquisition of Care REIT plc (“Care REIT”) may not be realized, and we will be subject to additional risks from our investment in Care REIT and any other international investments; (vi) the ability and willingness of our tenants to renew their leases with us upon their expiration, and the ability to reposition our properties on the same or better terms in the event of nonrenewal or in the event we replace an existing tenant, as well as any obligations, including indemnification obligations, we may incur in connection with the replacement of an existing tenant; (vii) the availability of and the ability to identify (a) tenants who meet our credit and operating standards, and (b) suitable acquisition opportunities and the ability to acquire and lease the respective properties to such tenants on favorable terms; (viii) the ability to generate sufficient cash flows to service our outstanding indebtedness; (ix) access to debt and equity capital markets; (x) fluctuating interest and currency rates; (xi) the impact of public health crises, including significant COVID-19 outbreaks as well as other pandemics or epidemics; (xii) the ability to retain our key management personnel; (xiii) the ability to maintain our status as a real estate investment trust (“REIT”); (xiv) changes in the U.S. tax law and other state, federal or local laws, whether or not specific to REITs; (xv) other risks inherent in the real estate business, including potential liability relating to environmental matters and illiquidity of real estate investments; and (xvi) any additional factors included in our Annual Report on Form 10-K for the year ended December 31, 2024, and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, including in the sections entitled “Risk Factors” in Item 1A of such reports, as such risk factors may be amended, supplemented or superseded from time to time by other reports we file with the SEC.

This press release and the related conference call provides information about the Company’s financial results as of and for the quarter ended June 30, 2025 and is provided as of the date hereof, unless specifically stated otherwise. The Company expressly disclaims any obligation to update or revise any information in this press release or the related conference call (and replays thereof), including forward-looking statements, whether to reflect any change in the Company’s expectations, any change in events, conditions or circumstances, or otherwise.

As used in this press release or the related conference call, unless the context requires otherwise, references to “CTRE,” CareTrust,“CareTrust REIT” or the “Company” refer to CareTrust REIT, Inc. and its consolidated subsidiaries. GAAP refers to generally accepted accounting principles in the United States of America.

CARETRUST REIT, INC.

CONSOLIDATED INCOME STATEMENTS

(in thousands, except per share data)

(Unaudited)

 

For the Three Months Ended

June 30,

 

For the Six Months Ended

June 30,

 

2025

 

2024

 

2025

 

2024

Revenues:

 

 

 

 

 

 

 

Rental income

$

86,033

 

 

$

55,407

 

 

$

157,679

 

 

$

108,909

 

Interest income from financing receivable

 

2,886

 

 

 

 

 

 

5,693

 

 

 

 

Interest income from other real estate related investments and other income

 

23,550

 

 

 

13,484

 

 

 

45,718

 

 

 

23,052

 

Total revenues

 

112,469

 

 

 

68,891

 

 

 

209,090

 

 

 

131,961

 

Expenses:

 

 

 

 

 

 

 

Depreciation and amortization

 

21,215

 

 

 

13,860

 

 

 

39,056

 

 

 

27,308

 

Interest expense

 

13,038

 

 

 

8,679

 

 

 

19,707

 

 

 

16,907

 

Property taxes and insurance

 

2,117

 

 

 

1,976

 

 

 

4,182

 

 

 

3,777

 

Impairment of real estate investments

 

 

 

 

25,711

 

 

 

 

 

 

28,455

 

Transaction costs

 

61

 

 

 

 

 

 

949

 

 

 

 

Property operating expenses

 

938

 

 

 

255

 

 

 

1,043

 

 

 

915

 

General and administrative

 

12,549

 

 

 

6,136

 

 

 

21,572

 

 

 

12,974

 

Total expenses

 

49,918

 

 

 

56,617

 

 

 

86,509

 

 

 

90,336

 

Other income (loss):

 

 

 

 

 

 

 

Gain on sale of real estate, net

 

 

 

 

21

 

 

 

3,876

 

 

 

32

 

Unrealized gain (loss) on other real estate related investments, net

 

1,968

 

 

 

(1,877

)

 

 

3,255

 

 

 

(2,489

)

Gain on foreign currency transaction

 

4,413

 

 

 

 

 

 

4,413

 

 

 

 

Total other income (loss)

 

6,381

 

 

 

(1,856

)

 

 

11,544

 

 

 

(2,457

)

Income before income tax expense

 

68,932

 

 

 

10,418

 

 

 

134,125

 

 

 

39,168

 

Income tax expense

 

(1,030

)

 

 

 

 

 

(1,030

)

 

 

 

Net income

 

67,902

 

 

 

10,418

 

 

 

133,095

 

 

 

39,168

 

Net loss attributable to noncontrolling interests

 

(643

)

 

 

(340

)

 

 

(1,252

)

 

 

(336

)

Net income attributable to CareTrust REIT, Inc.

$

68,545

 

 

$

10,758

 

 

$

134,347

 

 

$

39,504

 

 

 

 

 

 

 

 

 

Earnings per common share attributable to CareTrust REIT, Inc.:

 

 

 

 

 

 

 

Basic

$

0.36

 

 

$

0.07

 

 

$

0.71

 

 

$

0.28

 

Diluted

$

0.35

 

 

$

0.07

 

 

$

0.70

 

 

$

0.28

 

 

 

 

 

 

 

 

 

Weighted-average number of common shares:

 

 

 

 

 

 

 

Basic

 

192,444

 

 

 

144,895

 

 

 

189,813

 

 

 

138,866

 

Diluted

 

192,851

 

 

 

145,258

 

 

 

190,130

 

 

 

139,230

 

 

 

 

 

 

 

 

 

Dividends declared per common share

$

0.335

 

 

$

0.29

 

 

$

0.67

 

 

$

0.58

 

 

CARETRUST REIT, INC.

RECONCILIATIONS OF NET INCOME TO NON-GAAP FINANCIAL MEASURES

(in thousands)

(Unaudited)

 

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

 

 

2025

 

2024

 

2025

 

2024

 

 

 

 

 

 

 

 

 

Net income attributable to CareTrust REIT, Inc.

 

$

68,545

 

 

$

10,758

 

 

$

134,347

 

 

$

39,504

 

Depreciation and amortization

 

 

21,215

 

 

 

13,860

 

 

 

39,056

 

 

 

27,308

 

Noncontrolling interests’ share of real estate related depreciation and amortization

 

 

(2,513

)

 

 

 

 

 

(4,736

)

 

 

 

Interest expense[1]

 

 

13,038

 

 

 

8,222

 

 

 

19,707

 

 

 

16,450

 

Income tax expense

 

 

1,030

 

 

 

 

 

 

1,030

 

 

 

 

Amortization of stock-based compensation

 

 

1,945

 

 

 

1,406

 

 

 

5,038

 

 

 

3,526

 

Amortization of stock-based compensation related to extraordinary incentive plan

 

 

1,081

 

 

 

 

 

 

1,897

 

 

 

 

EBITDA attributable to CareTrust REIT, Inc.

 

 

104,341

 

 

 

34,246

 

 

 

196,339

 

 

 

86,788

 

Impairment of real estate investments

 

 

 

 

 

25,711

 

 

 

 

 

 

28,455

 

Gain on foreign currency transaction

 

 

(4,413

)

 

 

 

 

 

(4,413

)

 

 

 

Property operating expenses

 

 

1,090

 

 

 

361

 

 

 

985

 

 

 

1,333

 

Gain on sale of real estate, net

 

 

 

 

 

(21

)

 

 

(3,876

)

 

 

(32

)

Non-routine transaction costs

 

 

61

 

 

 

 

 

 

949

 

 

 

 

Unrealized (gain) loss on other real estate related investments, net

 

 

(1,968

)

 

 

1,877

 

 

 

(3,255

)

 

 

2,489

 

Normalized EBITDA attributable to CareTrust REIT, Inc.

 

 

99,111

 

 

 

62,174

 

 

$

186,729

 

 

$

119,033

 

Full impact of quarterly investments[2]

 

 

10,126

 

 

 

3,188

 

 

 

 

 

Normalized Run Rate EBITDA attributable to CareTrust REIT, Inc.

 

$

109,237

 

 

$

65,362

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET DEBT TO ANNUALIZED NORMALIZED RUN RATE EBITDA RECONCILIATION

(in thousands)

(Unaudited)

 

 

Three Months Ended

June 30,

 

 

 

 

 

 

2025

 

2024

 

 

 

 

Total debt[1]

 

$

1,161,990

 

 

$

600,000

 

 

 

 

 

Cash, cash equivalents, restricted cash and escrow deposits on acquisitions of real estate

 

 

(306,051

)

 

 

(495,134

)

 

 

 

 

Net Debt

 

$

855,939

 

 

$

104,866

 

 

 

 

 

Annualized Normalized Run Rate EBITDA attributable to CareTrust REIT, Inc.[3]

 

$

436,948

 

 

$

261,448

 

 

 

 

 

Net Debt to Annualized Normalized Run Rate EBITDA attributable to CareTrust REIT, Inc.

 

2.0x

 

0.4x

 

 

 

 

[1] Interest expense and Total debt exclude the effect of the $75.0 million participation interest recorded as a secured borrowing in the consolidated balance sheets.

[2] Quarterly adjustments give effect to the investments completed and loans receivable pay downs during the three months ended for the respective period as though such investments and pay downs were completed as of the beginning of the period.

[3] Annualized Normalized Run Rate EBITDA is calculated as Normalized Run Rate EBITDA attributable to CareTrust REIT, Inc. for the quarter multiplied by four (4).

 

 

 

 

 

 

 

 

 

CARETRUST REIT, INC.

RECONCILIATIONS OF NET INCOME TO NON-GAAP FINANCIAL MEASURES (continued)

(in thousands)

(Unaudited)

 

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

 

 

2025

 

2024

 

2025

 

2024

 

 

 

 

 

 

 

 

 

Net income attributable to CareTrust REIT, Inc.

 

$

68,545

 

 

$

10,758

 

 

$

134,347

 

 

$

39,504

 

Real estate related depreciation and amortization

 

 

21,208

 

 

 

13,853

 

 

 

39,041

 

 

 

27,295

 

Noncontrolling interests’ share of real estate related depreciation and amortization

 

 

(2,513

)

 

 

 

 

 

(4,736

)

 

 

 

Impairment of real estate investments

 

 

 

 

 

25,711

 

 

 

 

 

 

28,455

 

Gain on sale of real estate, net

 

 

 

 

 

(21

)

 

 

(3,876

)

 

 

(32

)

Funds from Operations (FFO) attributable to CareTrust REIT, Inc.

 

 

87,240

 

 

 

50,301

 

 

 

164,776

 

 

 

95,222

 

Gain on foreign currency transaction

 

 

(4,413

)

 

 

 

 

 

(4,413

)

 

 

 

Property operating expenses

 

 

1,090

 

 

 

361

 

 

 

985

 

 

 

1,333

 

Non-routine transaction costs

 

 

61

 

 

 

 

 

 

949

 

 

 

 

Amortization of stock-based compensation related to extraordinary incentive plan

 

 

1,081

 

 

 

 

 

 

1,897

 

 

 

 

Unrealized (gain) loss on other real estate related investments, net

 

 

(1,968

)

 

 

1,877

 

 

 

(3,255

)

 

 

2,489

 

Normalized FFO attributable to CareTrust REIT, Inc.

 

$

83,091

 

 

$

52,539

 

 

$

160,939

 

 

$

99,044

 

 

CARETRUST REIT, INC.

RECONCILIATIONS OF NET INCOME TO NON-GAAP FINANCIAL MEASURES (continued)

(in thousands, except per share data)

(Unaudited)

 

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

 

 

2025

 

2024

 

2025

 

2024

 

 

 

 

 

 

 

 

 

Net income attributable to CareTrust REIT, Inc.

 

$

68,545

 

 

$

10,758

 

 

$

134,347

 

 

$

39,504

 

Real estate related depreciation and amortization

 

 

21,208

 

 

 

13,853

 

 

 

39,041

 

 

 

27,295

 

Noncontrolling interests’ share of real estate related depreciation and amortization

 

 

(2,513

)

 

 

 

 

 

(4,736

)

 

 

 

Amortization of deferred financing fees

 

 

984

 

 

 

614

 

 

 

1,898

 

 

 

1,228

 

Amortization of stock-based compensation

 

 

1,945

 

 

 

1,406

 

 

 

5,038

 

 

 

3,526

 

Amortization of stock-based compensation related to extraordinary incentive plan

 

 

1,081

 

 

 

 

 

 

1,897

 

 

 

 

Straight-line rental income

 

 

(1,760

)

 

 

7

 

 

 

(1,753

)

 

 

14

 

Amortization of lease incentives

 

 

48

 

 

 

4

 

 

 

96

 

 

 

4

 

Noncontrolling interests’ share of amortization of lease incentives

 

 

(24

)

 

 

 

 

 

(48

)

 

 

 

Amortization of above and below market leases

 

 

(972

)

 

 

(575

)

 

 

(1,898

)

 

 

(1,150

)

Noncontrolling interests’ share of amortization of below market leases

 

 

463

 

 

 

 

 

 

926

 

 

 

 

Non-cash interest income

 

 

(703

)

 

 

 

 

 

(1,326

)

 

 

 

Impairment of real estate investments

 

 

 

 

 

25,711

 

 

 

 

 

 

28,455

 

Gain on sale of real estate, net

 

 

 

 

 

(21

)

 

 

(3,876

)

 

 

(32

)

Funds Available for Distribution (FAD) attributable to CareTrust REIT, Inc.

 

 

88,302

 

 

 

51,757

 

 

 

169,606

 

 

 

98,844

 

Gain on foreign currency transaction

 

 

(4,413

)

 

 

 

 

 

(4,413

)

 

 

 

Property operating expenses

 

 

1,090

 

 

 

361

 

 

 

985

 

 

 

1,333

 

Non-routine transaction costs

 

 

61

 

 

 

 

 

 

949

 

 

 

 

Unrealized (gain) loss on other real estate related investments, net

 

 

(1,968

)

 

 

1,877

 

 

 

(3,255

)

 

 

2,489

 

Normalized FAD attributable to CareTrust REIT, Inc.

 

$

83,072

 

 

$

53,995

 

 

$

163,872

 

 

$

102,666

 

 

 

 

 

 

 

 

 

 

FFO per share attributable to CareTrust REIT, Inc.

 

$

0.45

 

 

$

0.35

 

 

$

0.87

 

 

$

0.68

 

Normalized FFO per share attributable to CareTrust REIT, Inc.

 

$

0.43

 

 

$

0.36

 

 

$

0.85

 

 

$

0.71

 

 

 

 

 

 

 

 

 

 

FAD per share attributable to CareTrust REIT, Inc.

 

$

0.46

 

 

$

0.36

 

 

$

0.89

 

 

$

0.71

 

Normalized FAD per share attributable to CareTrust REIT, Inc.

 

$

0.43

 

 

$

0.37

 

 

$

0.86

 

 

$

0.74

 

 

 

 

 

 

 

 

 

 

Diluted weighted average shares outstanding [1]

 

 

193,055

 

 

 

145,380

 

 

 

190,329

 

 

 

139,354

 

 

 

 

 

 

 

 

 

 

[1] For the periods presented, the diluted weighted average shares have been calculated using the treasury stock method.

CARETRUST REIT, INC.

CONSOLIDATED INCOME STATEMENTS – 5 QUARTER TREND

(in thousands, except per share data)

(Unaudited)

 

Quarter

Quarter

Quarter

Quarter

Quarter

 

Ended

Ended

Ended

Ended

Ended

 

June 30,

2024

September 30,

2024

December 31,

2024

March 31,

2025

June 30,

2025

Revenues:

 

 

 

 

 

Rental income

$

55,407

 

$

57,153

 

$

62,199

 

$

71,646

 

$

86,033

 

Interest income from financing receivable

 

 

 

 

 

1,009

 

 

2,807

 

 

2,886

 

Interest income from other real estate related investments and other income

 

13,484

 

 

20,228

 

 

23,736

 

 

22,168

 

 

23,550

 

Total revenues

 

68,891

 

 

77,381

 

 

86,944

 

 

96,621

 

 

112,469

 

Expenses:

 

 

 

 

 

Depreciation and amortization

 

13,860

 

 

14,009

 

 

15,514

 

 

17,841

 

 

21,215

 

Interest expense

 

8,679

 

 

8,281

 

 

5,122

 

 

6,669

 

 

13,038

 

Property taxes and insurance

 

1,976

 

 

2,115

 

 

1,946

 

 

2,065

 

 

2,117

 

Impairment of real estate investments

 

25,711

 

 

8,417

 

 

5,353

 

 

 

 

 

Transaction costs

 

 

 

 

 

1,326

 

 

888

 

 

61

 

Provision for loan losses

 

 

 

 

 

4,900

 

 

 

 

 

Property operating expenses

 

255

 

 

3,477

 

 

1,322

 

 

105

 

 

938

 

General and administrative

 

6,136

 

 

6,663

 

 

9,286

 

 

9,023

 

 

12,549

 

Total expenses

 

56,617

 

 

42,962

 

 

44,769

 

 

36,591

 

 

49,918

 

Other (loss) income:

 

 

 

 

 

Loss on extinguishment of debt

 

 

 

(657

)

 

 

 

 

 

 

Gain (loss) on sale of real estate, net

 

21

 

 

(2,286

)

 

46

 

 

3,876

 

 

 

Unrealized (loss) gain on other real estate related investments, net

 

(1,877

)

 

1,800

 

 

9,734

 

 

1,287

 

 

1,968

 

Gain on foreign currency transaction

 

 

 

 

 

 

 

 

 

4,413

 

Total other (loss) income

 

(1,856

)

 

(1,143

)

 

9,780

 

 

5,163

 

 

6,381

 

Income before income tax expense

 

10,418

 

 

33,276

 

 

51,955

 

 

65,193

 

 

68,932

 

Income tax expense

 

 

 

 

 

 

 

 

 

(1,030

)

Net income

 

10,418

 

 

33,276

 

 

51,955

 

 

65,193

 

 

67,902

 

Net loss attributable to noncontrolling interests

 

(340

)

 

(165

)

 

(180

)

 

(609

)

 

(643

)

Net income attributable to CareTrust REIT, Inc.

$

10,758

 

$

33,441

 

$

52,135

 

$

65,802

 

$

68,545

 

 

 

 

 

 

 

Diluted earnings per share attributable to CareTrust REIT, Inc.

$

0.07

 

$

0.21

 

$

0.29

 

$

0.35

 

$

0.35

 

 

 

 

 

 

 

Diluted weighted average shares outstanding

 

145,258

 

 

159,850

 

 

182,013

 

 

187,416

 

 

 

192,851

 

 

 

 

CARETRUST REIT, INC.

RECONCILIATIONS OF NET INCOME TO NON-GAAP FINANCIAL MEASURES – 5 QUARTER TREND

(in thousands)

(Unaudited)

 

Quarter

Quarter

Quarter

Quarter

Quarter

 

Ended

Ended

Ended

Ended

Ended

 

June 30,

2024

September 30,

2024

December 31,

2024

March 31,

2025

June 30,

2025

 

 

 

 

 

 

Net income attributable to CareTrust REIT, Inc.

$

10,758

 

$

33,441

 

$

52,135

 

$

65,802

 

$

68,545

 

Depreciation and amortization

 

13,860

 

 

14,009

 

 

15,514

 

 

17,841

 

 

21,215

 

Noncontrolling interests’ share of real estate related depreciation and amortization

 

 

 

 

 

(837

)

 

(2,223

)

 

(2,513

)

Interest expense

 

8,222

 

 

7,807

 

 

4,768

 

 

6,669

 

 

13,038

 

Income tax expense

 

 

 

 

 

 

 

 

 

1,030

 

Amortization of stock-based compensation

 

1,406

 

 

1,143

 

 

1,461

 

 

3,093

 

 

1,945

 

Amortization of stock-based compensation related to extraordinary incentive plan

 

 

 

 

 

 

 

816

 

 

1,081

 

EBITDA attributable to CareTrust REIT, Inc.

 

34,246

 

 

56,400

 

 

73,041

 

 

91,998

 

 

104,341

 

Write-off of deferred financing costs

 

 

 

 

 

354

 

 

 

 

 

Impairment of real estate investments

 

25,711

 

 

8,417

 

 

5,353

 

 

 

 

 

Gain on foreign currency transaction

 

 

 

 

 

 

 

 

 

(4,413

)

Provision for loan losses

 

 

 

 

 

4,900

 

 

 

 

 

Property operating expenses (recovery)

 

361

 

 

3,893

 

 

1,665

 

 

(105

)

 

1,090

 

(Gain) loss on sale of real estate, net

 

(21

)

 

2,286

 

 

(46

)

 

(3,876

)

 

 

Loss on extinguishment of debt

 

 

 

657

 

 

 

 

 

 

 

Non-routine transaction costs

 

 

 

 

 

1,326

 

 

888

 

 

61

 

Extraordinary incentive plan payment

 

 

 

 

 

2,313

 

 

 

 

 

Unrealized loss (gain) on other real estate related investments, net

 

1,877

 

 

(1,800

)

 

(9,734

)

 

(1,287

)

 

(1,968

)

Normalized EBITDA attributable to CareTrust REIT, Inc.

$

62,174

 

$

69,853

 

$

79,172

 

$

87,618

 

$

99,111

 

 

 

 

 

 

 

Net income attributable to CareTrust REIT, Inc.

$

10,758

 

$

33,441

 

$

52,135

 

$

65,802

 

$

68,545

 

Real estate related depreciation and amortization

 

13,853

 

 

14,002

 

 

15,507

 

 

17,833

 

 

21,208

 

Noncontrolling interests’ share of real estate related depreciation and amortization

 

 

 

 

 

(837

)

 

(2,223

)

 

(2,513

)

Impairment of real estate investments

 

25,711

 

 

8,417

 

 

5,353

 

 

 

 

 

(Gain) loss on sale of real estate, net

 

(21

)

 

2,286

 

 

(46

)

 

(3,876

)

 

 

Funds from Operations (FFO) attributable to CareTrust REIT, Inc.

 

50,301

 

 

58,146

 

 

72,112

 

 

77,536

 

 

87,240

 

Write-off of deferred financing costs

 

 

 

 

 

354

 

 

 

 

 

Gain on foreign currency transaction

 

 

 

 

 

 

 

 

 

(4,413

)

Provision for loan losses

 

 

 

 

 

4,900

 

 

 

 

 

Property operating expenses (recovery)

 

361

 

 

3,893

 

 

1,665

 

 

(105

)

 

1,090

 

Non-routine transaction costs

 

 

 

 

 

1,326

 

 

888

 

 

61

 

Loss on extinguishment of debt

 

 

 

657

 

 

 

 

 

 

 

Amortization of stock-based compensation related to extraordinary incentive plan

 

 

 

 

 

 

 

816

 

 

1,081

 

Extraordinary incentive plan payment

 

 

 

 

 

2,313

 

 

 

 

 

Unrealized loss (gain) on other real estate related investments, net

 

1,877

 

 

(1,800

)

 

(9,734

)

 

(1,287

)

 

(1,968

)

Normalized FFO attributable to CareTrust REIT, Inc.

$

52,539

 

$

60,896

 

$

72,936

 

$

77,848

 

$

83,091

 

 

CARETRUST REIT, INC.

RECONCILIATIONS OF NET INCOME TO NON-GAAP FINANCIAL MEASURES – 5 QUARTER TREND (continued)

(in thousands, except per share data)

(Unaudited)

 

Quarter

Quarter

Quarter

Quarter

Quarter

 

Ended

Ended

Ended

Ended

Ended

 

June 30,

2024

September 30,

2024

December 31,

2024

March 31,

2025

June 30,

2025

 

 

 

 

 

 

Net income attributable to CareTrust REIT, Inc.

$

10,758

 

$

33,441

 

$

52,135

 

$

65,802

 

$

68,545

 

Real estate related depreciation and amortization

 

13,853

 

 

14,002

 

 

15,507

 

 

17,833

 

 

21,208

 

Noncontrolling interests’ share of real estate related depreciation and amortization

 

 

 

 

 

(837

)

 

(2,223

)

 

(2,513

)

Amortization of deferred financing fees

 

614

 

 

614

 

 

619

 

 

914

 

 

984

 

Amortization of stock-based compensation

 

1,406

 

 

1,143

 

 

1,461

 

 

3,093

 

 

1,945

 

Amortization of stock-based compensation related to extraordinary incentive plan

 

 

 

 

 

 

 

816

 

 

1,081

 

Straight-line rental income

 

7

 

 

7

 

 

7

 

 

7

 

 

(1,760

)

Amortization of lease incentives

 

4

 

 

5

 

 

13

 

 

48

 

 

48

 

Noncontrolling interests’ share of amortization of lease incentives

 

 

 

 

 

(6

)

 

(24

)

 

(24

)

Amortization of above and below market leases

 

(575

)

 

(809

)

 

(926

)

 

(926

)

 

(972

)

Noncontrolling interests’ share of amortization of below market leases

 

 

 

 

 

463

 

 

463

 

 

463

 

Non-cash interest income

 

 

 

 

 

(281

)

 

(623

)

 

(703

)

Impairment of real estate investments

 

25,711

 

 

8,417

 

 

5,353

 

 

 

 

 

(Gain) loss on sale of real estate, net

 

(21

)

 

2,286

 

 

(46

)

 

(3,876

)

 

 

Funds Available for Distribution (FAD) attributable to CareTrust REIT, Inc.

 

51,757

 

 

59,106

 

 

73,462

 

 

81,304

 

 

88,302

 

Write-off of deferred financing costs

 

 

 

 

 

354

 

 

 

 

 

Gain on foreign currency transaction

 

 

 

 

 

 

 

 

 

(4,413

)

Provision for loan losses

 

 

 

 

 

4,900

 

 

 

 

 

Property operating expenses (recovery)

 

361

 

 

3,893

 

 

1,665

 

 

(105

)

 

1,090

 

Non-routine transaction costs

 

 

 

 

 

1,326

 

 

888

 

 

61

 

Loss on extinguishment of debt

 

 

 

657

 

 

 

 

 

 

 

Extraordinary incentive plan payment

 

 

 

 

 

2,313

 

 

 

 

 

Unrealized loss (gain) on other real estate related investments, net

 

1,877

 

 

(1,800

)

 

(9,734

)

 

(1,287

)

 

(1,968

)

Normalized FAD attributable to CareTrust REIT, Inc.

$

53,995

 

$

61,856

 

$

74,286

 

$

80,800

 

$

83,072

 

 

 

 

 

 

 

FFO per share attributable to CareTrust REIT, Inc.

$

0.35

 

$

0.36

 

$

0.40

 

$

0.41

 

$

0.45

 

Normalized FFO per share attributable to CareTrust REIT, Inc.

$

0.36

 

$

0.38

 

$

0.40

 

$

0.42

 

$

0.43

 

FAD per share attributable to CareTrust REIT, Inc.

$

0.36

 

$

0.37

 

$

0.40

 

$

0.43

 

$

0.46

 

Normalized FAD per share attributable to CareTrust REIT, Inc.

$

0.37

 

$

0.39

 

$

0.41

 

$

0.43

 

$

0.43

 

 

 

 

 

 

 

Diluted weighted average shares outstanding [1]

 

145,380

 

 

160,025

 

 

182,222

 

 

187,574

 

 

193,055

 

 

 

 

 

 

 

[1] For the periods presented, the diluted weighted average shares have been calculated using the treasury stock method.

CARETRUST REIT, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands)

(Unaudited)

 

June 30, 2025

 

December 31, 2024

Assets:

 

 

 

Real estate investments, net

$

3,256,024

 

 

$

2,226,740

 

Financing receivable, at fair value (including accrued interest of $1,607 and $281 as of June 30, 2025 and December 31, 2024, respectively)

 

97,330

 

 

 

96,004

 

Other real estate related investments (including accrued interest of $4,980 and $4,725 as of June 30, 2025 and December 31, 2024, respectively)

 

840,900

 

 

 

795,203

 

Assets held for sale, net

 

55,166

 

 

 

57,261

 

Cash and cash equivalents

 

306,051

 

 

 

213,822

 

Accounts and other receivables

 

2,687

 

 

 

1,174

 

Prepaid expenses and other assets, net

 

88,415

 

 

 

35,608

 

Deferred financing costs, net

 

9,958

 

 

 

11,204

 

Total assets

$

4,656,531

 

 

$

3,437,016

 

 

 

 

 

Liabilities and Equity:

 

 

 

Senior unsecured notes payable, net

$

397,371

 

 

$

396,927

 

Senior unsecured term loan, net

 

496,019

 

 

 

 

Secured notes payable

 

103,005

 

 

 

 

Secured revolving credit facilities

 

158,985

 

 

 

 

Accounts payable, accrued liabilities and deferred rent liabilities

 

109,073

 

 

 

56,318

 

Dividends payable

 

67,101

 

 

 

54,388

 

Total liabilities

 

1,331,554

 

 

 

507,633

 

 

 

 

 

Redeemable noncontrolling interests

 

20,934

 

 

 

18,243

 

 

 

 

 

Equity:

 

 

 

Common stock

 

1,997

 

 

 

1,870

 

Additional paid-in capital

 

3,807,882

 

 

 

3,439,117

 

Cumulative distributions in excess of earnings

 

(528,376

)

 

 

(532,570

)

Accumulated other comprehensive income

 

19,029

 

 

 

 

Total stockholders’ equity

 

3,300,532

 

 

 

2,908,417

 

Noncontrolling interests

 

3,511

 

 

 

2,723

 

Total equity

 

3,304,043

 

 

 

2,911,140

 

Total liabilities and equity

$

4,656,531

 

 

$

3,437,016

 

 

CARETRUST REIT, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(Unaudited)

 

For the Six Months Ended June 30,

 

2025

 

2024

Cash flows from operating activities:

 

 

 

Net income

$

133,095

 

 

$

39,168

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

Depreciation and amortization (including below-market ground leases)

 

39,122

 

 

 

27,337

 

Amortization of deferred financing costs

 

1,898

 

 

 

1,228

 

Unrealized (gain) loss on other real estate related investments, net

 

(3,255

)

 

 

2,489

 

Amortization of stock-based compensation

 

6,935

 

 

 

3,526

 

Straight-line rental income

 

(1,753

)

 

 

14

 

Amortization of lease incentives

 

97

 

 

 

4

 

Amortization of above and below market leases

 

(1,899

)

 

 

(1,150

)

Noncash interest income

 

(1,581

)

 

 

(1,813

)

Gain on sale of real estate, net

 

(3,876

)

 

 

(32

)

Impairment of real estate investments

 

 

 

 

28,455

 

Change in operating assets and liabilities:

 

 

 

Accounts and other receivables

 

573

 

 

 

(719

)

Prepaid expenses and other assets, net

 

(459

)

 

 

(983

)

Accounts payable, accrued liabilities and deferred rent liabilities

 

3,260

 

 

 

4,271

 

Net cash provided by operating activities

 

172,157

 

 

 

101,795

 

Cash flows from investing activities:

 

 

 

Acquisitions of real estate, net of deposits applied

 

(820,046

)

 

 

(204,554

)

Purchases of equipment, furniture and fixtures and improvements to real estate

 

(6,783

)

 

 

(1,323

)

Investment in real estate related investments and other loans receivable

 

(21,715

)

 

 

(244,825

)

Preferred equity investments

 

(30,000

)

 

 

(9,000

)

Principal payments received on real estate related investments and other loans receivable

 

9,857

 

 

 

 

Escrow deposits for potential acquisitions of real estate

 

(1,020

)

 

 

(9,075

)

Net proceeds from sales of real estate

 

44,401

 

 

 

140

 

Net cash used in investing activities

 

(825,306

)

 

 

(468,637

)

Cash flows from financing activities:

 

 

 

Proceeds from the issuance of common stock, net

 

365,282

 

 

 

572,236

 

Proceeds from the issuance of senior unsecured term loan

 

500,000

 

 

 

 

Proceeds from the secured borrowing

 

 

 

 

75,000

 

Borrowings under unsecured revolving credit facility

 

525,000

 

 

 

 

Payments on unsecured revolving credit facility

 

(525,000

)

 

 

 

Payments of deferred financing costs

 

(4,189

)

 

 

(24

)

Net-settle adjustment on restricted stock

 

(3,325

)

 

 

(2,483

)

Dividends paid on common stock

 

(117,440

)

 

 

(77,723

)

Contributions from noncontrolling interests

 

6,888

 

 

 

576

 

Distributions to noncontrolling interests

 

(2,157

)

 

 

(54

)

Net cash provided by financing activities

 

745,059

 

 

 

567,528

 

Effect of foreign currency translation

 

319

 

 

 

 

Net increase in cash and cash equivalents

 

92,229

 

 

 

200,686

 

Cash and cash equivalents as of the beginning of period

 

213,822

 

 

 

294,448

 

Cash and cash equivalents as of the end of period

$

306,051

 

 

$

495,134

 

 

CARETRUST REIT, INC.

DEBT SUMMARY

(dollars in thousands)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2025

 

Interest

 

Maturity

 

 

 

% of

 

Deferred

 

Net Carrying

Debt

Rate

 

Date

 

Principal

 

Principal

 

Loan Costs

 

Value

 

 

 

 

 

 

 

 

 

 

 

 

Fixed Rate Debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior unsecured notes payable

3.875 %

 

2028

 

$

400,000

 

34.4 %

 

$

(2,629

)

 

$

397,371

Secured notes payable[1]

3.000 %

 

2035

 

 

50,816

 

4.4 %

 

 

 

 

 

50,816

Secured notes payable[1]

2.932 %

 

2035

 

 

52,189

 

4.5 %

 

 

 

 

 

52,189

 

3.689 %

 

 

 

 

503,005

 

43.3 %

 

 

(2,629

)

 

 

500,376

 

 

 

 

 

 

 

 

 

 

 

 

Floating Rate Debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior unsecured term loan

5.427 %

[2]

2030

 

 

500,000

 

43.0 %

 

 

(3,981

)

 

 

496,019

Unsecured revolving credit facility

— %

[3]

2029

[4]

 

 

— %

 

 

 

[5]

 

Secured revolving credit facility[1]

6.217 %

 

2029

 

 

64,550

 

5.6 %

 

 

 

 

 

64,550

Secured revolving credit facility[1]

6.217 %

 

2026

 

 

62,160

 

5.3 %

 

 

 

 

 

62,160

Secured revolving credit facility[1]

6.217 %

 

2029

 

 

32,275

 

2.8 %

 

 

 

 

 

32,275

 

5.617 %

 

 

 

 

658,985

 

56.7 %

 

 

(3,981

)

 

 

655,004

 

 

 

 

 

 

 

 

 

 

 

 

Total Debt

4.782 %

 

 

 

$

1,161,990

 

100.0 %

 

$

(6,610

)

 

$

1,155,380

 

 

 

 

 

 

 

 

 

 

 

 

[1] Secured notes payable and secured revolving credit facilities were fully paid off subsequent to June 30, 2025.

[2] Funds can be borrowed at applicable SOFR plus 1.10% to 1.80% or at the Base Rate (as defined) plus 0.10% to 0.80%. The Company has entered into two interest rate swaps, with a notional amount of $250 million each, that convert the variable SOFR rate to an effective fixed interest rate of 3.5%.

[3] Funds can be borrowed at applicable SOFR plus 1.05% to 1.55% or at the Base Rate (as defined) plus 0.05% to 0.55%.

[4] Maturity date does not assume exercise of two 6-month extension options.

[5] Deferred financing fees are not shown net for the unsecured revolving credit facility and are included in assets on the balance sheet.

CARETRUST REIT, INC.

RECONCILIATIONS OF NET INCOME TO NON-GAAP FINANCIAL MEASURES

(shares in thousands)

(Unaudited)

 

 

 

2025 Guidance Increased

 

 

 

 

Full Year 2025 Guidance[1]

 

Low

High

Net income attributable to CareTrust REIT, Inc.

$

1.43

 

$

1.45

 

Real estate related depreciation and amortization

 

0.42

 

 

0.42

 

Noncontrolling interests’ share of real estate related depreciation and amortization

 

(0.05

)

 

(0.05

)

(Gain) loss on sale of real estate

 

(0.02

)

 

(0.02

)

Funds from Operations (FFO) attributable to CareTrust REIT, Inc.

 

1.78

 

 

1.80

 

Property operating expenses

 

0.01

 

 

0.01

 

Amortization of extraordinary stock grants

 

0.02

 

 

0.02

 

Non-routine transaction costs

 

 

 

 

Gain on foreign currency transaction

 

(0.02

)

 

(0.02

)

Unrealized (gain) loss on other real estate related investments, net

 

(0.02

)

 

(0.02

)

Normalized FFO attributable to CareTrust REIT, Inc.

$

1.77

 

$

1.79

 

 

 

 

Net income attributable to CareTrust REIT, Inc.

$

1.43

 

$

1.45

 

Real estate related depreciation and amortization

 

0.42

 

 

0.42

 

Noncontrolling interests’ share of real estate related depreciation and amortization

 

(0.05

)

 

(0.05

)

Amortization of deferred financing fees

 

0.02

 

 

0.02

 

Amortization of stock-based compensation

 

0.04

 

 

0.04

 

Amortization of extraordinary stock grants

 

0.02

 

 

0.02

 

Straight-line rental income

 

(0.04

)

 

(0.04

)

Amortization of above and below market leases

 

(0.01

)

 

(0.01

)

Noncontrolling interests’ share of amortization of below market leases

 

 

 

 

Non-cash interest income

 

(0.01

)

 

(0.01

)

Amortization of lease incentives

 

 

 

 

Noncontrolling interests’ share of amortization of lease incentives

 

 

 

 

(Gain) loss on sale of real estate

 

(0.02

)

 

(0.02

)

Funds Available for Distribution (FAD) attributable to CareTrust REIT, Inc.

 

1.80

 

 

1.82

 

Property operating expenses

 

0.01

 

 

0.01

 

Non-routine transaction costs

 

 

 

 

Gain on foreign currency transaction

 

(0.02

)

 

(0.02

)

Unrealized (gain) loss on other real estate related investments, net

 

(0.02

)

 

(0.02

)

Normalized FAD attributable to CareTrust REIT, Inc.

$

1.77

 

$

1.79

 

Weighted average shares outstanding:

 

 

Diluted

 

195,282

 

 

195,282

 

 

 

 

[1] This guidance assumes and includes (i) all investments, dispositions and loan repayments made to date, (ii) no new investments, dispositions, new loans or loan repayments, (iii) no new debt incurrences or new equity issuances, and (iv) estimated 2.5% CPI-based rent escalators under CareTrust’s long-term net leases.

Non-GAAP Financial Measures

EBITDA attributable to CareTrust REIT, Inc. represents net income (loss) attributable to CareTrust REIT, Inc. before interest expense (including amortization of deferred financing costs), income tax expense, amortization of stock-based compensation, and depreciation and amortization. Normalized EBITDA attributable to CareTrust REIT, Inc. represents EBITDA attributable to CareTrust REIT, Inc. as further adjusted to eliminate the impact of certain items that the Company does not consider indicative of core operating performance, such as recovery of previously reversed rent, lease termination revenue, property operating expenses, gains or losses on foreign currency transactions, gains or losses from dispositions of real estate, real estate impairment charges, provision for loan losses, non-routine transaction costs, loss on extinguishment of debt, write-off of deferred financing costs, unrealized gains or losses on other real estate related investments and provision for doubtful accounts and lease restructuring, as applicable. EBITDA attributable to CareTrust REIT, Inc. and Normalized EBITDA attributable to CareTrust REIT, Inc. do not represent cash flows from operations or net income as defined by GAAP and should not be considered an alternative to those measures in evaluating the Company’s liquidity or operating performance. EBITDA attributable to CareTrust REIT, Inc. and Normalized EBITDA attributable to CareTrust REIT, Inc. do not purport to be indicative of cash available to fund future cash requirements, including the Company’s ability to fund capital expenditures or make payments on its indebtedness. Further, the Company’s computation of EBITDA and Normalized EBITDA may not be comparable to EBITDA and Normalized EBITDA reported by other REITs.

Funds from Operations (“FFO”), as defined by the National Association of Real Estate Investment Trusts (“Nareit”), and Funds Available for Distribution (“FAD”) are important non-GAAP supplemental measures of operating performance for a REIT. Because the historical cost accounting convention used for real estate assets requires straight-line depreciation except on land, such accounting presentation implies that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market and other conditions, presentations of operating results for a REIT that uses historical cost accounting for depreciation could be less informative. Thus, Nareit created FFO as a supplemental measure of operating performance for REITs that excludes historical cost depreciation and amortization, among other items, from net income, as defined by GAAP.

FFO is defined by Nareit as net income computed in accordance with GAAP, excluding gains or losses from dispositions of real estate investments, real estate related depreciation and amortization and real estate impairment charges, adjustments for the share of consolidated joint ventures, and adjustments for unconsolidated partnerships and joint ventures. Noncontrolling interests’ pro rata share information is prepared by applying noncontrolling interests’ actual ownership percentage for the period and is intended to reflect noncontrolling interests’ proportionate economic interest in the financial position and operating results of properties in our portfolio. The Company computes FFO attributable to CareTrust REIT, Inc. in accordance with Nareit’s definition.

FAD attributable to CareTrust REIT, Inc. is defined as FFO attributable to CareTrust REIT, Inc. excluding noncash income and expenses, such as amortization of stock-based compensation, amortization of deferred financing fees, amortization of above and below market intangibles, amortization of lease incentives, the effects of straight-line rent, adjustments for the share of consolidated joint ventures and non-cash interest income. The Company considers FAD attributable to CareTrust REIT, Inc. to be a useful supplemental measure to evaluate the Company’s operating results excluding these income and expense items to help investors, analysts and other interested parties compare the operating performance of the Company between periods or as compared to other companies on a more consistent basis.

In addition, the Company reports Normalized FFO attributable to CareTrust REIT, Inc. and Normalized FAD attributable to CareTrust REIT, Inc., which adjust FFO and FAD for certain revenue and expense items that the Company does not believe are indicative of its ongoing operating results, such as write-off of deferred financing costs, provision for loan losses, non-routine transaction costs, provision for doubtful accounts and lease restructuring, loss on extinguishment of debt, extraordinary incentive plan payment, unrealized gains or losses on other real estate related investments, gains or losses on foreign currency transactions, recovery of previously reversed rent, lease termination revenue and property operating expenses. By excluding these items, investors, analysts and our management can compare Normalized FFO and Normalized FAD between periods more consistently.

While FFO, Normalized FFO, FAD and Normalized FAD are relevant and widely-used measures of operating performance among REITs, they do not represent cash flows from operations or net income as defined by GAAP and should not be considered an alternative to those measures in evaluating the Company’s liquidity or operating performance. FFO, Normalized FFO, FAD and Normalized FAD do not purport to be indicative of cash available to fund future cash requirements.

Further, the Company’s computation of FFO, Normalized FFO, FAD and Normalized FAD may not be comparable to FFO, Normalized FFO, FAD and Normalized FAD reported by other REITs that do not define FFO in accordance with the current Nareit definition or that interpret the current Nareit definition or define FAD differently than the Company does.

The Company also discloses Net Debt to Annualized Normalized Run Rate EBITDA, which compares the Company’s Net Debt as of the last day of the quarter to the Annualized Run Rate EBITDA attributable to CareTrust REIT, Inc. for the quarter. Net Debt is defined as the Company’s Total Debt as of the last day of the specified quarter adjusted to exclude the Company’s cash, cash equivalents, restricted cash and escrow deposits on acquisition of real estate as of such date as well as the net proceeds from the expected settlement of shares sold under equity forward contracts through the Company’s ATM Program that are outstanding as of such date. Normalized Run Rate EBITDA represents Normalized EBITDA, adjusted to give effect to the investments completed during the three months ended for the respective period as though such investments were completed as of the beginning of the period. Annualized Normalized Run Rate EBITDA is calculated as Normalized Run Rate EBITDA attributable to CareTrust REIT, Inc. for the specified quarter multiplied by four.

The Company believes that net income attributable to CareTrust REIT, Inc., as defined by GAAP, is the most appropriate earnings measure. The Company also believes that the use of EBITDA, Normalized EBITDA, FFO, Normalized FFO, FAD and Normalized FAD, combined with the required GAAP presentations, improves the understanding of operating results of REITs among investors and makes comparisons of operating results among such companies more meaningful. The Company considers EBITDA and Normalized EBITDA, in each case attributable to CareTrust REIT, Inc., useful in understanding the Company’s operating results independent of its capital structure, indebtedness and other charges that are not indicative of its ongoing results, thereby allowing for a more meaningful comparison of operating performance between periods and against other REITs. The Company considers FFO, Normalized FFO, FAD and Normalized FAD, in each case attributable to CareTrust REIT, Inc., to be useful measures for reviewing comparative operating and financial performance because, by excluding gains or losses from real estate dispositions, impairment charges and real estate related depreciation and amortization, and, for FAD and Normalized FAD, by excluding noncash income and expenses such as amortization of stock-based compensation, amortization of deferred financing fees, and the effects of straight-line rent, FFO, Normalized FFO, FAD and Normalized FAD can help investors compare the Company’s operating performance between periods and to other REITs. The Company believes that the disclosure of Net Debt to Annualized Normalized Run Rate EBITDA provides a useful measure to investors to evaluate the credit strength of the Company and its ability to service its debt obligations and to compare the Company’s credit strength to prior reporting periods and to other companies without the effect of charges that are not indicative of the Company’s ongoing performance or that could obscure the Company’s actual credit quality and after considering the effect of investments occurring during the period.

CareTrust REIT, Inc.

(949) 542-3130

[email protected]

KEYWORDS: California United States North America

INDUSTRY KEYWORDS: Professional Services Nursing Health Managed Care Finance Construction & Property REIT

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Corebridge Financial Announces Launch of Secondary Offering of Common Stock by AIG

Corebridge Financial Announces Launch of Secondary Offering of Common Stock by AIG

HOUSTON–(BUSINESS WIRE)–
Corebridge Financial, Inc. (NYSE: CRBG) today announced the launch of a secondary offering of its common stock by American International Group, Inc. (NYSE: AIG). AIG, as the selling stockholder, is offering 30 million existing shares of common stock (out of approximately 538 million total shares of common stock outstanding) of Corebridge Financial and has granted a 30-day option to the underwriter to purchase up to an additional 4.5 million shares. All of the net proceeds from the offering will go to AIG.

Morgan Stanley & Co. LLC is acting as the underwriter for the offering.

The proposed offering of common stock is being made only by means of a prospectus and accompanying prospectus supplement. Copies of the prospectus and accompanying prospectus supplement relating to the offering may be obtained from: Morgan Stanley & Co. LLC, via mail at 180 Varick Street, 2nd Floor, New York, NY 10014.

A registration statement relating to these securities was filed with the U.S. Securities and Exchange Commission (“SEC”) on November 6, 2023, and became effective automatically. The registration statement may be obtained free of charge at the SEC’s website at www.sec.gov (EDGAR/Company Filings) under “Corebridge Financial, Inc.” This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that state or jurisdiction. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.

About Corebridge Financial

Corebridge Financial, Inc. makes it possible for more people to take action in their financial lives. With more than $415 billion in assets under management and administration as of June 30, 2025, Corebridge Financial is one of the largest providers of retirement solutions and insurance products in the United States. We proudly partner with financial professionals and institutions to help individuals plan, save for and achieve secure financial futures.

Işıl Müderrisoğlu (Investors): [email protected]

Matt Ward (Media): [email protected]

KEYWORDS: United States North America Texas

INDUSTRY KEYWORDS: Asset Management Professional Services Insurance Finance

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