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Stellantis Reports Q1 2025 Consolidated Shipment Estimates of 1.2 Million Units Globally, -9% y-o-y - ForexTV

Stellantis Reports Q1 2025 Consolidated Shipment Estimates of 1.2 Million Units Globally, -9% y-o-y Commercial Recovery Efforts Drive Initial Rebound in EU30 Market Share vs. H2 2024, Stabilization in U.S. Retail Share AMSTERDAM, April 11, 2025 – Stellantis N.V. today published global quarterly consolidated shipment estimates and provided commentary on related business trends. The term “shipments” describes the volume of vehicles delivered to dealers, distributors, or directly from the Company to retail and fleet customers, which drive revenue recognition. Consolidated shipments for the three months ending March 31, 2025, were an estimated 1.2 million units, representing a 9% decline y-o-y, primarily reflecting lower North American production as a consequence of extended holiday downtime in January, and in Enlarged Europe due to the impacts of product transitions and lower light commercial vehicle (LCV) volumes. Commercial progress in the first quarter of 2025, included the launch of all new and refreshed models including the Citroën C3 Aircross, Opel Frontera, Fiat Grande Panda, Ram 2500 and 3500 heavy-duty trucks, helping to drive positive momentum in order intake, while maintaining normalized dealer inventory levels.                        In North America, Q1 shipments declined approximately 82 thousand units compared to the same period in 2024, representing a 20% y-o-y decline, mainly reflecting lower January production, a consequence of extended holiday downtime, as well as the initial ramp up of the updated 2025 Ram heavy duty trucks. Looking at U.S. sales performance, Jeep® Compass, Grand Cherokee and Ram 1500/2500 each saw volumes rise >10% y-o-y in Q1 2025. Also encouraging, March new retail orders were at the highest level since July 2023.Enlarged Europe Q1 shipments declined approximately 47 thousand units, representing a 8% y-o-y decline, two-thirds due to transition gaps in certain A and B-segment vehicles replacing prior-generation products discontinued at the end of H1 2024, and one-third from a decline in LCV volumes. Switching over to European sales performance, Q1 2025 EU30 market share was 17.3%, an increase of 1.9 percentage points compared to Q4 2024, reflecting in part the sales contributions of recent new product launches.Across Stellantis’ “Third Engine”, shipments grew collectively 13 thousand units, representing a 4% increase driven mainly by a 19% increase in South America, more than offsetting shipment declines in Middle East & Africa, China and India & Asia Pacific. Stellantis maintained its leadership in South America while benefiting from higher industry volumes, especially in Brazil and Argentina. In Middle East & Africa the 15% decline in shipments was mostly driven by the impact of import restrictions in Algeria, Tunisia and Egypt. (1)   Consolidated shipments only include shipments by Company’s consolidated subsidiaries, which represent new vehicles invoiced to third party (dealers/importers or final customers). Consolidated shipment volumes for Q1 2025 presented here are unaudited and may be adjusted. Final figures will be provided in our official revenue/shipments report. Analysts should interpret these numbers with the understanding that they are preliminary and subject to change. (2)   The “Third Engine” refers to the aggregation of the South America, Middle East & Africa and China and India & Asia Pacific segments for presentation purposes only. # # # About Stellantis Stellantis N.V. (NYSE: STLA / Euronext Milan: STLAM / Euronext Paris: STLAP) is a leading global automaker, dedicated to giving its customers the freedom to choose the way the move, embracing the latest technologies and creating value for all its stakeholders. Its unique portfolio of iconic and innovative brands includes Abarth, Alfa Romeo, Chrysler, Citroën, Dodge, DS Automobiles, FIAT, Jeep®, Lancia, Maserati, Opel, Peugeot, Ram, Vauxhall, Free2move and Leasys. For more information, visit www.stellantis.com. @StellantisStellantisStellantisStellantisFor more information, contact:investor.relations@stellantis.comcommunications@stellantis.comwww.stellantis.com  Safe harbor statement  This document contains forward looking statements. Statements regarding future financial performance and the Company’s expectations as to the achievement of certain targeted metrics, including revenues, industrial free cash flows, vehicle shipments, capital investments, research and development costs and other expenses at any future date or for any future period are forward-looking statements. These statements may include terms such as “may”, “will”, “expect”, “could”, “should”, “intend”, “estimate”, “anticipate”, “believe”, “remain”, “on track”, “design”, “target”, “objective”, “goal”, “forecast”, “projection”, “outlook”, “prospects”, “plan”, or similar terms. Forward-looking statements are not guarantees of future performance. Rather, they are based on the Company’s current state of knowledge, future expectations and projections about future events and are by their nature, subject to inherent risks and uncertainties. They relate to events and depend on circumstances that may or may not occur or exist in the future and, as such, undue reliance should not be placed on them. Actual results may differ materially from those expressed in forward-looking statements as a result of a variety of factors, including: the Company’s ability to launch new products successfully and to maintain vehicle shipment volumes; changes in the global financial markets, general economic environment and changes in demand for automotive products, which is subject to cyclicality; the Company’s ability to successfully manage the industry-wide transition from internal combustion engines to full electrification; the Company’s ability to offer innovative, attractive products and to develop, manufacture and sell vehicles with advanced features including enhanced electrification, connectivity and autonomous-driving characteristics; the Company’s ability to produce or procure electric batteries with competitive performance, cost and at required volumes; the Company’s ability to successfully launch new businesses and integrate acquisitions; a significant malfunction, disruption or security breach compromising information technology systems or the electronic control systems contained in the Company’s vehicles; exchange rate fluctuations, interest rate changes, credit risk and other market risks; increases in costs, disruptions of supply or shortages of raw materials, parts, components and systems used in the Company’s vehicles; changes in local economic and political conditions; changes in trade policy, the imposition of global and regional tariffs or tariffs targeted to the automotive industry, the enactment of tax reforms or other changes in tax laws and regulations; the level of governmental economic incentives available to support the adoption of battery electric vehicles; the impact of increasingly stringent regulations regarding fuel efficiency requirements and reduced greenhouse gas and tailpipe emissions; various types of claims, lawsuits, governmental investigations and other contingencies, including product liability and warranty claims and environmental claims, investigations and lawsuits; material operating expenditures in relation to compliance with environmental, health and safety regulations; the level of competition in the automotive industry, which may increase due to consolidation and new entrants; the Company’s ability to attract and retain experienced management and employees; exposure to shortfalls in the funding of the Company’s defined benefit pension plans; the Company’s ability to provide or arrange for access to adequate financing for dealers and retail customers and associated risks related to the operations of financial services companies; the Company’s ability to access funding to execute its business plan; the Company’s ability to realize anticipated benefits from joint venture arrangements; disruptions arising from political, social and economic instability; risks associated with the Company’s relationships with employees, dealers and suppliers; the Company’s ability to maintain effective internal controls over financial reporting; developments in labor and industrial relations and developments in applicable labor laws; earthquakes or other disasters; and other risks and uncertainties. Any forward-looking statements contained in this document speak only as of the date of this document and the Company disclaims any obligation to update or revise publicly forward-looking statements. Further information concerning the Company and its businesses, including factors that could materially affect the Company’s financial results, is included in the Company’s reports and filings with the U.S. Securities and Exchange Commission and AFM. Attachment EN-20250411-Stellantis-Q1-2025-Shipments-Estimates-Release

Magna Announces First Quarter 2025 Results - ForexTV

Comparing the first quarter of 2025 to the first quarter of 2024:  - Sales decreased 8% to $10.1 billion, as global light vehicle production decreased 3%, which included 8% and 5% declines in Europe and North America, respectively  - Diluted earnings per share of $0.52 and Adjusted diluted earnings per share of $0.78, compared to $0.03 and $1.08, respectivelyFirst quarter performance was broadly ahead of our expectations driven by strong incremental margins on better than anticipated vehicle productionReturned $187 million to shareholders through dividends and share repurchasesUpdated 2025 Outlook excludes potential impacts of tariffs including on light vehicle production,  full year 2025 range of net income attributable to shareholders unchanged AURORA, Ontario, May 02, 2025 (GLOBE NEWSWIRE) -- Magna International Inc. (TSX: MG; NYSE: MGA) today reported financial results for the first quarter ended March 31, 2025. Please click HERE for full first quarter MD&A and Financial Statements.  "Our operating results for the first quarter of 2025 exceeded our expectations, with strong incremental margins on better than anticipated vehicle production and, for the balance of the year, we remain confident in our ability to execute on variables within our control in a complex and uncertain industry environment. We are actively advancing several initiatives including operational excellence, restructuring, commercial recoveries, and reduced capital and engineering spending to mitigate the impact of tariffs. We remain focused on generating long-term free cash flow to invest for profitable growth and drive compelling capital return to shareholders."- Swamy Kotagiri, Magna’s Chief Executive Officer    THREE MONTHS ENDED   March 31, 2025 March 31, 2024Reported     Sales  $10,069  $10,970 Income from operations before income taxes  $225  $34 Net income attributable to Magna International Inc.  $146  $9 Diluted earnings per share  $0.52  $0.03 Non-GAAP Financial Measures(1)     Adjusted EBIT  $354  $469 Adjusted diluted earnings per share  $0.78  $1.08  All results are reported in millions of U.S. dollars, except per share figures, which are in U.S. dollars (1) Adjusted EBIT and Adjusted diluted earnings per share are Non-GAAP financial measures that have no standardized meaning under U.S. GAAP, and as a result may not be comparable to the calculation of similar measures by other companies. Further information and a reconciliation of these Non-GAAP financial measures is included in the back of this press release.    THREE MONTHS ENDED MARCH 31, 2025 We posted sales of $10.1 billion for the first quarter of 2025, a decrease of 8% from the first quarter of 2024. The lower sales largely reflects a 3% decrease in global light vehicle production, including 8% and 5% lower production in Europe and North America, respectively, partially offset by 2% higher production in China. In addition, sales were negatively impacted by lower complete vehicle assembly volumes, including as a result of the end of production of the Jaguar I-Pace and E-Pace, the end of production of certain programs and the net weakening of foreign currencies against the U.S. dollar. These were partially offset by the launch of new programs. Adjusted EBIT decreased to $354 million in the first quarter of 2025 compared to $469 million in the first quarter of 2024. This mainly reflects: reduced earnings on lower sales; andhigher net warranty costs associated with our seating business. These were partially offset by: higher net favourable commercial items;continued productivity and efficiency improvements; andlower net engineering costs, including spending related to our electrification and active safety businesses. During the first quarter of 2025, Other expense, net(2) and Amortization of acquired intangibles totaled $79 million (2023 - $384 million) and on an after-tax basis $73 million (2023 - $302 million). Income from operations before income taxes increased to $225 million for the first quarter of 2025 compared to $34 million in the first quarter of 2024. Excluding Other expense, net and Amortization of acquired intangibles from both periods, income from operations before income taxes decreased $114 million in the first quarter of 2025 compared to the first quarter of 2024, largely reflecting the decrease in Adjusted EBIT. Net income attributable to Magna International Inc. was $146 million for the first quarter of 2025 compared to $9 million in the first quarter of 2024. Excluding Other expense, net, after tax and Amortization of acquired intangibles from both periods, net income attributable to Magna International Inc. decreased $92 million in the first quarter of 2025 compared to the first quarter of 2024. Diluted earnings per share were $0.52 in the first quarter of 2025, compared to $0.03 in the comparable period. Adjusted diluted earnings per share were $0.78, compared to $1.08 for the first quarter of 2024. In the first quarter of 2025, we generated cash from operations before changes in operating assets and liabilities of $547 million and used $470 million in operating assets and liabilities. Investment activities for the first quarter of 2025 included $268 million in fixed asset additions, $148 million in investments, other assets and intangible assets, $4 million for business combinations and $1 million in private equity investments. RETURN OF CAPITAL TO SHAREHOLDERS During the three months ended March 31, 2025, we returned $187 million to shareholders, including $136 million in dividends and $51 million in share repurchases. Our Board of Directors declared a first quarter dividend of $0.485 per Common Share, payable on May 30, 2025 to shareholders of record as of the close of business on May 16, 2025. (2) Other expense, net is comprised of Fisker Inc. [“Fisker”] related impacts (restructuring and impairment of assembly and production assets, the impairment of Fisker warrants), revaluations of certain public company warrants and equity investments, and restructuring activities, during the three months ended March 31, 2024 & 2025. A reconciliation of these Non-GAAP financial measures is included in the back of this press release.    SEGMENT SUMMARY ($Millions)For the three months ended March 31,SalesAdjusted EBIT  2025   2024   Change   2025   2024   Change Body Exteriors & Structures$3,966  $4,429  $(463) $230  $298  $(68)Power & Vision 3,646   3,842   (196)  124   98   26 Seating Systems 1,312   1,455   (143)  (30)  52   (82)Complete Vehicles 1,276   1,383   (107)  44   27   17 Corporate and Other (131)  (139)  8   (14)  (6)  (8)Total Reportable Segments$10,069  $10,970  $(901) $354  $469  $(115)  For the three months ended March 31,Adjusted EBIT as a percentage of sales         2025         2024         Change Body Exteriors & Structures        5.8%        6.7%        (0.9)%Power & Vision        3.4%        2.6%        0.8%Seating Systems        (2.3)%        3.6%        (5.9)%Complete Vehicles        3.4%        2.0%        1.4%Consolidated Average        3.5%        4.3%        (0.8)%  For further details on our segment results, please see our Management's Discussion and Analysis of Results of Operations and Financial Position and our Interim Financial Statements. 2025 OUTLOOK We disclose a full-year Outlook annually in February with quarterly updates. The following Outlook is an update to our previous Outlook in February 2025. Updated 2025 Outlook Assumptions    Current Previous  Light Vehicle Production (millions of units)     North AmericaEuropeChina  15.016.630.2 15.116.629.7      Average Foreign exchange rates:     1 Canadian dollar equals1 euro equals  U.S. $0.714U.S. $1.111 U.S. $0.690U.S. $1.030       Light vehicle production assumptions reflect near-term original equipment manufacturer ["OEM"] production release information, including announced production downtime at certain OEM assembly facilities, but do not include the potential impact of tariffs and other trade measures on vehicle costs, vehicle affordability or consumer demand, nor the impact of these on vehicle production. Updated 2025 Outlook    Current PreviousSegment Sales     Body Exteriors & Structures Power & Vision Seating Systems Complete Vehicles  $15.9 - $16.5 billion$14.8 - $15.2 billion$5.3 - $5.6 billion$4.5 - $4.8 billion $15.7 - $16.3 billion$14.1 - $14.5 billion$5.3 - $5.6 billion$4.0 - $4.3 billionTotal Sales  $40.0 - $41.6 billion $38.6 - $40.2 billion      Adjusted EBIT Margin(3)(4)  5.1% - 5.6% 5.3% - 5.8%      Equity Income (included in EBIT)(4)  $65 - $95 million $60 - $90 million      Interest Expense, net  Approximately $210 million Approximately $210 million      Income Tax Rate(4)(5)  Approximately 26% Approximately 25%      Adjusted Net Income attributable to Magna(4)(6)  $1.3 - $1.5 billion $1.3 - $1.5 billion      Capital Spending  $1.7 - $1.8 billion Approximately $1.8 billion Notes:(3)  Adjusted EBIT Margin is the ratio of Adjusted EBIT to Total Sales. Refer to the reconciliation of Non-GAAP financial measures in the back of this press release for further information(4) Excludes unmitigated incremental tariff costs (5)  The Income Tax Rate has been calculated using Adjusted EBIT and is based on current tax legislation  (6)  Adjusted Net Income attributable to Magna represents Net Income excluding Other expense, net and Amortization of acquired intangible assets, net of tax    Our Outlook is intended to provide information about management's current expectations and plans and may not be appropriate for other purposes. Although considered reasonable by Magna as of the date of this document, the 2025 Outlook above and the underlying assumptions may prove to be inaccurate. Accordingly, our actual results could differ materially from our expectations as set forth herein. The risks identified in the “Forward-Looking Statements” section below represent the primary factors which we believe could cause actual results to differ materially from our expectations. KEY DRIVERS OF OUR BUSINESS Our business and operating results are dependent on light vehicle production by our customers in three key regions – North America, Europe, and China. While we supply systems and components to many OEMs globally, we do not supply systems and components for every vehicle, nor is the value of our content consistent from one vehicle to the next. As a result, customer and program mix relative to market trends, as well as the value of our content on specific vehicle production programs, are also important drivers of our results. Ordinarily, OEM production volumes are aligned with vehicle sales levels and thus affected by changes in such levels. Aside from vehicle sales levels, production volumes are typically impacted by a range of factors, including: OEM, supplier or sub-supplier disruptions; free trade arrangements and tariffs; relative currency values; commodities prices; supply chains and infrastructure; labour disruptions and the availability and relative cost of skilled labour; regulatory frameworks; and other factors. Overall vehicle sales levels are significantly affected by changes in consumer confidence levels, which may in turn be impacted by consumer perceptions and general trends related to the job, housing, and stock markets, as well as other macroeconomic and political factors. Other factors which typically impact vehicle sales levels and thus production volumes include: vehicle affordability; interest rates and/or availability of credit; fuel and energy prices; relative currency values; uncertainty as to the pace of EV adoption; and other factors. NON-GAAP FINANCIAL MEASURES RECONCILIATION In addition to the financial results reported in accordance with U.S. GAAP, this press release contains references to the Non-GAAP financial measures reconciled below. We believe the Non-GAAP financial measures used in this press release are useful to both management and investors in their analysis of the Company’s financial position and results of operations, and to improve comparability between fiscal periods. In particular, management believes that Adjusted EBIT and Adjusted diluted earnings per share are useful measures in assessing the Company’s financial performance by excluding certain items that are not indicative of the Company's core operating performance. The presentation of Non-GAAP financial measures should not be considered in isolation, or as a substitute for the Company’s related financial results prepared in accordance with U.S. GAAP. Adjusted EBIT   For the three months ended March 31,  2025   2024     Net Income$153  $26 Add:   Amortization of acquired intangible assets 26   28 Interest expense, net 50   51 Other expense, net 53   356 Income taxes 72   8 Adjusted EBIT$354  $469  Adjusted EBIT as a percentage of sales ("Adjusted EBIT Margin")     For the three months ended March 31,  2025   2024     Sales$10,069  $10,970 Adjusted EBIT$354  $469 Adjusted EBIT as a percentage of sales 3.5%  4.3%    Adjusted diluted earnings per share   For the three months ended March 31,  2025   2024     Net income attributable to Magna International Inc.$146  $9 Add (deduct):   Amortization of acquired intangible assets 26   28 Other expense, net 53   356 Tax effect on Amortization of acquired intangible assets       and Other expense, net (6)  (82)Adjusted net income attributable to Magna International Inc.$219  $311 Diluted weighted average number of Common Shares outstanding during the period (millions): 282.0   287.1 Adjusted diluted earnings per share$0.78  $1.08   Certain of the forward-looking financial measures above are provided on a Non-GAAP basis. We do not provide a reconciliation of such forward-looking measures to the most directly comparable financial measures calculated and presented in accordance with U.S. GAAP. To do so would be potentially misleading and not practical given the difficulty of projecting items that are not reflective of on-going operations in any future period. The magnitude of these items, however, may be significant. This press release together with our Management’s Discussion and Analysis of Results of Operations and Financial Position and our Interim Financial Statements are available in the Investor Relations section of our website at www.magna.com/company/investors and filed electronically through the System for Electronic Document Analysis and Retrieval + (SEDAR+) which can be accessed at http://www.sedarplus.ca as well as on the United States Securities and Exchange Commission’s Electronic Data Gathering, Analysis and Retrieval System (EDGAR), which can be accessed at www.sec.gov. We will hold a conference call for interested analysts and shareholders to discuss our first quarter ended March 31, 2025 results on Friday, May 2, 2025 at 8:00 a.m. ET. The conference call will be chaired by Swamy Kotagiri, Chief Executive Officer. The number to use for this call from North America is 1-800-715-9871. International callers should use 1-646-307-1963. Please call in at least 10 minutes prior to the call start time. We will also webcast the conference call at www.magna.com. The slide presentation accompanying the conference call as well as our financial review summary will be available on our website Friday prior to the call. INVESTOR CONTACTLouis Tonelli, Vice-President, Investor Relations louis.tonelli@magna.com │ 905.726.7035 MEDIA CONTACT Tracy Fuerst, Vice-President, Corporate Communications & PR tracy.fuerst@magna.com │ 248.761.7004 TELECONFERENCE CONTACTNancy Hansford, Executive Assistant, Investor Relations nancy.hansford@magna.com │ 905.726.7108 OUR BUSINESS(7)Magna is more than one of the world’s largest suppliers in the automotive space. We are a mobility technology company built to innovate, with a global, entrepreneurial-minded team of approximately 167,000(8) employees across 342 manufacturing operations and 103 product development, engineering and sales centres spanning 28 countries. With 65+ years of expertise, our ecosystem of interconnected products combined with our complete vehicle expertise uniquely positions us to advance mobility in an expanded transportation landscape.  For further information about Magna (NYSE:MGA; TSX:MG), please visit www.magna.com or follow us on social. (7) Manufacturing operations, product development, engineering and sales centres include certain operations accounted for under the equity method.(8) Number of employees includes approximately 155,000 employees at our wholly owned or controlled entities and over 12,000 employees at certain operations accounted for under the equity method.    FORWARD-LOOKING STATEMENTS Certain statements in this press release constitute "forward-looking information" or "forward-looking statements" (collectively, "forward-looking statements"). Any such forward-looking statements are intended to provide information about management's current expectations and plans and may not be appropriate for other purposes. Forward-looking statements may include financial and other projections, as well as statements regarding our future plans, strategic objectives or economic performance, or the assumptions underlying any of the foregoing, and other statements that are not recitations of historical fact. We use words such as "may", "would", "could", "should", "will", "likely", "expect", "anticipate", "assume", "believe", "intend", "plan", "aim", "forecast", "outlook", "project", "potential", "estimate", "target" and similar expressions suggesting future outcomes or events to identify forward-looking statements. The following table identifies the material forward-looking statements contained in this document, together with the material potential risks that we currently believe could cause actual results to differ materially from such forward-looking statements. Readers should also consider all of the risk factors which follow below the table: Material Forward-Looking StatementMaterial Potential Risks Related to Applicable Forward-Looking StatementLight Vehicle Production Light vehicle sales levels, including due to: A decline in consumer confidenceEconomic uncertaintyElevated interest rates and availability of consumer creditDeteriorating vehicle affordability Tariffs and/or other actions that erode free trade agreementsProduction deferrals, cancellations and volume reductionsProduction and supply disruptionsCommodities pricesAvailability and relative cost of skilled labour Total SalesSegment Sales Same risks as for Light Vehicle Production aboveAlignment of our product mix with production demandCustomer concentrationUncertain pace of EV adoption. Including North American electric vehicle program deferrals, cancellations and volume reductionsShifts in market shares among vehicles or vehicle segmentsShifts in consumer "take rates" for products we sellRelative currency values Adjusted EBIT MarginNet Income Attributable to Magna Same risks as for Total Sales and Segment Sales aboveExecution of critical program launchesOperational underperformanceProduct warranty/recall risksProduction inefficienciesUnmitigated incremental tariff costsRestructuring costs and/or impairment chargesInflationAbility to secure planned cost recoveries from our customers and/or otherwise offset higher input costsPrice concessionsRisks of conducting business with newer EV-focused OEMsCommodity cost volatilityScrap steel price volatilityTax risks Equity Income Same risks as Adjusted EBIT Margin and Net Income Attributable to MagnaRisks related to conducting business through joint venturesRisks of doing business in foreign marketsLegal and regulatory proceedingsChanges in law Forward-looking statements are based on information currently available to us and are based on assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances. While we believe we have a reasonable basis for making any such forward-looking statements, they are not a guarantee of future performance or outcomes. In addition to the factors in the table above, whether actual results and developments conform to our expectations and predictions is subject to a number of risks, assumptions, and uncertainties, many of which are beyond our control, and the effects of which can be difficult to predict, including, without limitation: Macroeconomic, Geopolitical and Other Risks unpredictable tariff and trade environment;trade disputes and threats to free trade agreements;consumer confidence levels;increasing economic uncertainty;interest rates and availability of consumer credit;geopolitical risks; Risks Related to the Automotive Industry program deferrals, cancellations and volume reductions;economic cyclicality;regional production volume declines;deteriorating vehicle affordability;uncertain pace of EV adoption, including North American electric vehicle program deferrals, cancellations and volume reductions;intense competition; Strategic Risks planning and forecasting challenges;evolution of the vehicle;evolving business risk profile;technology and innovation;investments in mobility and technology companies; Customer-Related Risks customer concentration;market shifts;growth of EV-focused OEMs;risks of conducting business with newer EV-focused OEMs;dependence on outsourcing;customer cooperation and consolidation;consumer take rate shifts;customer purchase orders;potential OEM production-related disruptions; Supply Chain Risks supply base;supplier claims;supply chain disruptions;regional energy supply and pricing; Manufacturing/Operational Risks product launch;operational underperformance;restructuring costs;impairments;skilled labour attraction/retention;leadership expertise and succession; Pricing Risks quote/pricing assumptions;customer pricing pressure/contractual arrangements;commodity cost volatility;scrap steel/aluminum price volatility; Warranty/Recall Risks repair/replace costs;warranty provisions;product liability; Climate Change Risks transition risks and physical risks;strategic and other risks; IT Security/Cybersecurity Risks IT/cybersecurity breach;product cybersecurity; Acquisition Risks inherent merger and acquisition risks;acquisition integration and synergies; Other Business Risks joint ventures;intellectual property;risks of doing business in foreign markets;relative foreign exchange rates;pension risks;tax risks;returns on capital investments;financial flexibility;credit ratings changes;stock price fluctuation; Legal, Regulatory and Other Risks legal and regulatory proceedings;changes in laws; andenvironmental compliance. In evaluating forward-looking statements or forward-looking information, we caution readers not to place undue reliance on any forward-looking statement. Additionally, readers should specifically consider the various factors which could cause actual events or results to differ materially from those indicated by such forward-looking statements, including the risks, assumptions and uncertainties above which are: discussed under the "Industry Trends and Risks" heading of our Management’s Discussion and Analysis; andset out in our Annual Information Form filed with securities commissions in Canada, our annual report on Form 40-F with the United States Securities and Exchange commission, and subsequent filings. Readers should also consider discussion of our risk mitigation activities with respect to certain risk factors, which can be also found in our Annual Information Form. Additional information about Magna, including our Annual Information Form, is available through the System for Electronic Data Analysis and Retrieval + (SEDAR+) at www.sedarplus.ca, as well as on the United States Securities and Exchange Commission's Electronic Data Gathering, Analysis and Retrieval System (EDGAR), which can be accessed at www.sec.gov. A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/68b66606-deed-422d-8ad3-814421a488cd

Magna Announces Second Quarter 2025 Results - ForexTV

Strong second quarter performance reflected disciplined execution and operational excellenceComparing the second quarter of 2025 to the second quarter of 2024: Sales decreased 3% to $10.6 billion, as light vehicle production declined 6% and 2% in North America and Europe, respectivelyIncome from operations before income taxes increased 16% to $496 millionAdjusted EBIT increased 1% to $583 million and Adjusted EBIT margin improved 20 basis points to 5.5%Diluted earnings per share of $1.35 and Adjusted diluted earnings per share of $1.44 increased 24% and 7%, respectively Returned $324 million to shareholders in dividends and share repurchases in the first half of 2025, including $137 million in dividends during the second quarterUpdated 2025 outlook, including increases to Total Sales, Adjusted EBIT Margin, and Adjusted Net Income attributable to Magna AURORA, Ontario, Aug. 01, 2025 (GLOBE NEWSWIRE) -- Magna International Inc. (TSX: MG; NYSE: MGA) today reported financial results for the second quarter ended June 30, 2025. Please click HERE for full second quarter MD&A and Financial Statements.   "Our strong operating results for the second quarter of 2025 exceeded our expectations and reflect continued execution on our performance initiatives, including operational excellence, restructuring, commercial recoveries, and reduced capital and engineering spending.Looking ahead, our updated 2025 Outlook indicates that we are on track for further solid execution in the second half of 2025, despite ongoing industry headwinds including soft volumes in North America and Europe and continued trade policy uncertainty.”- Swamy Kotagiri, Magna’s Chief Executive Officer   THREE MONTHS ENDEDJUNE 30, SIX MONTHS ENDEDJUNE 30,   2025   2024   2025   2024 Reported                 Sales $10,631  $10,958  $20,700  $21,928 Income from operations before income taxes $496  $427  $721  $461 Net Income attributable to Magna International Inc. $379  $313  $525  $322 Diluted earnings per share $1.35  $1.09  $1.86  $1.12          Non-GAAP Financial Measures(1)        Adjusted EBIT $583  $577  $937  $1,046 Adjusted diluted earnings per share $1.44  $1.35  $2.22  $2.44  All results are reported in millions of U.S. dollars, except per share figures, which are in U.S. dollars(1)Adjusted EBIT and Adjusted diluted earnings per share are Non-GAAP financial measures that have no standardized meaning under U.S. GAAP, and as a result may not be comparable to the calculation of similar measures by other companies. Further information and a reconciliation of these Non-GAAP financial measures is included in the back of this press release.   THREE MONTHS ENDED JUNE 30, 2025 We posted sales of $10.6 billion for the second quarter of 2025, a decrease of 3% from the second quarter of 2024. The lower sales largely reflects: 6% and 2% lower light vehicle production in North America and Europe, respectively;lower complete vehicle assembly volumes, substantially due to the end of production of the Jaguar I-Pace and E-Pace; andthe end of production of certain programs. These factors were partially offset by: the launch of new programs; andthe net strengthening of foreign currencies against the U.S. dollar. Adjusted EBIT increased to $583 million in the second quarter of 2025 compared to $577 million in the second quarter of 2024. This mainly reflects: continued productivity and efficiency improvements, including the benefit of our operational excellence initiatives and restructuring activities in prior periods; andhigher equity income. These were partially offset by: higher tariff costs;commercial items in the second quarters of 2025 and 2024, which have a net unfavourable impact on a year-over-year basis; andreduced earnings on lower sales. During the second quarter of 2025, Other expense, net(2) and Amortization of acquired intangibles totaled $35 million (2024 - $96 million) and on an after-tax basis $28 million (2024 - $76 million). Income from operations before income taxes increased to $496 million for the second quarter of 2025 compared to $427 million in the second quarter of 2024. Excluding Other expense, net and Amortization of acquired intangibles from both periods, income from operations before income taxes increased $8 million in the second quarter of 2025 compared to the second quarter of 2024, largely reflecting the increase in Adjusted EBIT. Net income attributable to Magna International Inc. was $379 million for the second quarter of 2025 compared to $313 million in the second quarter of 2024. Excluding Other expense, net, after tax and Amortization of acquired intangibles from both periods, net income attributable to Magna International Inc. increased $18 million in the second quarter of 2025 compared to the second quarter of 2024. Diluted earnings per share were $1.35 in the second quarter of 2025, compared to $1.09 in the comparable period. Adjusted diluted earnings per share were $1.44, compared to $1.35 for the second quarter of 2024. In the second quarter of 2025, we generated cash from operations before changes in operating assets and liabilities of $762 million and used $135 million in operating assets and liabilities. Investment activities for the second quarter of 2025 included $246 million in fixed asset additions, $94 million in investments, other assets and intangible assets, and $3 million in private equity investments. (2)Other expense, net is comprised of restructuring activities, revaluations of certain public and private equity investments, and gain on sales of public equity investments, during the three months ended June 30, 2024 & 2025. A reconciliation of these Non-GAAP financial measures is included in the back of this press release. SIX MONTHS ENDED JUNE 30, 2025 We posted sales of $20.7 billion for the six months ended June 30, 2025, compared to $21.9 billion for the six months ended June 30, 2024. The lower sales largely reflects: 7% and 4% lower light vehicle production in North America and Europe, respectively; lower complete vehicle assembly volumes, substantially due to the end of production of the Jaguar I-Pace and E-Pace; andthe end of production of certain programs. These were partially offset by the launch of new programs. Adjusted EBIT decreased to $937 million for the six months ended June 30, 2025 compared to $1,046 million for six months ended June 30, 2024 primarily due to: reduced earnings on lower sales; andhigher tariff costs. These were partially offset by: continued productivity and efficiency improvements, including the benefit of our operational excellence initiatives and restructuring activities in prior periods; andcommercial items in the first six months of 2025 and 2024, which had a net favourable impact on a year-over-year basis. During the six months ended June 30, 2025, income from operations before income taxes was $721 million, net income attributable to Magna International Inc. was $525 million and diluted earnings per share were $1.86, increases of $260 million, $203 million, and $0.74, respectively, each compared to the six months ended June 30, 2024. During the six months ended June 30, 2025, diluted earnings per share were $1.86, compared to $1.12 in the six months ended June 30, 2024. Adjusted diluted earnings per share were $2.22, compared to $2.44 for the six months ended June 30, 2024.  During the six months ended June 30, 2025, we generated cash from operations before changes in operating assets and liabilities of $1.31 billion and used $605 million in operating assets and liabilities. Investment activities included $514 million in fixed asset additions, a $242 million increase in investments, other assets and intangible assets, and $4 million in public and private equity investments. RETURN OF CAPITAL TO SHAREHOLDERS During the three months ended June 30, 2025, we paid $137 million in dividends to shareholders. Our Board of Directors declared a second quarter dividend of $0.485 per Common Share, payable on August 29, 2025 to shareholders of record as of the close of business on August 15, 2025. SEGMENT SUMMARY ($Millions)THREE MONTHS ENDED JUNE 30,Sales Adjusted EBIT  2025  2024  Change   2025  2024  Change Body Exteriors & Structures$4,253 $4,465 $(212) $347 $341 $6 Power & Vision 3,857  3,926  (69)  162  198  (36)Seating Systems 1,433  1,455  (22)  42  53  (11)Complete Vehicles 1,226  1,242  (16)  28  20  8 Corporate and Other (138) (130) (8)  4  (35) 39 Total Reportable Segments$10,631 $10,958 $(327) $583 $577 $6    THREE MONTHS ENDED JUNE 30,  Adjusted EBIT as a percentage of sales     2025 2024 Change Body Exteriors & Structures    8.2%7.6%0.6%Power & Vision    4.2%5.0%(0.8)%Seating Systems    2.9%3.6%(0.7)%Complete Vehicles    2.3%1.6%0.7%Consolidated Average    5.5%5.3%0.2% ($Millions)SIX MONTHS ENDED JUNE 30,Sales Adjusted EBIT  2025  2024  Change   2025  2024  Change Body Exteriors & Structures$8,219 $8,894 $(675) $577 $639 $(62)Power & Vision 7,503  7,768  (265)  286  296  (10)Seating Systems 2,745  2,910  (165)  12  105  (93)Complete Vehicles 2,502  2,625  (123)  72  47  25 Corporate and Other (269) (269) –   (10) (41) 31 Total Reportable Segments$20,700 $21,928 $(1,288) $937 $1,046 $(109)   SIX MONTHS ENDED JUNE 30,   Adjusted EBIT as a percentage of sales     2025 2024 Change Body Exteriors & Structures    7.0%7.2%(0.2)%Power & Vision    3.8%3.8%– Seating Systems    0.4%3.6%(3.2)%Complete Vehicles    2.9%1.8%1.1%Consolidated Average    4.5 %4.8%(0.1)% For further details on our segment results, please see our Management's Discussion and Analysis of Results of Operations and Financial Position and our Interim Financial Statements. 2025 OUTLOOK We disclose a full-year Outlook annually in February with quarterly updates. The following Outlook is an update to our previous Outlook in May 2025. Updated 2025 Outlook Assumptions    Current PreviousLight Vehicle Production (millions of units)        North America        Europe        China  14.716.630.8 15.016.630.2      Average Foreign exchange rates:1 Canadian dollar equals1 euro equals  U.S. $0.715U.S. $1.127 U.S. $0.714U.S. $1.111 Light vehicle production assumptions reflect near-term original equipment manufacturer ["OEM"] production release information, including announced production downtime at certain OEM assembly facilities, but do not include the potential impact of tariffs and other trade measures on vehicle costs, vehicle affordability or consumer demand, nor the impact of these on vehicle production. Updated 2025 Outlook    Current PreviousSegment Sales        Body Exteriors & Structures         Power & Vision         Seating Systems         Complete Vehicles  $16.0 - $16.6 billion$14.9 - $15.3 billion$5.4 - $5.7 billion$4.6 - $4.9 billion $15.9 - $16.5 billion$14.8 - $15.2 billion$5.3 - $5.6 billion$4.5 - $4.8 billionTotal Sales  $40.4 - $42.0 billion $40.0 - $41.6 billion      Adjusted EBIT Margin(3)  5.2% - 5.6% 5.1% - 5.6%      Equity Income (included in EBIT)  $75 - $105 million $65 - $95 million      Interest Expense, net  Approximately $210 million Approximately $210 million      Income Tax Rate(4)  Approximately 25% Approximately 26%      Adjusted Net Income attributable to Magna(5) $1.35 - $1.55 billion $1.3 - $1.5 billion      Capital Spending  $1.6 - $1.7 billion $1.7 - $1.8 billion Notes(3)Adjusted EBIT Margin is the ratio of Adjusted EBIT to Total Sales. Refer to the reconciliation of Non-GAAP financial measures in the back of this press release for further information(4)The Income Tax Rate has been calculated using Adjusted EBIT and is based on current tax legislation(5)Adjusted Net Income attributable to Magna represents Net Income excluding Other expense, net and Amortization of acquired intangible assets, net of tax Our Outlook is intended to provide information about management's current expectations and plans and may not be appropriate for other purposes. Although considered reasonable by Magna as of the date of this document, the 2025 Outlook above and the underlying assumptions may prove to be inaccurate. Accordingly, our actual results could differ materially from our expectations as set forth herein. The risks identified in the “Forward-Looking Statements” section below represent the primary factors which we believe could cause actual results to differ materially from our expectations. KEY DRIVERS OF OUR BUSINESS Our business and operating results are dependent on light vehicle production by our customers in three key regions – North America, Europe, and China. While we supply systems and components to many OEMs globally, we do not supply systems and components for every vehicle, nor is the value of our content consistent from one vehicle to the next. As a result, customer and program mix relative to market trends, as well as the value of our content on specific vehicle production programs, are also important drivers of our results. Ordinarily, OEM production volumes are aligned with vehicle sales levels and thus affected by changes in such levels. Aside from vehicle sales levels, production volumes are typically impacted by a range of factors, including: OEM, supplier or sub-supplier disruptions; free trade arrangements and tariffs; relative currency values; commodities prices; supply chains and infrastructure; labour disruptions and the availability and relative cost of skilled labour; regulatory frameworks; and other factors. Overall vehicle sales levels are significantly affected by changes in consumer confidence levels, which may in turn be impacted by consumer perceptions and general trends related to the job, housing, and stock markets, as well as other macroeconomic and political factors. Other factors which typically impact vehicle sales levels and thus production volumes include: vehicle affordability; interest rates and/or availability of credit; fuel and energy prices; relative currency values; uncertainty as to the pace of EV adoption; and other factors. NON-GAAP FINANCIAL MEASURES RECONCILIATION In addition to the financial results reported in accordance with U.S. GAAP, this press release contains references to the Non-GAAP financial measures reconciled below. We believe the Non-GAAP financial measures used in this press release are useful to both management and investors in their analysis of the Company’s financial position and results of operations, and to improve comparability between fiscal periods. In particular, management believes that Adjusted EBIT and Adjusted diluted earnings per share are useful measures in assessing the Company’s financial performance by excluding certain items that are not indicative of the Company's core operating performance. The presentation of Non-GAAP financial measures should not be considered in isolation, or as a substitute for the Company’s related financial results prepared in accordance with U.S. GAAP. The following table reconciles Net income to Adjusted EBIT: Adjusted EBIT       THREE MONTHS ENDEDJUNE 30, SIX MONTHS ENDEDJUNE 30,   2025   2024   2025   2024                            Net income $394  $328  $547  $354 Add:        Amortization of acquired intangible assets  29   28   55   56 Interest expense, net  52   54   102   105 Other expense, net  6   68   59   424 Income taxes  102   99   174   107 Adjusted EBIT $583  $577  $937  $1,046   Adjusted EBIT as a percentage of sales (“Adjusted EBIT margin”)         THREE MONTHS ENDEDJUNE 30, SIX MONTHS ENDEDJUNE 30,   2025   2024   2025   2024          Sales $10,631  $10,958  $20,700  $21,928 Adjusted EBIT $583  $577  $937  $1,046 Adjusted EBIT as a percentage of sales  5.5%  5.3%  4.5%  4.8%         Adjusted diluted earnings per share  THREE MONTHS ENDEDJUNE 30, SIX MONTHS ENDEDJUNE 30,   2025   2024   2025   2024          Net income attributable to Magna International Inc. $379  $313  $525  $322 Add (deduct):        Amortization of acquired intangible assets  29   28   55   56 Other expense, net  6   68   59   424 Tax effect on Amortization of acquired intangible assets and Other expense, net  (7)  (20)  (13)  (102)Adjusted net income attributable to Magna International Inc. $407  $389  $626  $700 Diluted weighted average number of Common Shares outstanding during the period (millions):  281.7   287.3   281.9   287.2 Adjusted diluted earnings per share $1.44  $1.35  $2.22  $2.44  Certain of the forward-looking financial measures above are provided on a Non-GAAP basis. We do not provide a reconciliation of such forward-looking measures to the most directly comparable financial measures calculated and presented in accordance with U.S. GAAP. To do so would be potentially misleading and not practical given the difficulty of projecting items that are not reflective of ongoing operations in any future period. The magnitude of these items, however, may be significant. This press release together with our Management’s Discussion and Analysis of Results of Operations and Financial Position and our Interim Financial Statements are available in the Investor Relations section of our website at www.magna.com/company/investors and filed electronically through the System for Electronic Document Analysis and Retrieval + (SEDAR+) which can be accessed at www.sedarplus.ca as well as on the United States Securities and Exchange Commission’s Electronic Data Gathering, Analysis and Retrieval System (EDGAR), which can be accessed at www.sec.gov. We will hold a conference call for interested analysts and shareholders to discuss our second quarter ended June 30, 2025 results on Friday, August 1, 2025 at 8:00 a.m. ET. The conference call will be chaired by Swamy Kotagiri, Chief Executive Officer. The number to use for this call from North America is 1-800-715-9871. International callers should use 1-646-307-1963. Please call in at least 10 minutes prior to the call start time. We will also webcast the conference call at www.magna.com. The slide presentation accompanying the conference call as well as our financial review summary will be available on our website Friday prior to the call. INVESTOR CONTACTLouis Tonelli, Vice-President, Investor Relations louis.tonelli@magna.com │ 905.726.7035 MEDIA CONTACT Tracy Fuerst, Vice-President, Corporate Communications & PR tracy.fuerst@magna.com │ 248.761.7004 TELECONFERENCE CONTACTNancy Hansford, Executive Assistant, Investor Relations nancy.hansford@magna.com │ 905.726.7108 OUR BUSINESS(6)Magna is more than one of the world’s largest suppliers in the automotive space. We are a mobility technology company built to innovate, with a global, entrepreneurial-minded team of approximately 164,000(7) employees across 338 manufacturing operations and 106 product development, engineering and sales centres spanning 28 countries. With 65+ years of expertise, our ecosystem of interconnected products combined with our complete vehicle expertise uniquely positions us to advance mobility in an expanded transportation landscape.  For further information about Magna (NYSE:MGA; TSX:MG), please visit www.magna.com or follow us on social.  (6)Manufacturing operations, product development, engineering and sales centres include certain operations accounted for under the equity method.(7)Number of employees includes approximately 152,000 employees at our wholly owned or controlled entities and over 12,000 employees at certain operations accounted for under the equity method. FORWARD-LOOKING STATEMENTS Certain statements in this press release constitute "forward-looking information" or "forward-looking statements" (collectively, "forward-looking statements"). Any such forward-looking statements are intended to provide information about management's current expectations and plans and may not be appropriate for other purposes. Forward-looking statements may include financial and other projections, as well as statements regarding our future plans, strategic objectives or economic performance, or the assumptions underlying any of the foregoing, and other statements that are not recitations of historical fact. We use words such as "may", "would", "could", "should", "will", "likely", "expect", "anticipate", "assume", "believe", "intend", "plan", "aim", "forecast", "outlook", "project", "potential", "estimate", "target" and similar expressions suggesting future outcomes or events to identify forward-looking statements. The following table identifies the material forward-looking statements contained in this document, together with the material potential risks that we currently believe could cause actual results to differ materially from such forward-looking statements. Readers should also consider all of the risk factors which follow below the table: Material Forward-Looking StatementMaterial Potential Risks Related to Applicable Forward-Looking StatementLight Vehicle Production Light vehicle sales levels, including due to: A decline in consumer confidenceEconomic uncertaintyElevated interest rates and availability of consumer creditDeteriorating vehicle affordability Tariffs and/or other actions that erode free trade agreementsProduction deferrals, cancellations and volume reductionsProduction and supply disruptionsCommodities pricesAvailability and relative cost of skilled labour Total SalesSegment Sales Same risks as for Light Vehicle Production aboveAlignment of our product mix with production demandCustomer concentrationUncertain pace of EV adoption. Including North American electric vehicle program deferrals, cancellations and volume reductions and growth with EV-focused OEMs, particularly Chinese OEMsShifts in market shares among vehicles or vehicle segmentsShifts in consumer "take rates" for products we sellRelative currency values Adjusted EBIT MarginNet Income Attributable to Magna Same risks as for Total Sales and Segment Sales aboveExecution of critical program launchesOperational underperformanceProduct warranty/recall risksProduction inefficienciesUnmitigated incremental tariff costsRestructuring costs and/or impairment charges, including due to the ‘reshoring’ of production to the U.S.InflationAbility to secure planned cost recoveries from our customers and/or otherwise offset higher input costsPrice concessionsRisks of conducting business with newer EV-focused OEMsCommodity cost volatilityScrap steel price volatilityTax risks, including our dispute with the Mexican tax authority regarding VAT Equity Income Same risks as Adjusted EBIT Margin and Net Income Attributable to MagnaRisks related to conducting business through joint venturesRisks of doing business in foreign marketsLegal and regulatory proceedingsChanges in law Forward-looking statements are based on information currently available to us and are based on assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances. While we believe we have a reasonable basis for making any such forward-looking statements, they are not a guarantee of future performance or outcomes. In addition to the factors in the table above, whether actual results and developments conform to our expectations and predictions is subject to a number of risks, assumptions, and uncertainties, many of which are beyond our control, and the effects of which can be difficult to predict, including, without limitation: Macroeconomic, Geopolitical and Other Risks unpredictable tariff and trade environment;trade disputes and threats to free trade agreements;consumer confidence levels;increasing economic uncertainty;interest rates and availability of consumer credit;geopolitical risks; Risks Related to the Automotive Industry program deferrals, cancellations and volume reductions;economic cyclicality;regional production volume declines;deteriorating vehicle affordability;uncertain pace of EV adoption, including North American electric vehicle program deferrals, cancellations and volume reductions;intense competition; Strategic Risks planning and forecasting challenges;evolution of the vehicle;evolving business risk profile;technology and innovation;investments in mobility and technology companies; Customer-Related Risks customer concentration;market shifts;growth of EV-focused OEMs, particularly Chinese OEMs;risks of conducting business with newer EV-focused OEMs;dependence on outsourcing;customer cooperation and consolidation;consumer take rate shifts;customer purchase orders;potential OEM production-related disruptions; Supply Chain Risks supply base;supplier claims;supply chain disruptions;regional energy supply and pricing; Manufacturing/Operational Risks product launch;operational underperformance;restructuring costs and impairment charges, including those related to the ‘reshoring’ of production to the U.S.;skilled labour attraction/retention;leadership expertise and succession;  Pricing Risks quote/pricing assumptions;customer pricing pressure/contractual arrangements;commodity cost volatility;scrap steel/aluminum price volatility; Warranty/Recall Risks repair/replace costs;warranty provisions;product liability; Climate Change Risks transition risks and physical risks;strategic and other risks; IT Security/Cybersecurity Risks IT/cybersecurity breach;product cybersecurity; Acquisition Risks inherent merger and acquisition risks;acquisition integration and synergies; Other Business Risks joint ventures;intellectual property;risks of doing business in foreign markets;relative foreign exchange rates;pension risks;tax risks, including our dispute with the Mexican tax authority regarding VAT;returns on capital investments;financial flexibility;credit ratings changes;stock price fluctuation; Legal, Regulatory and Other Risks legal and regulatory proceedings;changes in laws; andenvironmental compliance. In evaluating forward-looking statements or forward-looking information, we caution readers not to place undue reliance on any forward-looking statement. Additionally, readers should specifically consider the various factors which could cause actual events or results to differ materially from those indicated by such forward-looking statements, including the risks, assumptions and uncertainties above which are: discussed under the "Industry Trends and Risks" heading of our Management’s Discussion and Analysis; andset out in our Annual Information Form filed with securities commissions in Canada, our annual report on Form 40-F with the United States Securities and Exchange commission, and subsequent filings. Readers should also consider discussion of our risk mitigation activities with respect to certain risk factors, which can be also found in our Annual Information Form. Additional information about Magna, including our Annual Information Form, is available through the System for Electronic Data Analysis and Retrieval + (SEDAR+) at www.sedarplus.ca, as well as on the United States Securities and Exchange Commission’s Electronic Data Gathering, Analysis and Retrieval System (EDGAR), which can be accessed at www.sec.gov. https://www.globenewswire.com/NewsRoom/AttachmentNg/68b66606-deed-422d-8ad3-814421a488cd

Diversified Energy Reports Strong Second Quarter Results Highlighting Consistent Cash Margins, Year-over-Year Growth, and Disciplined Execution of Maverick Acquisition Integration - ForexTV

Non-Op Development Partnership Generating Over 60% Returns with Minimal Capital Spend that Delivers an Improving Corporate Decline Rate Portfolio Optimization Program Contributed $70 Million in Cash Flow Year-to-Date Returned Over $105 million to Shareholders Year-to-Date Through Dividends and Share Repurchases On Track to Achieve Full-Year 2025 Guidance BIRMINGHAM, Ala., Aug. 11, 2025 (GLOBE NEWSWIRE) -- Diversified Energy Company PLC (LSE: DEC, NYSE: DEC) today announced its interim results for the six months ended June 30, 2025, reporting performance in line with expectations and highlighting key strategic and financial achievements. Delivering Reliable Results and Strategic Growth as the U.S. PDP Champion Second Quarter 2025 Results (Second Quarter Results Reflect Full Quarter Impact of the Acquisition of Maverick Natural Resources) Production exit rate(a): 1,135 MMcfepd (189 Mboepd) Average production: 1,149 MMcfepd (192 Mboepd)Production volume mix (natural gas, NGLs, oil): 73% / 13% / 14% Total Revenue (including settled hedges)(d): $510 millionOperating Cash Flow: $133 millionAdjusted EBITDA(b): $280 millionFree Cash Flow: Adjusted Free Cash Flow(c) of $88 million after $25 million of nonrecurring transaction costs Annualized Adjusted FCF Yield(c) of 31% Revenue per unit(d): $4.88/Mcfe ($29.28/Boe)Adjusted cost per unit(e):$2.21/Mcfe ($13.26/Boe) First Half 2025 Results Average production: 1,007 MMcfepd (168 Mboepd) Production volume mix (natural gas, NGLs, oil): 77% / 13% / 10% Total Revenue (including settled hedges)(d): $804 millionOperating Cash Flow: $264 millionAdjusted EBITDA(b): $418 millionFree Cash Flow: Adjusted Free Cash Flow(c) of $152 million after $28 million of nonrecurring transaction costsCAPEX: $89 million Non-Op drilling expenditures weighted more in Q2; full-year Capex trending toward low end of guidance Revenue per unit(d): $4.41/Mcfe ($26.46/Boe)Adjusted cost per unit(e): $2.11/Mcfe ($12.66/Boe) Improving Financial and Operational Metrics  1Q252Q25QoQ % Change1H241H25YoY % Change       Production (Mmcfe/d)8641,14933%7461,00735%Production volume mix      Natural gas82%73% 84%77% NLGs12%13% 13%13% Oil6%14% 3%10%        Total Revenue(d) (millions)$294$51073%$449$80479%Adj. EBITDA(b) (millions)$138$280103%$218$41892%Adj. FCF(c) (millions)$64$8838%$102$15249%        Financial Strength and Shareholder Returns Liquidity: $416 million of undrawn credit facility capacity and unrestricted cashLeverage ratio: 2.6x Net Debt to EBITDA; ~13% improvement from YE2024 Consolidated debt consists of ~70% in non-recourse ABS securities ABS principal reduction: Retired $130 million in principal during 1H252Q25 dividend: $0.29 per share declaredShareholder returns: Over $105 million returned YTD via dividends and repurchases(f)Share repurchases: ~3.3 million shares repurchased YTD (~4% of outstanding shares), totaling ~$43 million(f) Strategic Execution and Transformational Growth $2 Billion Carlyle Partnership Strategic partnership to invest up to $2 billion in existing U.S. proved developed producing (PDP) oil and gas assetsCapitalizes on industry consolidation trends and divestitures of mature producing assetsNon-dilutive structure preserves capital flexibility and supports long-term growthEnhances Diversified’s stature as a leading consolidator of upstream PDP assets Maverick Integration Update Increasing annualized synergy target to $60M from previously stated $50M, following strong execution during our integration processEfficiency gains through staffing optimization, contract savings, and midstream cost reductionsField-level integration completed in Q2Technology and administrative integration are on track for 3Q25 completion Unlocking Value Through Portfolio Optimization Portfolio optimization program realized ~$70 million from non-core asset and leasehold divestituresJoint Development Partnership continues to produce >60% IRRs with 124 wells drilled under the JDA in the last 3 years The program highlights optionality in DEC’s portfolio to monetize Central Region acreage via non-op drilling or leasehold divestitures Oklahoma midstream transaction provides a no-fee whole-owned pipeline, compression efficiencies, emissions improvement and numerous production optimization projectsEast Texas portfolio optimization yields incremental cash flow via gathering and processing dedication fees, with potential to increase Black Bear facility throughput to current full capacity of 120 MMcf per dayRevenue of ~$6.6 million through June 2025 from Coal Mine Methane (CMM) associated environmental attribute credits Remain on track to grow environmental credit cash flow by 300% from YE 2024 levels Next LVL Energy and Regulatory Updates In the first half of 2025, the Company permanently retired 213 wells, including 170 Diversified wellsSince establishment of Next Level in 2022, Diversified has retired 1,112 wells Rusty Hutson, Jr., CEO of Diversified, commented: “Diversified continues to deliver consistent returns on our assets, along with the expansion of our asset portfolio, reinforcing our position as the U.S. PDP Champion. Our strong first-half performance reflects the resilience of our business model, the quality of our assets, and the dedication of our talented teams. With the successful integration of Maverick progressing on schedule, we are already realizing meaningful synergies and operational efficiencies that enhance our ability to optimize cash flow in our expanded portfolio and drive long-term value from our investments. The strategic partnership with The Carlyle Group marks a transformational milestone for Diversified. This $2 billion commitment underscores confidence in our platform and provides significant capital flexibility to capitalize on the ongoing consolidation of mature producing assets. It also strengthens our ability to scale responsibly, in a non-dilutive manner, while preserving our disciplined approach to capital allocation. We remain focused on unlocking value across our portfolio through asset optimization, which resulted in approximately $70 million of additional cash flow, high return projects with our targeted capital investments, and the continuation of portfolio optimization through Smarter Asset Management (SAM) programs. Our NextLVL team’s industry-leading pace of asset retirements and regulatory advancements in West Virginia highlights our commitment to collaborating across our organization and with key stakeholders to solidify our commitment to sustainable operations. As we look ahead, the mega trends of electrification, AI power demand, and US LNG Export growth only strengthen the fundamental outlook for our business. The acceleration of natural gas generation for data center demand in Appalachia creates a line of sight to meaningful in-basin demand, pointing to tighter basis spreads near our footprint in the coming years. While our expansive central region operations are well-positioned to support US Energy dominance in the Gulf Coast, including as a strategic supplier to LNG export terminals. Given Diversified's continued operational excellence, fundamental market tailwinds, and strategic actions to optimize our portfolio of assets, we remain confident in our ability to continue delivering consistent and resilient free cash flow, maintaining a strong balance sheet, and returning meaningful capital to shareholders. Diversified is well-positioned to thrive as a proven portfolio manager of energy assets in today’s evolving energy landscape, and we are proud to be the Right Company at the Right Time, delivering essential energy while creating long-term value for all stakeholders.” Operations and Finance Update Production The Company recorded exit rate production in June 2025 of 1,135 MMcfepd (189 Mboepd)(a) and delivered 2Q25 average net daily production of 1,149 MMcfepd (192 Mboepd). The Company's production volume mix was approximately 73% natural gas, 13% natural gas liquids ("NGL's"), and 14% oil, with approximately 64% of production volumes from the Central region and 36% from Appalachia for the second quarter. Net daily production for the quarter continued to benefit from Diversified’s peer-leading, shallow decline profile. Margin and Total Cash Expenses per Unit Diversified delivered 2Q25 per unit revenues of $4.88/Mcfe(d) ($29.28/Boe) and Adjusted EBITDA Margin(b) of 63% (65% unhedged). Notably, these per unit metrics reflect an increase in both revenues and expenses from the incorporation of greater liquids-related production of Maverick. The Company’s per unit expenses are anticipated to improve as the Company implements its playbook to achieve long-term, sustainable synergies and cost savings. For example, General and Administrative expenses compared to prior period levels, despite the higher per unit costs of Maverick, supporting our progress on cost savings and synergy capture.  1Q252Q25 1H251H24 $/Mcfe$/Boe$/Mcfe$/Boe $/Mcfe$/Boe$/Mcfe$/BoeAverage Realized Price$3.57 $21.42$4.05 $24.30 $3.84 $23.04$3.05 $18.30Other Revenue$0.19 $1.14$0.19 $1.14 $0.19 $1.14$0.18 $1.08Total Revenue + Divestitures(d)$3.78 $22.68$4.88 $29.28 $4.41 $26.46$3.30 $19.80          Lease Operating Expense$0.91 $5.49$1.21 $7.26 $1.08 $6.48$0.66 $3.96Production taxes$0.21 $1.26$0.23 $1.38 $0.22 $1.32$0.15 $0.90Midstream operating expense$0.23 $1.38$0.18 $1.08 $0.20 $1.20$0.26 $1.56Transportation expense$0.35 $2.10$0.36 $2.16 $0.35 $2.10$0.31 $1.86Total Operating Expense$1.70 $10.23$1.98 $11.88 $1.85 $11.10$1.38 $8.28Employees, Administrative Costs and Professional Fees(g)$0.30 $1.80$0.23 $1.38 $0.26 $1.56$0.30 $1.80Adjusted Operating Cost per Unit(e)$2.00 $12.03$2.21 $13.26 $2.11 $12.66$1.68 $10.08Adjusted EBITDA Margin(b)        47%          63%           56%          49%   Share Repurchase Program At the 2025 Annual General Meeting, the Company's share repurchase authority was approved for a maximum of 8,099,015 shares representing 10% of the Company's issued share capital (the "2025 Authorization"). The Company announced details regarding the parameters of a Share Buyback Program (the "Program") on 20 March 2025, pursuant to which the maximum number of shares repurchased shall not exceed 4,756,842 Shares under the Program. Following the 2025 Authorization, the Company announces that the maximum number of shares repurchased under the Program shall be increased to, and shall not exceed, 8,099,015 shares. Year to date, the company has repurchased 3,273,466 shares, representing approximately 4% of the shares outstanding. Combined Company 2025 Outlook The Company is reiterating its previously announced Full Year 2025 guidance. Following the recently completed acquisition of Maverick, Diversified expects to realize significant operational synergies associated with a larger, consolidated position in Oklahoma and the ability to improve the overall cost structure of the Maverick assets while continuing to prioritize returns and Free Cash Flow generation. The following outlook incorporates a nine-month contribution from the recently acquired Maverick assets.  2025 GuidanceTotal Production (Mmcfe/d)1,050 to 1,100% Liquids~25%% Natural Gas~75%Total Capital Expenditures (millions)$165 to $185Adj. EBITDA(1) (millions)$825 to $875Adj. Free Cash Flow(1) (millions)~$420Leverage Target2.0x to 2.5xCombined Company Synergies (millions)~$60 (1) Includes the value of anticipated cash proceeds for 2025 asset optimization.  Conference Call Details The Company will host a conference call today, Monday, August 11, 2025, at 1:00 PM GMT (8:00 AM EDT) to discuss the 1H25 Interim Results and will make an audio replay of the event available shortly thereafter. US (toll-free)+1 877-836-0271/+1201-689-7805UK (toll-free)+44 (0)800 756 3429Web Audiohttps://www.div.energy/news-events/ir-calendareventsReplay Informationhttps://ir.div.energy/financial-info   Footnotes: (a)Exit rate includes full month of June 2025 production.(b)Adjusted EBITDA represents earnings before interest, taxes, depletion, and amortization, and includes adjustments for items that are not comparable period-over-period; Adjusted EBITDA Margin represents Adjusted EBITDA as a percent of Total Revenue, Inclusive of Settled Hedges.(c)Adjusted Free Cash Flow represents net cash provided by operating activities less expenditures on natural gas and oil properties and equipment and cash paid for interest, and includes proceeds from divestitures; For more information, please refer to the Non-IFRS reconciliations as set out below.(d)Includes the impact of derivatives settled in cash and proceeds from divestitures; For purposes of comparability, excludes Other Revenue of $3 million in 1Q25, $3 million in 2Q25, $6 million in 1H25, and $8 million in 1H24, and Lease Operating Expense of $3 million in 1Q25, $4 million in 2Q25, $7 million in 1H25, and $9 million in 1H24 associated with Diversified’s wholly owned plugging subsidiary, Next LVL Energy.(e)Adjusted Operating Cost represent total lease operating costs plus recurring administrative costs. Total lease operating costs include base lease operating expense, owned gathering and compression (midstream) expense, third-party gathering and transportation expense, and production taxes. Recurring administrative expenses (Adjusted G&A) is a Non-IFRS financial measure defined as total administrative expenses excluding non-recurring acquisition & integration costs and non-cash equity compensation; For purposes of comparability, excludes certain amounts related to Diversified’s wholly owned plugging subsidiary, Next LVL Energy.(f)Includes the total value of dividends paid and declared, and share repurchases (including Employee Benefit Trust) year-to-date, through August 11, 2025.(g)As used herein, employees, administrative costs and professional services represent total administrative expenses excluding cost associated with acquisitions, other adjusting costs and non-cash expenses. We use employees, administrative costs and professional services because this measure excludes items that affect the comparability of results or that are not indicative of trends in the ongoing business.   For Company-specific items, refer also to the Glossary of Terms and/or Alternative Performance Measures found in the Company’s Annual Report and Form 20-F for the year ended December 31, 2024 filed with the United States Securities and Exchange Commission and available on the Company’s website. For further information, please contact: Diversified Energy Company PLC+1 973 856 2757Doug Krisdkris@dgoc.comSenior Vice President, Investor Relations & Corporate Communicationswww.div.energy  FTI Consultingdec@fticonsulting.comU.S. & UK Financial Public Relations    About Diversified Energy Company PLC Diversified is a leading publicly traded energy company focused on natural gas and liquids production, transport, marketing, and well retirement. Through our unique differentiated strategy, we acquire existing, long-life assets and invest in them to improve environmental and operational performance until retiring those assets in a safe and environmentally secure manner. Recognized by ratings agencies and organizations for our sustainability leadership, this solutions-oriented, stewardship approach makes Diversified the Right Company at the Right Time to responsibly produce energy, deliver reliable free cash flow, and generate shareholder value. Forward-Looking Statements This announcement contains forward-looking statements (within the meaning of the U.S. Private Securities Litigation Reform Act of 1995) concerning the financial condition, results of operations, business and outlook of the Company and its wholly owned subsidiaries (the “Group”). All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. These forward-looking statements, which contain the words “anticipate”, “believe”, “intend”, “estimate”, “expect”, “may”, “will”, “seek”, “continue”, “aim”, “target”, “projected”, “plan”, “goal”, “achieve”, “guidance” and words of similar meaning, reflect the Company’s beliefs and expectations and are based on numerous assumptions regarding the Company’s present and future business strategies and the environment the Company and the Group will operate in and are subject to risks and uncertainties that may cause actual results to differ materially. No representation is made that any of these statements or forecasts will come to pass or that any forecast results will be achieved. Forward-looking statements involve inherent known and unknown risks, uncertainties and contingencies because they relate to events and depend on circumstances that may or may not occur in the future and may cause the actual results, performance or achievements of the Company or the Group to be materially different from those expressed or implied by such forward looking statements. Many of these risks and uncertainties relate to factors that are beyond the Company’s or the Group’s ability to control or estimate precisely, such as future market conditions, currency fluctuations, the behavior of other market participants, the actions of regulators and other factors such as the Company’s or the Group’s ability to continue to obtain financing to meet its liquidity needs, the Company’s ability to successfully integrate acquisitions, including the acquired Maverick assets, changes in the political, social and regulatory framework, including inflation and changes resulting from actual or anticipated tariffs and trade policies, in which the Company or the Group operate or in economic or technological trends or conditions. The list above is not exhaustive and there are other factors that may cause the Company’s or the Group’s actual results to differ materially from the forward-looking statements contained in this announcement, Including the risk factors described in the “Risk Factors” section in the Company’s Annual Report and Form 20-F for the year ended December 31, 2024, filed with the United States Securities and Exchange Commission. Forward-looking statements speak only as of their date and neither the Company nor the Group nor any of its respective directors, officers, employees, agents, affiliates or advisers expressly disclaim any obligation to supplement, amend, update or revise any of the forward-looking statements made herein, except where it would be required to do so under applicable law. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements in this announcement, may not occur. As a result, you are cautioned not to place undue reliance on such forward-looking statements. Past performance of the Company cannot be relied on as a guide to future performance. No statement in this announcement is intended as a profit forecast or a profit estimate and no statement in this announcement should be interpreted to mean that the financial performance of the Company for the current or future financial years would necessarily match or exceed the historical published for the Company. Use of Non-IFRS Measures Certain key operating metrics that are not defined under IFRS (alternative performance measures) are included in this announcement. These non-IFRS measures are used by us to monitor the underlying business performance of the Company from period to period and to facilitate comparison with our peers. Since not all companies calculate these or other non-IFRS metrics in the same way, the manner in which we have chosen to calculate the non-IFRS metrics presented herein may not be compatible with similarly defined terms used by other companies. The non-IFRS metrics should not be considered in isolation of, or viewed as substitutes for, the financial information prepared in accordance with IFRS. Certain of the key operating metrics are based on information derived from our regularly maintained records and accounting and operating systems. Adjusted EBITDA & Pro Forma TTM Adjusted EBITDA As used herein, EBITDA represents earnings before interest, taxes, depletion, depreciation and amortization. Adjusted EBITDA includes adjusting for items that are not comparable period-over-period, namely, finance costs, accretion of asset retirement obligation, other (income) expense, (gain) loss on fair value adjustments of unsettled financial instruments, (gain) loss on natural gas and oil property and equipment, (gain) loss on sale of equity interest, unrealized (gain) loss on investment, costs associated with acquisitions, other adjusting costs, loss on early retirement of debt, non-cash equity compensation, (gain) loss on interest rate swaps, and items of a similar nature. Pro forma TTM adjusted EBITDA extends adjusted EBITDA by adjusting for acquisitions or other significant changes that impacted EBITDA over the last twelve months. Adjusted EBITDA and pro form TTM adjusted EBITDA should not be considered in isolation or as a substitute for operating profit or loss, net income or loss, or cash flows provided by operating, investing and financing activities. However, we believe such measure is useful to an investor in evaluating our financial performance because it (1) is widely used by investors in the natural gas and oil industry as an indicator of underlying business performance; (2) helps investors to more meaningfully evaluate and compare the results of our operations from period to period by removing the often-volatile revenue impact of changes in the fair value of derivative instruments prior to settlement; (3) is used in the calculation of a key metric in one of our Credit Facility financial covenants; and (4) is used by us as a performance measure in determining executive compensation. When evaluating this measure, we believe investors also commonly find it useful to evaluate this metric as a percentage of our total revenue, inclusive of settled hedges, producing what we refer to as our adjusted EBITDA margin. The following table presents a reconciliation of the IFRS Financial measure of Net Income (Loss) to Adjusted EBITDA for each of the periods listed:  Three Months Ended Six Months Ended(In thousands)March 31, 2025June 30, 2025 June 30, 2025June 30, 2024December 31, 2024Net income (loss)$(337,391)$303,465  $(33,926)$15,745 $(102,746)Finance costs 42,820  55,349   98,169  60,581  77,062 Accretion of asset retirement obligations 10,353  13,777   24,130  14,667  16,201 Other (income) expense(1) (644) 179   (465) (755) (502)Income tax (benefit) expense 66,790  (60,330)  6,460  (97,997) (38,954)Depreciation, depletion and amortization 70,807  93,398   164,205  119,220  137,264 (Gain) loss on fair value adjustments of unsettled financial instruments 235,070  (157,440)  77,630  80,117  108,913 (Gain) loss on natural gas and oil property and equipment(2) 236  5,316   5,552  249  15,059 (Gain) loss on sale of equity interest —  —   —  —  7,375 Unrealized (gain) loss on investment —  (6,355)  (6,355) (2,433) 6,446 Costs associated with acquisitions 2,885  25,081   27,966  3,724  7,849 Other adjusting costs(3) 5,963  4,856   10,819  10,451  11,924 Loss on early retirement of debt 39,485  —   39,485  10,649  4,104 Non-cash equity compensation 1,825  2,552   4,377  3,669  4,617 (Gain) loss on interest rate swap (35) (35)  (70) (100) (90)Total adjustments$475,555 $(23,652) $451,903 $202,042 $357,268 Adjusted EBITDA$138,164 $279,813  $417,977 $217,787 $254,522 Pro forma TTM adjusted EBITDA(4)$952,216 $964,028  $964,028 $584,261 $548,570  (1)Excludes $0.2 million, $0.4 million, $0.6 million, $0.5 million, and $0.6 million in dividend distributions received for our investment in DP Lion Equity Holdco during the three months ended March 31 and June 30, 2025, and the six months ended June 30, 2025, June 30, 2024, and December 31, 2024,respectively.  (2)Excludes $2 million, $68 million, $70 million, $7 million and $34 million in cash proceeds received for leasehold sales during the three months ended March 31 and June 30, 2025, and the six months ended June 30, 2025, June 30, 2024 and December 31, 2024, respectively, less $6 million, $6 million and $14 million for the three months ended June 30, 2025, and the six months ended June 30, 2025 and December 31, 2024, respectively.  (3)Other adjusting costs for the three months ended March 31 and June 30, 2025, and the six months ended June 30, 2025 were primarily associated with one-time personnel-related expenses and legal fees from certain litigation. Other adjusting costs for the six months ended June 30, 2024 were primarily associated with expenses associated with unused firm transportation agreements and legal and professional fees. Other adjusting costs for the six months ended December 31, 2024 were primarily associated with legal fees from certain litigation.  (4)Includes adjustments for the trailing twelve months ended March 31, 2025 for the Oaktree, Crescent Pass, and East Texas II acquisitions to pro forma results for a full twelve months of operations. Similar adjustments were made for the trailing twelve months ended June 30, 2025 for the Maverick, Summit, Crescent Pass, and East Texas II acquisitions as well as for the trailing twelve months ended June 30, 2024 for the Oaktree acquisition and for the trailing twelve months ended December 31, 2024 for the Oaktree, Crescent Pass, and East Texas II acquisitions.   Net Debt, Net Debt-to-Adjusted EBITDA & Net Debt-to-Pro Forma TTM Adjusted EBITDA As used herein, net debt represents total debt as recognized on the balance sheet less cash and restricted cash. Total debt includes our borrowings under the Credit Facility, borrowings under or issuances of, as applicable, our subsidiaries’ securitization facilities, and other borrowings. We believe net debt is a useful indicator of our leverage and capital structure. As used herein, net debt-to-adjusted EBITDA, net debt-to-pro forma TTM adjusted EBITDA, or “leverage” or “leverage ratio,” is measured as net debt divided by adjusted EBITDA or pro forma TTM adjusted EBITDA. We believe that this metric is a key measure of our financial liquidity and flexibility and is used in the calculation of a key metric in one of our Credit Facility financial covenants. The following table presents a reconciliation of the IFRS Financial measure of Total Non-Current Borrowings to the Non-IFRS measure of Net Debt and a calculation of Net Debt-to-Adjusted EBITDA and Net Debt-to-Pro Forma Adjusted EBITDA for each of the periods listed:  As of(In thousands)March 31, 2025June 30, 2025June 30, 2024December 31, 2024Total debt$2,701,190$2,676,910$1,654,560$1,693,242LESS: Cash and cash equivalents 32,641 23,743 3,483 5,990LESS: Restricted cash(1)(2) 106,011 103,158 54,976 46,269Net debt$2,562,538$2,550,009$1,596,101$1,640,983Pro forma TTM adjusted EBITDA(3)$952,216$964,028$584,261$548,570Net debt-to-pro forma TTM adjusted EBITDA(4)2.7x2.6x2.7x3.0x (1)Includes adjustments for deferred financing costs and original issue discounts, consistent with presentation on the Statement of Financial Position.  (2)The increase of restricted cash as of March 31 and June 30, 2025, is due to the addition of $19 million and $31 million in restricted cash for the ABS X Notes and ABS Maverick Notes, respectively, offset by $4 million for the retirement of the ABS I & II notes.  (3)Includes adjustments for the trailing twelve months ended March 31, 2025 for the Oaktree, Crescent Pass, and East Texas II acquisitions to pro forma results for a full twelve months of operations. Similar adjustments were made for the trailing twelve months ended June 30, 2025 for the Maverick, Summit, Crescent Pass, and East Texas II acquisitions as well as for the trailing twelve months ended June 30, 2024 for the Oaktree acquisition and for the trailing twelve months ended December 31, 2024 for the Oaktree, Crescent Pass, and East Texas II acquisitions.  (4)Does not include adjustments for working capital which are often customary in the market.   Free Cash Flow As used herein, free cash flow represents net cash provided by operating activities, less expenditures on natural gas and oil properties and equipment, and cash paid for interest. We believe that free cash flow is a useful indicator of our ability to generate cash that is available for activities beyond capital expenditures. The Directors believe that free cash flow provides investors with an important perspective on the cash available to service debt obligations, make strategic acquisitions and investments, and pay dividends. The following table presents a reconciliation of the IFRS Financial measure of Net Cash from Operating Activities to the Non-IFRS measure of Free Cash Flow for each of the periods listed:  Three Months Ended Six Months Ended(In thousands)March 31, 2025June 30, 2025 June 30, 2025June 30, 2024December 31, 2024Net cash provided by operating activities$131,539 $132,596  $264,135 $160,810 $184,853 LESS: Expenditures on natural gas and oil properties and equipment (28,031) (61,238)  (89,269) (20,848) (31,252)LESS: Cash paid for interest (41,574) (50,680)  (92,254) (47,632) (75,509)Free cash flow$61,934 $20,678  $82,612 $92,330 $78,092 ADD: Proceeds from divestitures 1,970  67,655   69,625  9,933  59,048 Adjusted free cash flow$63,904 $88,333  $152,237 $102,263 $229,470 Free cash flow yield(1)  31%     (1) Annualized second quarter 2025 free cash flow of $88 million and Market Cap of $1.1 billion as of August 8, 2025. Total Revenue, Inclusive of Settled Hedges and Adjusted EBITDA Margin As used herein, total revenue, inclusive of settled hedges, accounts for the impact of derivatives settled in cash. We believe that total revenue, inclusive of settled hedges, is useful because it enables investors to discern our realized revenue after adjusting for the settlement of derivative contracts. As used herein, adjusted EBITDA margin is measured as adjusted EBITDA, as a percentage of total revenue, inclusive of settled hedges. Adjusted EBITDA margin encompasses the direct operating costs and the portion of general and administrative costs required to produce each Mcfe. This metric includes operating expense, employee costs, administrative costs and professional services, and recurring allowance for credit losses, which cover both fixed and variable cost components. We believe that adjusted EBITDA margin is a useful measure of our profitability and efficiency, as well as our earnings quality, because it evaluates the Group on a more comparable basis period-over-period, especially given our frequent involvement in transactions that are not comparable between periods. The following table presents a reconciliation of the IFRS Financial measure of Total Revenue to the Non-IFRS measure of Total Revenue, Inclusive of Settled Hedges and a calculation of Adjusted EBITDA Margin for each of the periods listed:  Three Months Ended Six Months Ended(In thousands)March 31, 2025June 30, 2025 June 30, 2025June 30, 2024December 31, 2024Total revenue$346,903 $431,162  $778,065 $368,674 $426,167 Net gain (loss) on commodity derivative instruments(1) (52,271) 14,617   (37,654) 77,749  73,540 Total revenue, inclusive of settled hedges 294,632  445,779   740,411  446,423  499,707 Adjusted EBITDA$138,164 $279,813  $417,977 $217,787 $254,522 Adjusted EBITDA margin 47 % 63 %  56 % 49 % 51 % (1) Net gain (loss) on commodity derivative settlements represents cash paid or received on commodity derivative contracts. This excludes settlements on foreign currency and interest rate derivatives, as well as the gain (loss) on fair value adjustments for unsettled financial instruments for each of the periods presented.