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Full Year 2024 Revenues of $85.8 Million Are Up More Than 100% From Last Year

ConocoPhillips announces results of early participation in exchange offers and consent solicitations

HOUSTON–(BUSINESS WIRE)–
ConocoPhillips (NYSE: COP) (“COP”) today announced that, in connection with the previously announced offers to eligible holders to exchange (each, an “Exchange Offer” and collectively, the “Exchange Offers”) any and all outstanding notes issued by Marathon Oil Corporation (“Marathon”) as set forth in the table below (the “Existing Marathon Notes”) for up to $4,000,000,000 aggregate principal amount of new notes issued by ConocoPhillips Company (“CPCo”) and fully and unconditionally guaranteed by COP (the “New Notes”), and related consent solicitations by Marathon (each, a “Consent Solicitation” and, collectively, the “Consent Solicitations”) to adopt certain proposed amendments to each of the indentures governing the Existing Marathon Notes (the “Proposed Amendments”), as of 5:00 p.m., New York City time, on Dec. 9, 2024 (the “Early Tender Date”), the following principal amounts of each series of Existing Marathon Notes have been validly tendered and not validly withdrawn (and consents thereby validly given and not validly revoked):

Title of Security	CUSIP / ISIN	Issuer	Aggregate Principal Amount Outstanding Prior to the Exchange Offers	Principal Amount Tendered as of the Early Tender Date
4.400% Senior Notes due 2027	565849AP1 / US565849AP16	Marathon	$1,000,000,000	$225,353,000
5.300% Senior Notes due 2029	565849AQ9 / US565849AQ98	Marathon	$600,000,000	$58,588,000
6.800% Senior Notes due 2032	565849AB2 / US565849AB20	Marathon	$550,000,000	$101,482,000
5.700% Senior Notes due 2034	565849AR7 / US565849AR71	Marathon	$600,000,000	$58,297,000
6.600% Senior Notes due 2037	565849AE6 / US565849AE68	Marathon	$750,000,000	$259,040,000
5.200% Senior Notes due 2045	565849AM8 / US565849AM84	Marathon	$500,000,000	$151,405,000

CPCo is also conducting cash tender offers to purchase any and all of the Existing Marathon Notes and several series of debt securities issued by COP and CPCo and subsidiaries thereof (the “Concurrent Tender Offer”), in each case upon the terms and conditions set forth in the Offer to Purchase, dated Nov. 25, 2024 (the “Offer to Purchase”), a copy of which may be obtained from the information agent. Holders of any series of Existing Marathon Notes who validly tender and do not validly withdraw their Existing Marathon Notes pursuant to the Concurrent Tender Offer will also be deemed to have consented to the Proposed Amendments under the Consent Solicitations described in this news release. An eligible holder is only able to tender specific Existing Marathon Notes within a series into either the Concurrent Tender Offer or the Exchange Offers, as the same Existing Marathon Notes cannot be tendered into more than one tender offer at the same time.

COP also announced that, as of the Early Tender Date, Marathon has also received the requisite number of consents to adopt the Proposed Amendments with respect to each of the six outstanding series of Existing Marathon Notes that are subject to the Consent Solicitations (pursuant to the Exchange Offers and Concurrent Tender Offer). Marathon has entered into a supplemental indenture with the trustee for the Existing Marathon Notes to effect the Proposed Amendments.

Withdrawal rights for the Exchange Offers and Consent Solicitations expired as of the Early Tender Date, at 5:00 p.m., New York City time, on Dec. 9, 2024 (the “Withdrawal Deadline”). Existing Marathon Notes validly tendered in the Exchange Offers may no longer be withdrawn except in certain limited circumstances where additional withdrawal rights are required by law.

The Exchange Offers and Consent Solicitations are being made pursuant to the terms and subject to the conditions set forth in the Offering Memorandum and Consent Solicitation Statement, dated Nov. 25, 2024 (the “Offering Memorandum”). Each Exchange Offer and Consent Solicitation is conditioned upon the completion of the other Exchange Offers and Consent Solicitations, although CPCo may waive such condition at any time with respect to an Exchange Offer. Any waiver of a condition by CPCo with respect to an Exchange Offer will automatically waive such condition with respect to the corresponding Consent Solicitation.

CPCo, in its sole discretion, may modify or terminate the Exchange Offers and may extend the Expiration Date (as defined herein) and/or the settlement date with respect to the Exchange Offers, subject to applicable law. Any such modification, termination or extension by CPCo will automatically modify, terminate or extend the corresponding Consent Solicitation, as applicable.

The Exchange Offers and Consent Solicitations will expire at 5:00 p.m., New York City time, on Dec. 24, 2024, unless extended (the “Expiration Date”). The settlement date will be promptly after the Expiration Date and is expected to be within three business days after the Expiration Date.

CPCo’s obligation to accept for exchange the Existing Marathon Notes validly tendered and not validly withdrawn in the Exchange Offers is subject to the satisfaction or waiver of the conditions as described in the Offering Memorandum. CPCo reserves the absolute right, subject to applicable law, to: (i) delay accepting any Existing Marathon Notes; (ii) extend an Exchange Offer or terminate an Exchange Offer and not accept any Existing Marathon Notes; (iii) extend the Early Tender Date without extending the Withdrawal Deadline; (iv) terminate an Exchange Offer and return all tendered Existing Marathon Notes to the respective tendering eligible holders; and (v) amend, modify or waive in part or whole, at any time, or from time to time, the terms of an Exchange Offer in any respect, including waiver of any conditions to consummation of an Exchange Offer.

The Exchange Offers are only being made, and the New Notes are only being offered and will only be issued, and copies of the offering documents will only be made available, to holders of Existing Marathon Notes (1) either (a) in the United States, that are “qualified institutional buyers,” or “QIBs,” as that term is defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), in a private transaction in reliance upon an exemption from the registration requirements of the Securities Act or (b) outside the United States, that are persons other than “U.S. persons,” as that term is defined in Rule 902 under the Securities Act, in offshore transactions in reliance upon Regulation S under the Securities Act, or a dealer or other professional fiduciary organized, incorporated or (if an individual) residing in the United States holding a discretionary account or similar account (other than an estate or a trust) for the benefit or account of a non-”U.S. person,” and (2) (a) if located or resident in any Member State of the European Economic Area, who are persons other than “retail investors” (for these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”); or (ii) a customer within the meaning of Directive (EU) 2016/97, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a “qualified investor” as defined in Regulation (EU) 2017/1129), and consequently no key information document required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the New Notes or otherwise making them available to retail investors in the European Economic Area has been prepared and therefore offering or selling the New Notes or otherwise making them available to any retail investor in the European Economic Area may be unlawful under the PRIIPs Regulation; or (b) if located or resident in the United Kingdom, who are persons other than “retail investors” (for these purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (“EUWA”); or (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000 (the “FSMA”) and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA; or (iii) not a qualified investor as defined in Article 2 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA), and consequently no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of the EUWA (the “UK PRIlPs Regulation”) for offering or selling the New Notes or otherwise making them available to retail investors in the United Kingdom has been prepared and therefore offering or selling the New Notes or otherwise making them available to any retail investor in the United Kingdom may be unlawful under the UK PRIIPs Regulation (“Eligible Holders”). The Exchange Offers will not be made to holders of Existing Marathon Notes who are located in Canada. Only Eligible Holders who have completed and returned the eligibility certification are authorized to receive or review the Offering Memorandum or to participate in the Exchange Offers. The eligibility form is available electronically at: https://gbsc-usa.com/eligibility/conocophillips. There is no separate letter of transmittal in connection with the Offering Memorandum.

This news release does not constitute an offer to sell or purchase, or a solicitation of an offer to sell or purchase, or the solicitation of tenders or consents with respect to, any security. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such an offer, solicitation, or sale would be unlawful. The Exchange Offers and Consent Solicitations are being made solely pursuant to the Offering Memorandum and the Concurrent Tender Offer is being made only by an Offer to Purchase, and only to such persons and in such jurisdictions as is permitted under applicable law.

The New Notes have not been and will not be registered under the Securities Act or any state securities laws. Therefore, the New Notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and any applicable state securities laws.

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About ConocoPhillips

ConocoPhillips is one of the world’s leading exploration and production companies based on both production and reserves, with a globally diversified asset portfolio. Headquartered in Houston, Texas, ConocoPhillips had operations and activities in 13 countries, $97 billion of total assets, and approximately 10,300 employees at Sept. 30, 2024. Production averaged 1,921 MBOED for the nine months ended Sept. 30, 2024, and proved reserves were 6.8 BBOE as of Dec. 31, 2023.

For more information, go to www.conocophillips.com.

CAUTIONARY STATEMENT FOR THE PURPOSES OF THE “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

This news release contains forward-looking statements as defined under the federal securities laws. Forward-looking statements relate to future events, plans and anticipated results of operations, business strategies, and other aspects of our operations or operating results. Words and phrases such as “ambition,” “anticipate,” “believe,” “budget,” “continue,” “could,” “effort,” “estimate,” “expect,” “forecast,” “goal,” “guidance,” “intend,” “may,” “objective,” “outlook,” “plan,” “potential,” “predict,” “projection,” “seek,” “should,” “target,” “will,” “would,” and other similar words can be used to identify forward-looking statements. However, the absence of these words does not mean that the statements are not forward-looking. Where, in any forward-looking statement, the company expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to be reasonable at the time such forward-looking statement is made. However, these statements are not guarantees of future performance and involve certain risks, uncertainties and other factors beyond our control. Therefore, actual outcomes and results may differ materially from what is expressed or forecast in the forward-looking statements. Factors that could cause actual results or events to differ materially from what is presented include changes in commodity prices, including a prolonged decline in these prices relative to historical or future expected levels; global and regional changes in the demand, supply, prices, differentials or other market conditions affecting oil and gas, including changes resulting from any ongoing military conflict, including the conflicts in Ukraine and the Middle East, and the global response to such conflict, security threats on facilities and infrastructure, or from a public health crisis or from the imposition or lifting of crude oil production quotas or other actions that might be imposed by OPEC and other producing countries and the resulting company or third-party actions in response to such changes; insufficient liquidity or other factors, such as those listed herein, that could impact our ability to repurchase shares and declare and pay dividends such that we suspend our share repurchase program and reduce, suspend, or totally eliminate dividend payments in the future, whether variable or fixed; changes in expected levels of oil and gas reserves or production; potential failures or delays in achieving expected reserve or production levels from existing and future oil and gas developments, including due to operating hazards, drilling risks or unsuccessful exploratory activities; unexpected cost increases, inflationary pressures or technical difficulties in constructing, maintaining or modifying company facilities; legislative and regulatory initiatives addressing global climate change or other environmental concerns; public health crises, including pandemics (such as COVID-19) and epidemics and any impacts or related company or government policies or actions; investment in and development of competing or alternative energy sources; potential failures or delays in delivering on our current or future low-carbon strategy, including our inability to develop new technologies; disruptions or interruptions impacting the transportation for our oil and gas production; international monetary conditions and exchange rate fluctuations; changes in international trade relationships or governmental policies, including the imposition of price caps, or the imposition of trade restrictions or tariffs on any materials or products (such as aluminum and steel) used in the operation of our business, including any sanctions imposed as a result of any ongoing military conflict, including the conflicts in Ukraine and the Middle East; our ability to collect payments when due, including our ability to collect payments from the government of Venezuela or PDVSA; our ability to complete any announced or any future dispositions or acquisitions on time, if at all; the possibility that regulatory approvals for any announced or any future dispositions or acquisitions will not be received on a timely basis, if at all, or that such approvals may require modification to the terms of the transactions or our remaining business; business disruptions relating to the acquisition of Marathon Oil Corporation (Marathon Oil) or following any other announced or other future dispositions or acquisitions, including the diversion of management time and attention; the ability to deploy net proceeds from our announced or any future dispositions in the manner and timeframe we anticipate, if at all; our ability to successfully integrate Marathon Oil’s business and technologies, which may result in the combined company not operating as effectively and efficiently as expected; our ability to achieve the expected benefits and synergies from the Marathon Oil acquisition in a timely manner, or at all; potential liability for remedial actions under existing or future environmental regulations; potential liability resulting from pending or future litigation, including litigation related directly or indirectly to pending or completed transactions; the impact of competition and consolidation in the oil and gas industry; limited access to capital or insurance or significantly higher cost of capital or insurance related to illiquidity or uncertainty in the domestic or international financial markets or investor sentiment; general domestic and international economic and political conditions or developments, including as a result of any ongoing military conflict, including the conflicts in Ukraine and the Middle East; changes in fiscal regime or tax, environmental and other laws applicable to our business; and disruptions resulting from accidents, extraordinary weather events, civil unrest, political events, war, terrorism, cybersecurity threats or information technology failures, constraints or disruptions; and other economic, business, competitive and/or regulatory factors affecting our business generally as set forth in our filings with the Securities and Exchange Commission. Unless legally required, ConocoPhillips expressly disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241209101413/en/

Dennis Nuss (media)

281-293-1149

[email protected]

Investor Relations

281-293-5000

[email protected]

KEYWORDS: Texas United States North America

INDUSTRY KEYWORDS: Energy Other Energy Oil/Gas

MEDIA:

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ConocoPhillips announces upsizing and early results of cash tender offers for debt securities and consent solicitations

HOUSTON–(BUSINESS WIRE)–
ConocoPhillips (NYSE: COP) (“COP”) announced today the early results of the previously announced cash tender offers (the “Offers” or collectively, the “Tender Offer”) of its wholly-owned subsidiary, ConocoPhillips Company (“CPCo”). In addition, COP further announced that it has amended the Offers by increasing the Maximum Offer Reference Amount (as defined below) from $4,000,000,000 (as previously announced) to an amount sufficient to accept for purchase all Notes with Acceptance Priority Levels 1-7 (as set forth in the second table below) in full, in accordance with the terms of the Offer to Purchase (as defined below).

Pursuant to the Offers, CPCo is offering to purchase: (1) any and all of Marathon Oil Corporation’s (“Marathon”) debt securities listed in the first table below (collectively, the “Any and All Notes”), and (2) (A) for Holders who validly tendered their Maximum Offer Notes (as defined below) as of the Early Tender Deadline (as defined below), a combined aggregate purchase price of up to approximately $4.05 billion (an amount sufficient to accept for purchase all Maximum Offer Notes with Acceptance Priority Levels 1-7 (as set forth in the second table below)) (as increased pursuant to this release, and as it may be increased or decreased by CPCo in accordance with applicable law and the Offer to Purchase, the “Maximum Offer Reference Amount”) less the aggregate purchase price of the Any and All Notes validly tendered and accepted for purchase through the Early Tender Deadline (excluding accrued and unpaid interest and excluding fees and expenses related to the Offers) (the “Early Tender Maximum Offer Amount”) of the debt securities listed in the second table below (collectively, the “Maximum Offer Notes” and together with the Any and All Notes, the “Notes”), subject to the priorities set forth in the second table below (the “Acceptance Priority Levels”) and proration, and (B) for Holders who validly tender their Maximum Offer Notes following the Early Tender Deadline but on or prior to the Expiration Date (as defined below), a combined aggregate purchase price of up to the Maximum Offer Reference Amount less (x) the aggregate purchase price of the Any and All Notes validly tendered and accepted for purchase through the Early Tender Deadline (excluding accrued and unpaid interest and excluding fees and expenses related to the Offers), (y) the aggregate purchase price of Maximum Offer Notes validly tendered and accepted for purchase through the Early Tender Deadline (excluding accrued and unpaid interest and excluding fees and expenses related to the Offers) and (z) the aggregate purchase price of the Any and All Notes validly tendered and accepted for purchase after the Early Tender Deadline through the Expiration Date (excluding accrued and unpaid interest and excluding fees and expenses related to the Offers) (the “Late Tender Maximum Offer Amount”) of Maximum Offer Notes, subject to the Acceptance Priority Levels and proration, provided that if the deduction of (x), (y) and (z) results in a negative number, the Late Tender Maximum Offer Amount will be $0. If the Late Tender Maximum Offer Amount is $0, no additional Maximum Offer Notes will be accepted for purchase after the Early Tender Deadline. The Offers are open to all registered holders of the applicable Notes (collectively, the “Holders”).

According to information provided by Global Bondholder Services Corporation, the information agent and tender agent for the Offers, as of 5:00 p.m., New York City time, on Dec. 9, 2024 (the “Early Tender Deadline”), approximately $2.67 billion aggregate principal amount of Any and All Notes were validly tendered and not validly withdrawn, and approximately $2.28 billion aggregate principal amount of Maximum Offer Notes were validly tendered and not validly withdrawn. The tables below identify the principal amount of each series of Notes validly tendered and not validly withdrawn:

Any and All of the Outstanding Securities Listed Below (collectively, the “Any and All Notes”):

Title of Security	CUSIP / ISIN	Issuer	Aggregate Principal Amount Outstanding Prior to the Offers	Principal Amount Tendered as of the Early Tender Deadline
4.400% Senior Notes due 2027	565849AP1 / US565849AP16	Marathon	$1,000,000,000	$569,781,000
5.300% Senior Notes due 2029	565849AQ9 / US565849AQ98	Marathon	$600,000,000	$513,269,000
6.800% Senior Notes due 2032	565849AB2 / US565849AB20	Marathon	$550,000,000	$370,068,000
5.700% Senior Notes due 2034	565849AR7 / US565849AR71	Marathon	$600,000,000	$496,336,000
6.600% Senior Notes due 2037	565849AE6 / US565849AE68	Marathon	$750,000,000	$410,045,000
5.200% Senior Notes due 2045	565849AM8 / US565849AM84	Marathon	$500,000,000	$313,538,000

Up to the Maximum Offer Reference Amount of the Outstanding Securities Listed Below (collectively, the “Maximum Offer Notes”) less the Aggregate Purchase Price of the Any and All Notes Validly Tendered and Accepted for Purchase in the Priority Listed Below:

Title of Security	CUSIP / ISIN	Issuer	Aggregate Principal Amount Outstanding Prior to the Offers	Acceptance Priority Level(1)	Principal Amount Tendered as of the Early Tender Deadline	Principal Amount Expected to be Accepted for Purchase
7.800% Debentures due 2027	891490AR5 / US891490AR57	CPCo	$203,268,000	1	$83,232,000	$83,232,000
7.000% Debentures due 2029	718507BK1 / US718507BK18	CPCo	$112,493,000	2	$17,010,000	$17,010,000
7.375% Senior Notes due 2029	122014AL7 / US122014AL76	Burlington Resources LLC	$92,184,000	3	$25,956,000	$25,956,000
6.950% Senior Notes due 2029	208251AE8 / US208251AE82	CPCo	$1,195,359,000	4	$490,357,000	$490,357,000
8.125% Senior Notes due 2030	891490AT1 / US891490AT14	CPCo	$389,580,000	5	$182,702,000	$182,702,000
7.400% Senior Notes due 2031	12201PAN6 / US12201PAN69	Burlington Resources LLC	$382,280,000	6	$150,717,000	$150,717,000
7.250% Senior Notes due 2031	20825UAC8 / US20825UAC80	Burlington Resources Oil & Gas Company L.P.	$400,328,000	7	$131,980,000	$131,980,000
7.200% Senior Notes due 2031	12201PAB2 / US12201PAB22	Burlington Resources LLC	$446,574,000	8	$235,369,000	$0
5.900% Senior Notes due 2032	20825CAF1 / US20825CAF14	ConocoPhillips	$504,700,000	9	$181,098,000	$0
5.950% Senior Notes due 2036	20825VAB8 / US20825VAB80	Burlington Resources LLC	$326,321,000	10	$149,655,000	$0
5.900% Senior Notes due 2038	20825CAP9 / US20825CAP95	ConocoPhillips	$350,080,000	11	$110,843,000	$0
5.950% Senior Notes due 2046	20826FAR7 / US20826FAR73	CPCo	$328,682,000	12	$40,588,000	$0
6.500% Senior Notes due 2039	20825CAQ7 / US20825CAQ78	ConocoPhillips	$1,587,744,000	13	$481,148,000	$0

_________________________
(1)		Subject to the Early Tender Maximum Offer Amount and the Late Tender Maximum Offer Amount, as applicable, and proration, the principal amount of each series of Maximum Offer Notes that are purchased in the Maximum Notes Offer will be determined in accordance with the applicable “Acceptance Priority Level” (in numerical priority order with 1 being the highest Acceptance Priority Level and 13 being the lowest) specified in the applicable column.

In conjunction with the Offers, Marathon is soliciting consents (each, a “Consent Solicitation” and, collectively, the “Consent Solicitations”) to adopt certain proposed amendments to each of the indentures governing the Any and All Notes to eliminate certain of the covenants, restrictive provisions, and events of default (the “Proposed Amendments”).

CPCo is also offering eligible Holders of each series of Any and All Notes, in each case upon the terms and conditions set forth in the Offering Memorandum and Consent Solicitation (the “Offering Memorandum”), a copy of which may be obtained from the information agent, the opportunity to exchange the outstanding Any and All Notes for up to $4,000,000,000 aggregate principal amount of new notes issued by CPCo and fully and unconditionally guaranteed by COP (the “Concurrent Exchange Offer”). Holders of any series of Any and All Notes who validly tender and do not validly withdraw their Any and All Notes pursuant to the Concurrent Exchange Offer will also be deemed to have consented to the Proposed Amendments under the Consent Solicitations. A Holder is only able to tender Any and All Notes within a series into either the Any and All Notes Offer or the Concurrent Exchange Offer, as the same Any and All Notes cannot be tendered into more than one tender offer at the same time.

COP also announced that, as of the Early Tender Deadline, Marathon has received the requisite number of consents to adopt the Proposed Amendments with respect to each of the six outstanding series of Any and All Notes that are subject to the Consent Solicitations (pursuant to the Any and All Notes Offer and the Concurrent Exchange Offer). Marathon has entered into a supplemental indenture with the trustee for the Any and All Notes to effect the Proposed Amendments.

In addition, COP also announced that the Financing Condition for the Offers as described in the Offer to Purchase has been satisfied.

The Offers and Consent Solicitations are being made pursuant to and are subject to the terms and conditions set forth in the Offer to Purchase dated Nov. 25, 2024 (as amended by this release, the “Offer to Purchase“). The Any and All Notes Offer is a separate offer from the Maximum Offer, and each of the Any and All Notes Offer and the Maximum Offer may be individually amended, extended or terminated by CPCo.

As of 5:00 p.m., New York City time, on Dec. 9, 2024 (the “Withdrawal Deadline”), Notes validly tendered in the Offers may no longer be withdrawn except in certain limited circumstances where additional withdrawal rights are required by law.

Because the aggregate purchase price of Maximum Offer Notes validly tendered and not validly withdrawn on or prior to the Early Tender Deadline is expected to exceed the Early Tender Maximum Offer Amount, CPCo expects to accept all validly tendered 7.800% Debentures due 2027, 7.000% Debentures due 2029, 7.375% Senior Notes due 2029, 6.950% Senior Notes due 2029, 8.125% Senior Notes due 2030, 7.400% Senior Notes due 2031 and 7.250% Senior Notes due 2031, and none of the validly tendered 7.200% Senior Notes due 2031, 5.900% Senior Notes due 2032, 5.950% Senior Notes due 2036, 5.900% Senior Notes due 2038, 5.950% Senior Notes due 2046, and 6.500% Senior Notes due 2039. Although the Maximum Offer is scheduled to expire at 5:00 p.m., New York City time, on Dec. 24, 2024 (such date and time, as may be extended or earlier terminated by CPCo), because the Maximum Offer is expected to have been fully subscribed as of the Early Tender Deadline, CPCo does not expect to accept for purchase any Maximum Offer Notes tendered after the Early Tender Deadline. Maximum Offer Notes tendered and not accepted for purchase will be promptly returned to the tender Holders as described in the Offer to Purchase.

The consideration to be paid in the Offers for each series of Notes validly tendered and expected to be accepted for purchase as described in the Offer to Purchase will be determined at 10:00 a.m., New York City time, on Dec. 10, 2024 (such date and time as may be extended by CPCo). Holders of Notes validly tendered and not validly withdrawn on or prior to the Early Tender Deadline and accepted for purchase will receive the applicable total consideration (the “Total Tender Offer Consideration”), which includes an early tender premium of $50.00 per $1,000 principal amount of Notes accepted for purchase. The applicable Total Tender Offer Consideration will be determined by reference to a fixed spread specified for each series of Notes over the yield based on the bid-side price of the applicable U.S. Treasury Security, as described in the Offer to Purchase. In addition to the applicable Total Tender Offer Consideration, Holders of Notes validly tendered and not validly withdrawn on or prior to the Early Tender Deadline and accepted for purchase will also receive accrued and unpaid interest rounded to the nearest cent on such $1,000 principal amount of Notes from the last applicable interest payment date up to, but not including, the Early Settlement Date.

The settlement date for Notes validly tendered and not validly withdrawn on or prior to the Early Tender Deadline and accepted for purchase is expected to be Dec. 12, 2024, the third business day after the Early Tender Deadline (the “Early Settlement Date”).

CPCo’s obligation to accept for purchase, and to pay for, the Notes validly tendered and not validly withdrawn in the Offers is subject to the satisfaction or waiver of the conditions as described in the Offer to Purchase. CPCo reserves the absolute right, subject to applicable law, to: (i) waive any and all conditions applicable to any of the Offers; (ii) extend or terminate any of the Offers; (iii) increase or decrease the Maximum Offer Reference Amount for purposes of determining the Early Tender Maximum Offer Amount or the Late Tender Maximum Offer Amount, in either case, without extending the Early Tender Deadline or the Withdrawal Deadline; or (iv) otherwise amend any of the Offers in any respect.

TD Securities (USA) LLC, HSBC Securities (USA) Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are the Lead Dealer Managers and Solicitation Agents for the Tender Offer. Global Bondholder Services Corporation is the Tender Agent and Information Agent. Persons with questions regarding the Tender Offer should contact TD Securities (USA) LLC (toll-free) at (866) 584-2096, HSBC Securities (USA) Inc. (toll-free) at (888) HSBC-4LM, J.P. Morgan Securities LLC (toll-free) at (866) 834-4666 or (collect) at (212) 834-4818, and Wells Fargo Securities (toll-free) at (866) 309-6316 or (collect) at (704) 410-4235. Requests for copies of the Offer to Purchase, the related Letter of Transmittal and related materials should be directed to Global Bondholder Services Corporation at (+1) (212) 430-3774, (toll-free) (855) 654-2015 or [email protected]. Questions regarding the tendering of Notes may be directed to Global Bondholder Services Corporation (toll-free) at (855) 654-2015.

This news release is neither an offer to purchase nor a solicitation of an offer to sell the Notes. The Offers and Consent Solicitations are made only by the Offer to Purchase and the information in this news release is qualified by reference to the Offer to Purchase and related Letter of Transmittal, dated Nov. 25, 2024. None of ConocoPhillips or its affiliates, their respective boards of directors, the Dealer Managers, the Solicitation Agents, the Tender Agent and Information Agent or the trustees with respect to any Notes is making any recommendation as to whether holders should tender any Notes in response to the Offers, and neither ConocoPhillips nor any such other person has authorized any person to make any such recommendation. Holders must make their own decision as to whether to tender any of their Notes, and, if so, the principal amount of Notes to tender.

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About ConocoPhillips

ConocoPhillips is one of the world’s leading exploration and production companies based on both production and reserves, with a globally diversified asset portfolio. Headquartered in Houston, Texas, ConocoPhillips had operations and activities in 13 countries, $97 billion of total assets, and approximately 10,300 employees at Sept. 30, 2024. Production averaged 1,921 MBOED for the nine months ended Sept. 30, 2024, and proved reserves were 6.8 BBOE as of Dec. 31, 2023.

For more information, go to www.conocophillips.com.

CAUTIONARY STATEMENT FOR THE PURPOSES OF THE “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

This news release contains forward-looking statements as defined under the federal securities laws. Forward-looking statements relate to future events, plans and anticipated results of operations, business strategies, and other aspects of our operations or operating results. Words and phrases such as “ambition,” “anticipate,” “believe,” “budget,” “continue,” “could,” “effort,” “estimate,” “expect,” “forecast,” “goal,” “guidance,” “intend,” “may,” “objective,” “outlook,” “plan,” “potential,” “predict,” “projection,” “seek,” “should,” “target,” “will,” “would,” and other similar words can be used to identify forward-looking statements. However, the absence of these words does not mean that the statements are not forward-looking. Where, in any forward-looking statement, the company expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to be reasonable at the time such forward-looking statement is made. However, these statements are not guarantees of future performance and involve certain risks, uncertainties and other factors beyond our control. Therefore, actual outcomes and results may differ materially from what is expressed or forecast in the forward-looking statements. Factors that could cause actual results or events to differ materially from what is presented include changes in commodity prices, including a prolonged decline in these prices relative to historical or future expected levels; global and regional changes in the demand, supply, prices, differentials or other market conditions affecting oil and gas, including changes resulting from any ongoing military conflict, including the conflicts in Ukraine and the Middle East, and the global response to such conflict, security threats on facilities and infrastructure, or from a public health crisis or from the imposition or lifting of crude oil production quotas or other actions that might be imposed by OPEC and other producing countries and the resulting company or third-party actions in response to such changes; insufficient liquidity or other factors, such as those listed herein, that could impact our ability to repurchase shares and declare and pay dividends such that we suspend our share repurchase program and reduce, suspend, or totally eliminate dividend payments in the future, whether variable or fixed; changes in expected levels of oil and gas reserves or production; potential failures or delays in achieving expected reserve or production levels from existing and future oil and gas developments, including due to operating hazards, drilling risks or unsuccessful exploratory activities; unexpected cost increases, inflationary pressures or technical difficulties in constructing, maintaining or modifying company facilities; legislative and regulatory initiatives addressing global climate change or other environmental concerns; public health crises, including pandemics (such as COVID-19) and epidemics and any impacts or related company or government policies or actions; investment in and development of competing or alternative energy sources; potential failures or delays in delivering on our current or future low-carbon strategy, including our inability to develop new technologies; disruptions or interruptions impacting the transportation for our oil and gas production; international monetary conditions and exchange rate fluctuations; changes in international trade relationships or governmental policies, including the imposition of price caps, or the imposition of trade restrictions or tariffs on any materials or products (such as aluminum and steel) used in the operation of our business, including any sanctions imposed as a result of any ongoing military conflict, including the conflicts in Ukraine and the Middle East; our ability to collect payments when due, including our ability to collect payments from the government of Venezuela or PDVSA; our ability to complete any announced or any future dispositions or acquisitions on time, if at all; the possibility that regulatory approvals for any announced or any future dispositions or acquisitions will not be received on a timely basis, if at all, or that such approvals may require modification to the terms of the transactions or our remaining business; business disruptions relating to the acquisition of Marathon Oil Corporation (Marathon Oil) or following any other announced or other future dispositions or acquisitions, including the diversion of management time and attention; the ability to deploy net proceeds from our announced or any future dispositions in the manner and timeframe we anticipate, if at all; our ability to successfully integrate Marathon Oil’s business and technologies, which may result in the combined company not operating as effectively and efficiently as expected; our ability to achieve the expected benefits and synergies from the Marathon Oil acquisition in a timely manner, or at all; potential liability for remedial actions under existing or future environmental regulations; potential liability resulting from pending or future litigation, including litigation related directly or indirectly to pending or completed transactions; the impact of competition and consolidation in the oil and gas industry; limited access to capital or insurance or significantly higher cost of capital or insurance related to illiquidity or uncertainty in the domestic or international financial markets or investor sentiment; general domestic and international economic and political conditions or developments, including as a result of any ongoing military conflict, including the conflicts in Ukraine and the Middle East; changes in fiscal regime or tax, environmental and other laws applicable to our business; and disruptions resulting from accidents, extraordinary weather events, civil unrest, political events, war, terrorism, cybersecurity threats or information technology failures, constraints or disruptions; and other economic, business, competitive and/or regulatory factors affecting our business generally as set forth in our filings with the Securities and Exchange Commission. Unless legally required, ConocoPhillips expressly disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

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Dennis Nuss (media)

281-293-1149

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Investor Relations

281-293-5000

[email protected]

KEYWORDS: Texas United States North America

INDUSTRY KEYWORDS: Oil/Gas Energy

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Cantaloupe, Inc. Launches Innovative Smart Stores

New Cantaloupe Smart Stores Set the Standard for Reliability and Security in Self-Service Solutions

MALVERN, Pa.–(BUSINESS WIRE)–Cantaloupe, Inc. (Nasdaq: CTLP), a global leading provider of end-to-end technology solutions for self-service commerce, is launching its new Smart Store Series, including the Cantaloupe Smart Store 600 and 700 models. These advanced self-service retail solutions are designed to revolutionize the way food and beverage vendors, as well as broader retailers, address key challenges including labor shortages, theft and shrinkage, while maintaining a seamless and inclusive consumer experience.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20241210325855/en/

“We’ve heard from retailers about core customer and operational challenges, which encompass product accessibility, store locations, theft prevention and inventory management,” noted Jeff Dumbrell, chief revenue officer of Cantaloupe, Inc. “Our Smart Stores can solve all these issues in traditional retail environments (think of locked up razors and high-end beauty products), while extending retail brands into new footprints like airports and college campuses. Additionally, Smart Stores provide a more modern and secure alternative to traditional food and beverage vending machines.”

Retailers and vending operators who have already installed a Cantaloupe Smart Store emphasize the immediate benefits of the solution. “We at GALLS (parent company of U.S. Patriot) have been searching for a solution to offer our retail products more conveniently across military bases,” said Josh Sandhaus, vice president of Military Operations at GALLS. “The Smart Store 700 Duo has been a game changer for us, exceeding all expectations. We can stock a diverse range of retail products and reduce our labor costs while maintaining a high standard of security. We also create additional brand awareness with customized marketing wraps on each Smart Store. We’ve seen an incredibly positive response from our customers, who appreciate the on-demand access to products like caps, tape, headlamps, batteries, flashlights, notepads, socks and more. Because of its success, we plan to expand Smart Stores across all our U.S. Patriot locations.”

Ron Barrett, CEO of Barrett Vending located in Houston, Texas, said of his experience: “The Smart Store is the next great technology for vending. It has opened up entirely new sales opportunities for our business. We went from seeing 12% in theft at a micro market placed in a car dealership to 0% with the Smart Store 600 Quad. And the best part is the client loves it, from the way it works, to the modern look it provides their dealership.”

Cantaloupe’s Smart Stores offer a 24/7 self-service solution with advanced technology and security, designed for retailers, residential buildings, fitness centers, hotel pantries and more. The customer presents payment at the point-of-sale (POS) to unlock the unit, grab the item(s), which are added to their cart, then completes the purchase by pressing Pay and walking away. Available in the United States and Canada, and soon to be available in the UK and Mexico, the Cantaloupe Smart Store Series includes key features designed to enhance the consumer experience such as:

• State-of-the-Art Secure & Reliable Technology: The Smart Store uses weighted-shelves and cameras to monitor inventory and minimize shrinkage.
• Enhanced Customer Experience with Audio Assistance & Accessibility: The Smart Store offers touchscreens, audio help, and visual cues to ensure an accessible and seamless shopping experience.
• Turnkey Setup & Installation: Planograms and product restocking are easily updated through the POS or back-end portal with minimal effort.
• Flexibility to Scale Store Size & Product Mix: Operators can scale from one to four units and stock a variety of products, from clothing to sporting goods.
• Cantaloupe Platform Integrations: Smart Stores integrate with Cantaloupe’s platform for streamlined inventory management and reporting.

“By addressing core challenges such as theft and labor shortages, our new solutions not only protect our customers’ investments, but also open new revenue streams,” noted Dumbrell. “We’re excited to bring this reliable, inclusive technology to market and expand into adjacent verticals with a product that truly meets the needs of our customers.”

To learn more about Cantaloupe Smart Stores visit cantaloupe.com. To see the Cantaloupe Smart Stores in action, watch a Cantaloupe’s video here.

About Cantaloupe Inc.

Cantaloupe, Inc. (Nasdaq: CTLP), is a global technology leader powering self-service commerce. Cantaloupe offers a comprehensive suite of solutions including micro-payment processing, self-checkout kiosks, mobile ordering, connected point of sale systems, and enterprise cloud software. Handling more than a billion transactions annually, Cantaloupe’s solutions enhance operational efficiency and consumer engagement across sectors like food & beverage markets, smart automated retail, hospitality, entertainment venues and more. Committed to innovation, Cantaloupe drives advancements in digital payments and business optimization, serving over 30,000 customers in the U.S., U.K., EU countries, Australia, and Mexico. For more information, visit cantaloupe.com or follow us on LinkedIn, Twitter (X), Facebook, Instagram or YouTube.

Cashtag $CTLP

G-CTLP

View source version on businesswire.com: https://www.businesswire.com/news/home/20241210325855/en/

Jenifer Howard | 202-273-4246

[email protected]

[email protected]

KEYWORDS: Pennsylvania United States North America

INDUSTRY KEYWORDS: Consumer Electronics Retail Convenience Store Other Retail Technology Specialty Hardware

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Cantaloupe launches innovative Smart Stores to address key challenges including labor shortages, theft and shrinkage, while maintaining a seamless and inclusive consumer experience. Smart Stores work by unlocking after a customer presents payment at the point-of-sale (POS). The customer then grabs the item(s), which are added to their cart, then completes the purchase by pressing Pay and walking away.(Photo: Business Wire)

ImmunoPrecise Antibodies (IPA) Reports Financial Results and Recent Business Highlights for Second Quarter Fiscal Year 2025

Delivers $6.1 Million Q2 Revenue and Announces Strategic Plan to Reshape Biotech and AI-Driven Drug Discovery

VICTORIA, British Columbia–(BUSINESS WIRE)–
IMMUNOPRECISE ANTIBODIES LTD. (the “Company” or “IPA”) (NASDAQ: IPA), an AI-driven biotherapeutic research and technology company, today reported financial results for the second quarter (“Q2”) of its 2025 fiscal year (“FY25”), which ended October 31, 2024. All numbers are expressed in Canadian dollars, unless otherwise noted.

“This quarter marks a pivotal chapter for IPA as we unveil our cutting-edge in silico drug discovery tools, designed to revolutionize the landscape of novel therapeutic development. These advanced platforms offer unprecedented insights and precision, aimed at significantly reducing the time and cost associated with traditional drug discovery methods. By harnessing the power of data-driven analytics, we’re ushering in a new era of efficiency and innovation in the pharmaceutical industry. From our upcoming strategic relocation to Austin, Texas, to the continued progress with our LENS^ai™ platform and partnerships with world-class organizations like BioNTech and InterSystems, we have focused on driving meaningful impact in the biotech and life sciences sectors,” stated Dr. Jennifer Bath, President and CEO.

Second Quarter Corporate Update and Recent Business Highlights

• Corporate headquarters is relocating to Austin, Texas: Expanding IPA’s U.S. footprint in the heart of a thriving AI, biotech, and semiconductor ecosystem.

• Showcased LENS^ai Platform at AI-Driven Drug Discovery Summit USA 2024 and TECHday Highlighted unique AI capabilities for accelerating therapeutic antibody discovery.

• First public demonstration of five AI-driven LENS^ai analytical tools for use in drug discovery, development and optimization – demonstrating how LENS^ai’s unprecedented analytical tools transform the time and cost of novel drug discovery programs.

• IPA hosted fireside chat with guest Adam Root, Vice President and Head of Protein Sciences at Generate Biomedicines, live at the Boston AI-Driven Drug Discovery Summit USA 2024.

• The first annual TECHday hosted at InterSystems’ headquarters and featured a fireside chat with Jeff Fried, Director of Platform Strategy and Innovation at InterSystems, titled Disruptive Dialogue: Empowering Drug Discovery Through Seamless Data Integration and AI-Powered Insights. The discussion highlighted how smart search technology drives the LENS^ai platform, seamlessly integrated with the InterSystems IRIS platform to accelerate antibody discovery with greater speed, accuracy, and diversity.

• Achieved Breakthrough in ADC Cancer Research: Progressed TATX-112 program with antibodies targeting TrkB-expressing cells for next-generation ADC therapies.

• Entered into Material Transfer and Evaluation Agreement with Biotheus, now part of BioNTech, for the transfer of AI-enhanced bispecific antibody candidates for hypoxic solid tumors.

• Partnered with Mayo Clinic on anti-aging research: Developed antibodies targeting mitochondrial damage markers to advance understanding of neurodegenerative diseases such as Parkinson’s and Alzheimer’s.

• Announced clinical progress with IPA-generated rabbit monoclonal antibodies: Two novel antibodies developed using IPA’s B Cell Select ® platform advancing in clinical-stage programs.

• Achieved revenues of $6.1 million: Represents a 16% increase over the previous quarter with strong quarter over quarter growth achieved at each of our wet lab sites. BioStrand achieved $0.9 million to date with strong second quarter revenue of $0.4 million.

Second Quarter FY25 Financial Results

• Revenue: Total revenue was $6.1 million, compared to revenue of $6.1 million in fiscal year 2024 (“FY24”) Q2. Project revenue generated $5.4 million, including projects using IPA’s proprietary B Cell Select® platform and IPA’s proprietary LENS^ai platform, compared to $5.5 million in FY24 Q2. Product sales and cryostorage revenue were $0.7 million, compared to $0.6 million in FY24 Q2.
• Research & Development (R&D) Expenses: R&D expenses were $1.2 million, compared to $0.8 million in FY24 Q2, with the increase reflecting increased expenditures related to the build of the Company’s LENS^ai platform.
• Sales & Marketing (S&M) Expenses: S&M expenses were $1.2 million, compared to $0.9 million in FY24 Q2 and include S&M costs related to BioStrand LENS^ai.
• General & Administrative (G&A) Expenses: G&A expenses were $3.3 million, compared to $3.3 million in FY24 Q2.
• Net Loss: Net loss of $2.6 million, or $(0.09) per share on a basic and diluted basis, compared to a net loss of $2.4 million or $(0.10) on a basic and diluted basis in FY24 Q2.
• Liquidity: Cash totaled $3.6 million as of October 31, 2024, compared to $3.5 million as of April 30, 2024.

Conference Call and Webcast Details

The Company will host a live conference call and webcast to discuss these results and provide a corporate update on Tuesday, December 10, 2024, at 10:30AM ET.

The conference call will be webcast live and available for replay via a link provided in the Events section of the Company’s IR pages at https://ir.ipatherapeutics.com/events-and-presentations/default.aspx.

***Participant Dial-In Details***

Participants call one of the allocated dial-in numbers (below) and advise the Operator of either the Conference ID 3224490 or Conference Name.

USA / International Toll +1 (646) 307-1963

USA – Toll-Free (800) 715-9871

Canada – Toronto (647) 932-3411

Canada – Toll-Free (800) 715-9871

***Webcast Details***

Attendee URL:

https://events.q4inc.com/attendee/560160139

Please call the conference telephone number five minutes prior to the start time. An operator will register your name and organization.

Anyone listening to the call is encouraged to read the company’s periodic reports available on the company’s profile at www.sedarplus.com and www.sec.gov, including the discussion of risk factors and historical results of operations and financial condition in those reports.

About ImmunoPrecise Antibodies Ltd.

ImmunoPrecise Antibodies Ltd. is a biotechnology company that leverages multi-omics modeling and complex artificial intelligence through a series of proprietary and patented technologies. The Company owns an integrated end-to-end suite of capabilities to support the development of therapeutic antibodies and are known for solving very complex industry challenges. IPA has several subsidiaries in North America and Europe including entities such as Talem Therapeutics LLC, BioStrand BV, ImmunoPrecise Antibodies (Canada) Ltd. and ImmunoPrecise Antibodies (Europe) B.V. (collectively, the “IPA Family”).

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of applicable United States securities laws and Canadian securities laws. Forward-looking statements are often identified by the use of words such as “expects”, “estimates”, “intends”, “anticipates”, or “believes”, or variations of such words and phrases, or state that certain actions, events, or results “may”, “would”, “might”, or “will” be taken, occur, or be achieved. Forward-looking statements include, but are not limited to, statements relating to our expectations related to business operations, financial performance, results of operations, our expectations and guidance related to the success of our partnerships, the gross use of cash, our projected cash usage, needs, and runway, our technology development efforts and the application of those efforts, out-licensing and new client opportunities, strategic partnerships, expansion strategy, the efficacy and integration of new service and product offerings, our ability to market our platform technologies to potential partners, and our internal asset programs, and our ability to create long-term value for customers. Although the Company believes that we have a reasonable basis for each forward-looking statement, we caution you that these statements are based on a combination of facts and factors currently known by us and our expectations of the future, about which we cannot be certain. Actual future results may be materially different from what we expect due to factors largely outside our control, including risks and uncertainties related to market and other conditions and the impact of general economic, industry or political conditions in the United States, Canada or internationally. You should also consult our quarterly and annual filings with the Canadian and U.S. securities commissions for additional information on risks and uncertainties.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements stated herein to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Actual results could differ materially from those currently anticipated due to several factors and risks, as discussed in the Company’s Annual Report on Form 20-F for the year ended April 30, 2024 (which may be viewed on the Company’s SEDAR+ profile at www.sedarplus.ca and EDGAR profile at www.sec.gov/edgar). Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results, performance, or achievements may vary materially from those expressed or implied by the forward-looking statements contained in this release. Accordingly, readers should not place undue reliance on forward-looking statements contained in this release. The forward-looking statements contained in this release are made as of the date of this release and, accordingly, are subject to change after such date. The Company does not assume any obligation to update or revise any forward-looking statements, whether written or oral, that may be made from time to time by us or on our behalf, except as required by applicable law.

IMMUNOPRECISE ANTIBODIES LTD.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(Unaudited – Expressed in Canadian dollars)
				Three months ended October 31,								Six months ended October 31,
(in thousands, except share data)				2024 $				2023 $				2024 $				2023 $
REVENUE					6,125				6,150				11,388				11,837
COST OF SALES					2,688				3,196				5,595				6,090
GROSS PROFIT					3,437				2,954				5,793				5,747
EXPENSES
Research and development					1,155				835				2,797				1,781
Sales and marketing					1,237				921				1,955				1,984
General and administrative					3,273				3,308				7,436				7,295
Amortization of intangible assets					613				711				1,219				1,558
					6,278				5,775				13,407				12,618
Loss before other income (expenses) and income taxes					(2,841	)			(2,821	)			(7,614	)			(6,871	)
OTHER INCOME (EXPENSES)
Accretion					(3	)			(5	)			(5	)			(10	)
Grant income					22				16				168				299
Interest and other expense (income)					(117	)			10				(116	)			23
Unrealized foreign exchange loss (gain)					(120	)			209				(265	)			136
					(218	)			230				(218	)			448
Loss before income taxes					(3,059	)			(2,591	)			(7,832	)			(6,423	)
Income taxes					506				182				1,280				596
NET LOSS FOR THE PERIOD					(2,553	)			(2,409	)			(6,552	)			(5,827	)
OTHER COMPREHENSIVE INCOME (LOSS)
Items that will be reclassified subsequently to loss
Exchange difference on translating foreign operations					169				462				689				(708	)
COMPREHENSIVE LOSS FOR THE PERIOD					(2,384	)			(1,947	)			(5,863	)			(6,535	)
LOSS PER SHARE – BASIC AND DILUTED					(0.09	)			(0.10	)			(0.24	)			(0.23	)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING					28,132,055				25,050,260				27,481,210				25,050,260

IMMUNOPRECISE ANTIBODIES LTD.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(Unaudited – Expressed in Canadian dollars)
(in thousands)				October 31, 2024 $				April 30, 2024 $
ASSETS
Current assets
Cash					3,534				3,459
Amounts receivable, net					4,104				3,790
Tax receivable					267				414
Inventory					2,010				2,139
Unbilled revenue					932				277
Prepaid expenses					1,655				1,408
					12,502				11,487
Restricted cash					87				86
Deposit on equipment					490				475
Property and equipment					15,958				16,696
Intangible assets					23,007				23,557
Goodwill					7,919				7,687
Total assets					59,963				59,988
LIABILITIES
Current liabilities
Accounts payable and accrued liabilities					5,383				4,372
Deferred revenue					1,717				1,353
Income taxes payable					257				553
Leases					1,661				1,563
Deferred acquisition payments					298				284
Debentures, net					3,093				—
					12,409				8,125
Leases					11,669				12,118
Deferred income tax liability					3,208				4,067
Total liabilities					27,286				24,310
SHAREHOLDERS’ EQUITY
Share capital					122,313				119,773
Contributed surplus					12,709				12,387
Accumulated other comprehensive loss					2,767				2,078
Accumulated deficit					(105,112	)			(98,560	)
					32,677				35,678
Total liabilities and shareholders’ equity					59,963				59,988

IMMUNOPRECISE ANTIBODIES LTD.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six months ended October 31, 2024 and 2023
(Unaudited – Expressed in Canadian dollars)
(in thousands)				2024 $				2023 $
Operating activities:
Net loss for the period					(6,552	)			(5,826	)
Items not affecting cash:
Amortization and depreciation					2,810				2,847
Deferred income taxes					(975	)			(416	)
Accretion					5				10
Foreign exchange					(16	)			49
Gain on investment					266				—
Share-based expense					322				1,120
					(4,140	)			(2,216	)
Changes in non-cash working capital related to operations:
Amounts receivable					(259	)			(45	)
Inventory					172				(75	)
Unbilled revenue					(639	)			(429	)
Prepaid expenses					(220	)			150
Accounts payable and accrued liabilities					1,019				679
Sales and income taxes payable and receivable					(352	)			736
Deferred revenue					352				630
Net cash used in operating activities					(4,067	)			(570	)
Investing activities:
Purchases of property and equipment					(328	)			(435	)
Security deposit on leases					—				(49	)
Deferred acquisition payments					—				(146	)
Sale of QVQ Holdings BV shares					—				121
Net cash used in investing activities					(328	)			(509	)
Financing activities:
Proceeds on share issuance, net of transaction costs					1,507				—
Repayment of leases					(801	)			(715	)
Proceeds on debenture issuance, net of transaction costs					4,059				—
Net cash provided by (used in) financing activities					4,765				(715	)
Increase (decrease) in cash during the period					370				(1,794	)
Foreign exchange					(294	)			(468	)
Cash – beginning of the period					3,545				8,366
Cash – end of the period					3,621				6,104
Cash is comprised of:
Cash					3,534				6,017
Restricted cash					87				87
					3,621				6,104
Cash paid for interest					—				—
Cash paid for income tax					—				—

 

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INDUSTRY KEYWORDS: Software Biotechnology Pharmaceutical Health Artificial Intelligence Infectious Diseases Health Technology Technology

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