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1. “Google’s Alphabet Inc. to Launch Major Capital Raise” - Reuters, April 12, 2019 2. “The Fed is Expected to Cut Interest Rates This Year” - The Wall Street Journal, April 12, 2019 3. “Why Investors Should Be Mindful of Rising Interest Rates” - CNBC, April 11, 2019 4. “Why the Boom in Interest Rates Might Be Short-Lived” - Financial Times, April 10, 2019 5. “Interest Rates Set to Rise, But How High?” - Bloomberg, April 9, 2019 6. “Interest Rate Increases are Here to Stay” - The New York Times, April 8, 2019 7. “What You Need to Know about Rising Interest Rates” - MarketWatch, April 7, 2019 8. Video: “How Rising Interest Rates Will Impact Your Finances” - CNBC, April 6, 2019
MONTVALE, N.J., Feb. 21, 2025 (GLOBE NEWSWIRE) -- Balchem Corporation (NASDAQ: BCPC) reported today financial results for its 2024 fiscal fourth quarter ended December 31, 2024. For the quarter, the Company reported net sales of $240.0 million, net earnings of $33.6 million, adjusted EBITDA(a) of $62.8 million, and free cash flow(a) of $39.8 million. Ted Harris, Chairman, President, and CEO of Balchem said, “The fourth quarter capped off another very strong year for Balchem. We delivered record fourth quarter net sales and adjusted EBITDA, with top and bottom line year over year growth in each of our three segments.” Fourth Quarter 2024 Financial Highlights: Record net sales of $240.0 million, an increase of $11.3 million, or 4.9%, compared to the prior year quarter.GAAP net earnings were $33.6 million, an increase of 26.0% from the prior year quarter.Record adjusted EBITDA was $62.8 million, an increase of 13.4% from the prior year quarter.GAAP earnings per share of $1.03 compared to $0.82 in the prior year quarter and adjusted earnings per share(a) of $1.13 compared to $0.95 in the prior year quarter.Cash flows from operations were $52.3 million, with free cash flow(a) of $39.8 million. Mr. Harris added, “For the full year 2024, we delivered record net sales and adjusted EBITDA while generating very strong free cash flow, allowing us to increase our dividend once again by double digits and significantly strengthen our balance sheet by paying down $119.6 million of debt.” Full Year 2024 Financial Highlights: Record full year net sales of $953.7 million, an increase of $31.2 million or 3.4%, compared to the prior year with record sales achieved in the Human Nutrition & Health and Specialty Products segments.GAAP net earnings were $128.5 million, an increase of 18.4% from the prior year. These net earnings resulted in GAAP earnings per share of $3.93 compared to $3.35 in the prior year.Record adjusted EBITDA was $250.3 million, an increase of 8.4%, from the prior year.Adjusted net earnings were $143.0 million, an increase of 10.2% from the prior year. These adjusted net earnings resulted in adjusted earnings per share of $4.37 compared to $4.00 in the prior year.Cash flows from operations were $182.0 million for 2024, with free cash flow of $147.2 million. Mr. Harris continued, “As we transition to focusing on 2025 and beyond, I remain excited about the growth opportunities that lie ahead for Balchem and I believe we are well positioned to deliver ongoing growth for our shareholders.” Results for Period Ended December 31, 2024 (unaudited)(Dollars in thousands, except per share data) Three Months EndedDecember 31, Year EndedDecember 31, 2024 2023 2024 2023Net sales$240,004 $228,699 $953,684 $922,439 Gross margin 86,337 74,993 336,206 302,056 Operating expenses 38,893 36,658 153,297 142,863 Earnings from operations 47,444 38,335 182,909 159,193 Interest and other expenses 2,960 5,068 16,456 21,932 Earnings before income tax expense 44,484 33,267 166,453 137,261 Income tax expense 10,901 6,619 37,978 28,718 Net earnings$33,583 $26,648 $128,475 $108,543 Diluted net earnings per common share$1.03 $0.82 $3.93 $3.35 Adjusted EBITDA(a)$62,833 $55,430 $250,348 $230,910 Adjusted net earnings(a)$36,876 $30,901 $142,965 $129,718 Adjusted diluted net earnings per common share(a)$1.13 $0.95 $4.37 $4.00 Shares used in the calculations of diluted and adjusted net earnings per common share 32,548 32,477 32,718 32,448 (a) See “Non-GAAP Financial Information” for a reconciliation of GAAP and non-GAAP financial measures. Financial Results for the Fourth Quarter of 2024: The Human Nutrition & Health segment generated fourth quarter sales of $147.3 million, an increase of $9.3 million, or 6.8%, compared to the prior year quarter. The increase was driven by higher sales within both the food ingredients and solutions businesses and the nutrients business. Fourth quarter earnings from operations for this segment were $33.8 million, an increase of $8.5 million, or 33.9%, compared to $25.2 million in the prior year quarter, primarily due to the aforementioned higher sales and a favorable mix. Excluding the effect of non-cash expense associated with amortization of acquired intangible assets and other adjustments, adjusted earnings from operations(a) for this segment were $36.5 million, compared to $29.9 million in the prior year quarter, an increase of 21.8%. The Animal Nutrition & Health segment generated quarterly sales of $58.3 million, an increase of $0.2 million, or 0.3%, compared to the prior year quarter. The increase was driven by higher sales in the ruminant species markets, partially offset by lower sales in the monogastric species markets. Fourth quarter earnings from operations for this segment were $5.7 million, an increase of $0.4 million, or 7.2%, compared to $5.3 million in the prior year quarter, primarily due to the aforementioned higher sales and favorable mix, partially offset by higher operating expenses. Excluding the effect of non-cash expense associated with amortization of acquired intangible assets and other adjustments, adjusted earnings from operations for this segment were $5.9 million, compared to $5.6 million in the prior year quarter, an increase of 6.5%. The Specialty Products segment generated fourth quarter sales of $32.9 million, an increase of $1.8 million, or 6.0%, compared to the prior year quarter, due to higher sales in the performance gases business. Fourth quarter earnings from operations for this segment were $10.0 million, an increase of $1.4 million, or 15.9%, compared to $8.6 million in the prior year quarter, primarily driven by the aforementioned higher sales and favorable mix, partially offset by higher operating expenses. Excluding the effect of non-cash expense associated with amortization of acquired intangible assets and other adjustments, adjusted earnings from operations for this segment were $10.9 million, compared to $9.8 million in the prior year quarter, an increase of 11.2%. Consolidated quarterly gross margin of $86.3 million increased by $11.3 million, or 15.1%, compared to $75.0 million for the prior year comparable period. Gross margin as a percentage of sales was 36.0% as compared to 32.8% in the prior year period, an increase of 320 basis points, primarily due to a favorable mix. Operating expenses of $38.9 million for the quarter increased $2.2 million from the prior year comparable quarter, primarily due to an increase in transaction costs, higher compensation-related expenses, and an increase in outside services, partially offset by lower amortization. Excluding non-cash operating expenses associated with amortization of intangible assets of $3.2 million, operating expenses were $35.7 million, or 14.9% of sales. Net interest expense was $2.8 million and $5.3 million in the fourth quarters of 2024 and 2023, respectively. The decrease in interest expense was primarily due to lower outstanding borrowings. Our effective tax rates for the three months ended December 31, 2024 and 2023 were 24.5% and 19.9%, respectively. The increase in the effective tax rate from the prior year was primarily due to an increase in certain foreign taxes. For the quarter ended December 31, 2024, cash flows provided by operating activities were $52.3 million and free cash flow was $39.8 million. The $156.1 million of net working capital on December 31, 2024 included a cash balance of $49.5 million. Significant cash payments during the quarter included repayments on the revolving loan of $37.0 million, cash paid for an acquisition net of cash acquired of $24.2 million, capital expenditures and intangible assets acquired of $12.7 million, and income taxes paid of $11.1 million. Ted Harris, Chairman, President, and CEO of Balchem said, “2024 was another very strong year for Balchem and I would like to thank all of our over 1,300 employees for their contributions to these results and the progress we have made on our strategic growth initiatives. I am excited about our future.” Quarterly Conference Call A quarterly conference call will be held on Friday, February 21, 2025, at 11:00 AM Eastern Time (ET) to review fourth quarter 2024 results. Ted Harris, Chairman, President, and CEO and Martin Bengtsson, CFO will host the call. We invite you to listen to the conference by calling toll-free 1-877-407-8289 (local dial-in 1-201-689-8341), five minutes prior to the scheduled start time of the conference call. The conference call will be available for replay three hours after the conclusion of the call through end of day Friday, March 7, 2025. To access the replay of the conference call, dial 1-877-660-6853 (local dial-in 1-201-612-7415), and use conference ID #13751680. Segment Information Balchem Corporation reports three business segments: Human Nutrition & Health, Animal Nutrition & Health, and Specialty Products. The Human Nutrition & Health segment delivers customized food and beverage ingredient systems, as well as key nutrients into a variety of applications across the food, supplement and pharmaceutical industries. The Animal Nutrition & Health segment manufactures and supplies products to numerous animal health markets. Through Specialty Products, Balchem provides specialty-packaged chemicals for use in healthcare and other industries, and also provides chelated minerals to the micronutrient agricultural market. Sales and production of products outside of our reportable segments and other minor business activities are included in "Other and Unallocated". Forward-Looking Statements This release contains forward-looking statements, within the meaning of the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended, which reflect our expectation or belief concerning future events that involve risks and uncertainties. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "forecast," "outlook," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," or the negative thereof or variations thereon or similar expressions generally intended to identify forward-looking statements. Forward-looking statements may relate to such matters as projections of revenue, margins, expenses, tax provisions, earnings, cash flows, benefit obligations, dividends, share purchases or other financial items; any statements of the plans, strategies and objectives of management for future operations, including those relating to any statements concerning expected development, performance or market share relating to our products and services; any statements regarding future economic conditions or our performance; any statements regarding pending investigations, claims or disputes; any statements of expectation or belief; and any statements of assumptions underlying any of the foregoing. These statements are based on the Company's currently available information and our current assumptions, expectations and projections about future events. They are subject to future events, risks and uncertainties - many of which are beyond the Company’s control - as well as potentially inaccurate assumptions, that could cause actual results to differ materially from those in the forward-looking statements. Important factors and other risks that may affect the Company's business or that could cause actual results to differ materially are included in filings the Company makes with the U.S. Securities and Exchange Commission from time to time, including its Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, its Current Reports on Form 8-K, and in its other SEC filings. Reference should be made to such factors and all forward-looking statements are qualified in their entirety by the above cautionary statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Contact: Jacqueline Yarmolowicz, Balchem Corporation (Telephone: 845-326-5600) Selected Financial Data (unaudited) (Dollars in thousands) Business Segment Net Sales: Three Months EndedDecember 31, Year EndedDecember 31, 2024 2023 2024 2023Human Nutrition & Health$147,303 $137,974 $600,258 $550,751 Animal Nutrition & Health 58,326 58,164 214,710 238,326 Specialty Products 32,851 31,004 132,749 125,965 Other and Unallocated (b) 1,524 1,557 5,967 7,397 Total$240,004 $228,699 $953,684 $922,439 Business Segment Earnings Before Income Taxes: Three Months EndedDecember 31, Year EndedDecember 31, 2024 2023 2024 2023 Human Nutrition & Health$33,755 $25,210 $135,957 $102,419 Animal Nutrition & Health 5,731 5,346 14,013 27,576 Specialty Products 9,963 8,595 39,906 34,579 Other and Unallocated(b) (2,005) (816) (6,967) (5,381)Interest and other expenses (2,960) (5,068) (16,456) (21,932)Total$44,484 $33,267 $166,453 $137,261 (b) Other and Unallocated consists of a few minor businesses which individually do not meet the quantitative thresholds for separate presentation and corporate expenses that have not been allocated to a segment. Unallocated corporate expenses consist of: (i) Transaction and integration costs totaling $689 and $1,484 for the three and twelve months ended December 31, 2024, respectively, and $17 and $1,617 for the three and twelve months ended December 31, 2023, respectively (refer to Note 4 for descriptions of these charges), and (ii) Unallocated amortization expense of $0 and $0 for the three and twelve months ended December 31, 2024, respectively, and $0 and $312 for the three and twelve months ended December 31, 2023, respectively, related to an intangible asset in connection with a company-wide ERP system implementation. Selected Balance Sheet Items (Dollars in thousands)December 31, December 31, 2024 2023 Cash and Cash Equivalents$49,515 $64,447 Accounts Receivable, net 119,662 125,284 Inventories, net 130,802 109,521 Other Current Assets 13,791 14,990 Total Current Assets 313,770 314,242 Property, Plant & Equipment, net 282,154 276,039 Goodwill 780,030 778,907 Intangible Assets with Finite Lives, net 165,050 191,212 Right of Use Assets 17,050 19,864 Other Assets 17,317 16,947 Total Non-current Assets 1,261,601 1,282,969 Total Assets$1,575,371 $1,597,211 Current Liabilities$157,685 $148,491 Revolving Loan 190,000 309,569 Deferred Income Taxes 43,722 52,046 Long-Term Obligations 34,051 33,121 Total Liabilities 425,458 543,227 Stockholders' Equity 1,149,913 1,053,984 Total Liabilities and Stockholders' Equity$1,575,371 $1,597,211 Balchem CorporationCondensed Consolidated Statements of Cash Flows(Dollars in thousands)(unaudited) Year Ended December 31, 2024 2023Cash flows from operating activities: Net earnings$128,475 $108,543 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 47,973 54,935 Stock compensation expense 16,675 16,052 Other adjustments (5,007) (15,779)Changes in assets and liabilities, net of acquired balances (6,117) 20,010 Net cash provided by operating activities 181,999 183,761 Cash flows from investing activities: Capital expenditures and intangible assets acquired (35,661) (37,892)Cash paid for acquisitions, net of cash acquired (24,164) (1,252)Proceeds from sale of assets 359 1,881 Proceeds from settlement of net investment hedge — 2,740 Investment in affiliates (270) (290)Net cash used in investing activities (59,736) (34,813) Cash flows from financing activities: Proceeds from revolving loan 26,000 18,000 Principal payments on revolving debt (145,569) (149,000)Principal payments on finance lease (216) (222)Proceeds from stock options exercised 17,228 5,242 Dividends paid (25,576) (22,872)Repurchases of common stock (5,682) (4,469)Net cash used in financing activities (133,815) (153,321) Effect of exchange rate changes on cash (3,380) 2,260 Decrease in cash and cash equivalents (14,932) (2,113) Cash and cash equivalents, beginning of period 64,447 66,560 Cash and cash equivalents, end of period$49,515 $64,447 Non-GAAP Financial Information In addition to disclosing financial results in accordance with United States (U.S.) generally accepted accounting principles (GAAP), this earnings release contains non-GAAP financial measures that we believe are helpful in understanding and comparing our past financial performance and our future results. The non-GAAP financial measures in this press release include adjusted gross margin, adjusted earnings from operations, adjusted net earnings and the related adjusted per diluted share amounts, EBITDA, adjusted EBITDA, adjusted income tax expense, and free cash flow. The non-GAAP financial measures disclosed by the company exclude certain business combination accounting adjustments and certain other items related to acquisitions, certain equity compensation, nonqualified deferred compensation plan expense (income), and certain one-time or unusual transactions. Detailed non-GAAP adjustments are described in the reconciliation tables below and also explained in the related footnotes. These non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations from these results should be carefully evaluated. Investors should not consider non-GAAP measures as alternatives to the related GAAP measures. Set forth below are reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures. Table 1 (unaudited) Reconciliation of Non-GAAP Measures to GAAP(Dollars in thousands, except per share data) Three Months EndedDecember 31, Year EndedDecember 31, 2024 2023 2024 2023 Reconciliation of adjusted gross margin GAAP gross margin$86,337 $74,993 $336,206 $302,056 Inventory valuation adjustment (1) — — — 1,419 Amortization of intangible assets and finance lease (2) 702 665 2,806 2,683 Restructuring costs (3) — 186 — 601 Adjusted gross margin$87,039 $75,844 $339,012 $306,759 Reconciliation of adjusted earnings from operations GAAP earnings from operations$47,444 $38,335 $182,909 $159,193 Inventory valuation adjustment (1) — — — 1,419 Amortization of intangible assets and finance lease (2) 3,917 6,964 19,476 28,274 Restructuring costs (3) — 186 521 8,365 Transaction and integration costs (4) 689 (1,383) 1,393 (9,683)Impairment charge (5) — — 255 — Nonqualified deferred compensation plan (income) expense (6) (14) 523 908 917 Adjusted earnings from operations$52,036 $44,625 $205,462 $188,485 Reconciliation of adjusted net earnings GAAP net earnings$33,583 $26,648 $128,475 $108,543 Inventory valuation adjustment (1) — — — 1,419 Amortization of intangible assets and finance lease (2) 3,988 7,035 19,763 28,561 Restructuring costs (3) — 186 521 8,365 Transaction and integration costs (4) 689 (1,383) 1,393 (9,683)Impairment charge (5) — — 255 — Income tax adjustment (7) (1,384) (1,585) (7,442) (7,487)Adjusted net earnings$36,876 $30,901 $142,965 $129,718 Adjusted net earnings per common share - diluted$1.13 $0.95 $4.37 $4.00 Table 2 (unaudited) Reconciliation of GAAP Net Earnings to EBITDA and to Adjusted EBITDA(Dollars in thousands) Three Months EndedDecember 31, Year EndedDecember 31, 2024 2023 2024 2023Net earnings - as reported$33,583 $26,648 $128,475 $108,543 Add back: Provision for income taxes 10,901 6,619 37,978 28,718 Interest and other expenses 2,960 5,068 16,456 21,932 Depreciation and amortization 10,825 13,984 47,686 54,647 EBITDA 58,269 52,319 230,595 213,840 Add back: Non-cash compensation expense related to equity awards 3,889 3,785 16,676 16,052 Inventory valuation adjustment (1) — — — 1,419 Restructuring costs (3) — 186 521 8,365 Transaction and integration costs (4) 689 (1,383) 1,393 (9,683)Impairment charge (5) — — 255 — Nonqualified deferred compensation plan (income) expense (6) (14)- 523 - 908 - 917 Adjusted EBITDA$62,833 $55,430 $250,348 $230,910 Table 3 (unaudited) Reconciliation of GAAP Effective Income Tax Rate to Non-GAAP Effective Income Tax Rate(Dollars in thousands) Three Months EndedDecember 31, Effective Tax Effective Tax 2024 Rate 2023 RateGAAP Income Tax Expense$10,901 24.5 % $6,619 19.9 %Impact of ASU 2016-09 (8) 202 369 Adjusted Income Tax Expense$11,103 25.0 % $6,988 21.0 % Year EndedDecember 31, Effective Tax Effective Tax 2024 Rate 2023 RateGAAP Income Tax Expense$37,978 22.8 % $28,718 20.9 %Impact of ASU 2016-09 (8) 2,154 1,232 Adjusted Income Tax Expense$40,132 24.1 % $29,950 21.8 % Table 4 (unaudited) Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow(Dollars in thousands) Three Months EndedDecember 31, Year EndedDecember 31, 2024 2023 2024 2023 Net cash provided by operating activities$52,317 $67,406 $181,999 $183,761 Capital expenditures, proceeds from the sale of assets, and settlement of net investment hedge (12,549) (11,441) (34,789) (32,653)Free cash flow$39,768 $55,965 $147,210 $151,108 (1) Inventory valuation adjustment: Business combination accounting principles require us to measure acquired inventory at fair value. The fair value of inventory reflects the acquired company's cost of manufacturing plus a portion of the expected profit margin. The non-GAAP adjustment to our cost of sales excludes the expected profit margin component that is recorded under business combination accounting principles. We believe the adjustment is useful to investors as an additional means to reflect cost of sales and gross margin trends of our business. (2) Amortization of intangible assets and finance lease: Amortization of intangible assets and finance lease consists of amortization of customer relationships, trademarks and trade names, developed technology, regulatory registration costs, patents and trade secrets, capitalized loan issuance costs, other intangibles acquired primarily in connection with business combinations, an intangible asset in connection with a company-wide ERP system implementation, and one finance lease. We record expense relating to the amortization of these intangibles and finance lease in our GAAP financial statements. Amortization expenses for our intangible assets and finance lease are inconsistent in amount and are significantly impacted by the timing and valuation of an acquisition. Consequently, our non-GAAP adjustments exclude these expenses to facilitate an evaluation of our current operating performance and comparisons to our past operating performance. (3) Restructuring costs: Expenses related to a reorganization of the business. The restructuring costs are included in our GAAP financial statements. Management excludes these items for the purposes of calculating Adjusted EBITDA and other non-GAAP financial measures. We believe that excluding these items from our non-GAAP financial measures is useful to investors because they are inconsistent in amounts and frequency causing comparison of current and historical financial results to be difficult. (4) Transaction and integration costs: Transaction and integration costs related to acquisitions and divestitures are expensed in our GAAP financial statements. Management excludes these items for the purposes of calculating Adjusted EBITDA and other non-GAAP financial measures. We believe that excluding these items from our non-GAAP financial measures is useful to investors because these are items associated with transactions that are inconsistent in amount and frequency causing comparison of current and historical financial results to be difficult. (5) Impairment charge: An asset impairment charge in 2024 was related to the write off of an equity method investment. The impairment charge is included in our GAAP financial statements. Management excludes this item for the purposes of calculating Adjusted EBITDA and other non-GAAP financial measures. We believe that excluding this item from our non-GAAP financial measures is useful to investors because it is inconsistent in amount and frequency causing comparison of current and historical financial results to be difficult. (6) Nonqualified deferred compensation plan (income) expense: Gains and losses on rabbi trust assets related to our nonqualified deferred compensation plan are recorded in other (income) expense while the offsetting increases or decreases to the deferred compensation liability are recorded within earnings from operations. The increases and decreases in the deferred compensation liability are driven by market volatility and are not a true reflection of company performance. We believe excluding these amounts from our non-GAAP financial measures is useful to investors because these items are inconsistent in amount based on market conditions causing comparison of current and historical financial results to be difficult. (7) Income tax adjustment: For purposes of calculating adjusted net earnings and adjusted diluted earnings per share, we adjust the provision for (benefit from) income taxes to tax effect the taxable and deductible non-GAAP adjustments described above as they have a significant impact on our income tax (benefit) provision. Additionally, the income tax adjustment is adjusted for the impact of adopting ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting” and uses our non-GAAP effective rate applied to both our GAAP earnings before income tax expense and non-GAAP adjustments described above. See Table 3 for the calculation of our non-GAAP effective tax rate. (8) Impact of ASU 2016-09: The primary impact of ASU No. 2016-09, "Improvements to Employee Share-Based Payment Accounting" ("ASU 2016-09"), was the recognition during the three and twelve months ended December 31, 2024 and 2023, of excess tax benefits as a reduction to the provision for income taxes and the classification of these excess tax benefits in operating activities in the consolidated statement of cash flows instead of financing activities. Management excludes this item for the purpose of calculating Adjusted Income Tax Expense. We believe that excluding the item in our non-GAAP financial measures is useful to investors because it is inconsistent in amount and frequency causing comparison of current and historical financial results to be difficult.
Fourth Quarter Highlights: GAAP net income of $0.32 and distributable earnings of $0.40, per diluted common share1Declares cash dividend on common stock of $0.43 per shareAgency loan originations of $1.38 billion and a servicing portfolio of ~$33.47 billionStructured loan originations of $684.3 million, runoff of $900.6 million, and a portfolio of ~$11.30 billionIssued $100.0 million of 9.00% senior notes due 2027 Full Year Highlights: GAAP net income of $1.18 and distributable earnings of $1.74 per diluted common share1Agency servicing portfolio growth of 8% from loan originations of $4.47 billionSuccessfully delevered the Company 30% from a peak debt to equity ratio of 4:1 in 2023, to 2.8:1 at December 31, 20242Structured portfolio reduction of 10% with $2.48 billion of multifamily loan runoff, $1.58 billion of which was recaptured into new agency loan originationsRedeemed $200.0 million of our senior notes UNIONDALE, N.Y., Feb. 21, 2025 (GLOBE NEWSWIRE) -- Arbor Realty Trust, Inc. (NYSE: ABR), today announced financial results for the fourth quarter ended December 31, 2024. Arbor reported net income for the quarter of $59.8 million, or $0.32 per diluted common share, compared to net income of $91.7 million, or $0.48 per diluted common share for the quarter ended December 31, 2023. Net income for the year was $223.3 million, or $1.18 per diluted common share, compared to $330.1 million, or $1.75 per diluted common share for the year ended December 31, 2023. Distributable earnings for the quarter was $81.6 million, or $0.40 per diluted common share, compared to $104.1 million, or $0.51 per diluted common share for the quarter ended December 31, 2023. Distributable earnings for the year was $358.0 million, or $1.74 per diluted common share, compared to $452.5 million, or $2.25 per diluted common share for the year ended December 31, 2023. 1 Agency Business Loan Origination Platform Agency Loan Volume (in thousands) Quarter Ended Year Ended December 31, 2024 September 30, 2024 December 31, 2024 December 31, 2023Fannie Mae$556,676 $616,211 $2,374,040 $3,773,532Freddie Mac 675,244 378,809 1,770,976 756,827Private Label 27,650 74,162 151,936 299,934FHA 119,050 27,457 146,507 257,199SFR - Fixed Rate — — 27,314 19,328Total Originations$1,378,620 $1,096,639 $4,470,773 $5,106,820 Total Loan Sales$1,270,048 $1,118,977 $4,609,686 $4,889,199 Total Loan Commitments$1,353,527 $1,056,490 $4,443,972 $5,207,148 For the quarter ended December 31, 2024, the Agency Business generated revenues of $78.7 million, compared to $77.4 million for the third quarter of 2024. Gain on sales, including fee-based services, net on the Agency business was $22.2 million for the quarter, reflecting a margin of 1.75%, compared to $18.6 million and 1.67% for the third quarter of 2024. Income from mortgage servicing rights was $13.3 million for the quarter, reflecting a rate of 0.99% as a percentage of loan commitments, compared to $13.2 million and 1.25% for the third quarter of 2024. At December 31, 2024, loans held-for-sale was $435.8 million, with financing associated with these loans totaling $422.7 million. Fee-Based Servicing Portfolio The Company’s fee-based servicing portfolio totaled $33.47 billion at December 31, 2024. Servicing revenue, net was $33.3 million for the quarter and consisted of servicing revenue of $50.9 million, net of amortization of mortgage servicing rights totaling $17.6 million. Fee-Based Servicing Portfolio ($ in thousands) December 31, 2024 September 30, 2024 December 31, 2023 UPB Wtd. Avg. Fee (bps) Wtd. Avg. Life (years) UPB Wtd. Avg. Fee (bps) Wtd. Avg. Life (years) UPB Wtd. Avg. Fee (bps) Wtd. Avg. Life (years)Fannie Mae$22,730,056 46.4 6.4 $22,526,022 46.6 6.6 $21,264,578 47.4 7.4Freddie Mac 6,077,020 21.5 6.8 5,820,026 21.9 7.1 5,181,933 24.0 8.5Private Label 2,605,980 18.7 5.5 2,619,485 18.7 5.8 2,510,449 19.5 6.7FHA 1,506,948 14.1 19.2 1,390,766 14.2 18.9 1,359,624 14.4 19.2Bridge 278,494 10.4 3.0 380,379 10.9 3.0 379,425 10.9 3.2SFR-Fixed Rate 271,859 20.1 4.4 275,081 20.1 4.6 287,446 20.1 5.1Total$33,470,357 37.8 6.9 $33,011,759 38.0 7.1 $30,983,455 39.1 8.0 Loans sold under the Fannie Mae program contain an obligation to partially guarantee the performance of the loan (“loss-sharing obligations”) and includes $34.8 million for the fair value of the guarantee obligation undertaken at December 31, 2024. The Company recorded a $4.0 million total provision for loss sharing associated with CECL for the fourth quarter of 2024. At December 31, 2024, the Company’s total CECL allowance for loss-sharing obligations was $48.3 million, representing 0.21% of the Fannie Mae servicing portfolio. Structured Business Portfolio and Investment Activity Structured Portfolio Activity ($ in thousands) Quarter Ended Year Ended December 31, 2024 September 30, 2024 December 31, 2024 December 31, 2023 UPB % UPB % UPB % UPB %Bridge: Multifamily$371,250 54% $14,500 6% $444,635 31% $415,330 42%SFR 273,087 40% 239,064 92% 869,141 61% 524,060 54%Land — — — — 10,350 1% — — 644,337 94% 253,564 98% 1,324,126 93% 939,390 96% Mezzanine / Preferred Equity 35,592 5% 4,900 2% 97,305 7% 43,953 4%Construction - Multifamily 4,368 1% — — 4,368 — — — Total Originations$684,297 100% $258,464 100% $1,425,799 100% $983,343 100% Number of Loans Originated 28 38 170 150 Commitments: SFR$375,894 $374,070 $1,438,841 $1,150,687 Construction - Multifamily 54,000 47,000 101,000 — Total Commitments$429,894 $421,070 $1,539,841 $1,150,687 Loan Runoff$900,583 $521,341 $2,691,583 $3,354,055 Structured Portfolio ($ in thousands) December 31, 2024 September 30, 2024 December 31, 2023 UPB % UPB % UPB %Bridge: Multifamily$8,725,429 76% $9,208,954 80% $10,789,936 86%SFR 1,993,890 18% 1,783,475 15% 1,316,803 10%Other 173,787 2% 176,855 2% 166,505 1% 10,893,106 96% 11,169,284 97% 12,273,244 97% Mezzanine/Preferred Equity 404,401 3% 393,168 3% 334,198 3%Construction - Multifamily 4,367 <1% — — — — SFR Permanent 3,082 <1% 3,086 <1% 7,564 <1%Total Portfolio$11,304,956 100% $11,565,538 100% $12,615,006 100% At December 31, 2024, the loan and investment portfolio’s unpaid principal balance ("UPB"), excluding loan loss reserves, was $11.30 billion, with a weighted average current interest pay rate of 6.90%, compared to $11.57 billion and 7.25% at September 30, 2024. Including certain fees earned and costs associated with the loan and investment portfolio, the weighted average current interest pay rate was 7.80% at December 31, 2024, compared to 8.16% at September 30, 2024. The decrease in pay rate was primarily due to an decrease in the SOFR rate in the fourth quarter of 2024. The average balance of the Company’s loan and investment portfolio during the fourth quarter of 2024, excluding loan loss reserves, was $11.46 billion with a weighted average yield of 8.52%, compared to $11.80 billion and 9.04% for the third quarter of 2024. The decrease in yield was primarily due to an decrease in the SOFR rate in the fourth quarter of 2024. During the fourth quarter of 2024, the Company recorded a $3.4 million provision for loan losses associated with CECL, which was net of $5.5 million of net recoveries related to real estate loan foreclosures. At December 31, 2024, the Company’s total allowance for loan losses was $239.0 million. The Company had twenty-six non-performing loans with a UPB of $651.8 million, before related loan loss reserves of $23.8 million, compared to twenty-six loans with a UPB of $625.4 million, before loan loss reserves of $37.3 million at September 30, 2024. In addition, at December 31, 2024, the Company had nine loans with a total UPB of $167.4 million (before related loan loss reserves of $5.0 million) that were less than 60 days past due, compared to ten loans with a total UPB of $319.2 million at September 30, 2024. Interest income on these loans is only being recorded to the extent cash is received. During the fourth quarter of 2024, the Company modified fifteen loans with a total UPB of $466.6 million, the vast majority of which had borrowers investing additional capital to recapitalize their deals. Seven of these loans with a total UPB of $206.3 million contained interest rates based on pricing over SOFR ranging from 3.25% to 4.75% and were modified to provide temporary rate relief through a pay and accrual feature. At December 31, 2024, these modified loans had a weighted average pay rate of 5.51% and a weighted average accrual rate of 2.32%. In addition, of the total modified loans for the fourth quarter, $123.5 million were less than 60 days past due and $15.0 million were non-performing at September 30, 2024, and are now current in accordance with their modified terms. Financing Activity The balance of debt that finances the Company’s loan and investment portfolio at December 31, 2024 was $9.54 billion with a weighted average interest rate including fees of 6.88% as compared to $9.97 billion and a rate of 7.18% at September 30, 2024. The average balance of debt that finances the Company’s loan and investment portfolio for the fourth quarter of 2024 was $9.67 billion, as compared to $10.09 billion for the third quarter of 2024. The average cost of borrowings for the fourth quarter of 2024 was 7.10%, compared to 7.58% for the third quarter of 2024. The decrease in average cost was primarily due to an decrease in the SOFR rate in the fourth quarter of 2024. The Company issued $100.0 million of its 9.00% senior unsecured notes due October 2027 through a private offering. The net proceeds of this offering were used to pay down debt and for general corporate purposes. Dividend The Company announced today that its Board of Directors has declared a quarterly cash dividend of $0.43 per share of common stock for the quarter ended December 31, 2024. The dividend is payable on March 21, 2025 to common stockholders of record on March 7, 2025. Earnings Conference Call The Company will host a conference call today at 10:00 a.m. Eastern Time. A live webcast and replay of the conference call will be available at www.arbor.com in the investor relations section of the Company’s website, or you can access the call telephonically at least ten minutes prior to the conference call. The dial-in numbers are (800) 579-2543 for domestic callers and (785) 424-1789 for international callers. Please use participant passcode ABRQ424 when prompted by the operator. A telephonic replay of the call will be available until February 28, 2025. The replay dial-in numbers are (800) 839-0866 for domestic callers and (402) 220-0662 for international callers. About Arbor Realty Trust, Inc. Arbor Realty Trust, Inc. (NYSE: ABR) is a nationwide real estate investment trust and direct lender, providing loan origination and servicing for multifamily, single-family rental (SFR) portfolios, and other diverse commercial real estate assets. Headquartered in New York, Arbor manages a multibillion-dollar servicing portfolio, specializing in government-sponsored enterprise products. Arbor is a leading Fannie Mae DUS® lender and Freddie Mac Optigo® Seller/Servicer, and an approved FHA Multifamily Accelerated Processing (MAP) lender. Arbor’s product platform also includes bridge, CMBS, mezzanine and preferred equity loans. Rated by Standard and Poor’s and Fitch Ratings, Arbor is committed to building on its reputation for service, quality, and customized solutions with an unparalleled dedication to providing our clients excellence over the entire life of a loan. Safe Harbor Statement Certain items in this press release may constitute forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations and beliefs and are subject to a number of trends and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Arbor can give no assurance that its expectations will be attained. Factors that could cause actual results to differ materially from Arbor’s expectations include, but are not limited to, changes in economic conditions generally, and the real estate markets specifically, continued ability to source new investments, changes in interest rates and/or credit spreads, and other risks detailed in Arbor’s Annual Report on Form 10-K for the year ended December 31, 2024 and its other reports filed with the SEC. Such forward-looking statements speak only as of the date of this press release. Arbor expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Arbor’s expectations with regard thereto or change in events, conditions, or circumstances on which any such statement is based. Notes During the quarterly earnings conference call, the Company may discuss non-GAAP financial measures as defined by SEC Regulation G. In addition, the Company has used non-GAAP financial measures in this press release. A supplemental schedule of non-GAAP financial measures and the comparable GAAP financial measure can be found on the last page of this release.Debt to equity ratio reflects junior subordinated notes as equity. Contact:Arbor Realty Trust, Inc.Investor Relations516-506-4200InvestorRelations@arbor.com ARBOR REALTY TRUST, INC. AND SUBSIDIARIESConsolidated Statements of Income($ in thousands—except share and per share data) Quarter Ended December 31, Year Ended December 31, 2024 2023 2024 2023 (Unaudited) (Unaudited) Interest income$262,871 $331,060 $1,167,872 $1,331,219 Interest expense 180,002 227,479 804,615 903,228 Net interest income 82,869 103,581 363,257 427,991 Other revenue: Gain on sales, including fee-based services, net 22,180 16,727 74,932 72,522 Mortgage servicing rights 13,344 21,144 51,272 69,912 Servicing revenue, net 33,319 33,073 125,896 130,449 Property operating income 2,705 1,447 7,226 5,708 (Loss) gain on derivative instruments, net (3,833) 10,345 (8,543) 6,763 Other income, net 1,129 2,571 8,083 7,667 Total other revenue 68,844 85,307 258,866 293,021 Other expenses: Employee compensation and benefits 46,283 36,270 181,694 159,788 Selling and administrative 15,034 12,686 54,931 51,260 Property operating expenses 2,446 1,670 7,394 5,897 Depreciation and amortization 2,617 2,446 9,555 9,743 Provision for loss sharing (net of recoveries) 3,996 3,168 11,782 15,695 Provision for credit losses (net of recoveries) 3,641 18,399 68,543 73,446 Total other expenses 74,017 74,639 333,899 315,829 Income before extinguishment of debt, gain on real estate, (loss) income from equity affiliates, and income taxes 77,696 114,249 288,224 405,183 Loss on extinguishment of debt — — (412) (1,561)Gain on real estate — — 3,813 — (Loss) income from equity affiliates (1,616) 3,586 5,772 24,281 Provision for income taxes (752) (7,911) (13,478) (27,347) Net income 75,328 109,924 283,919 400,556 Preferred stock dividends 10,342 10,342 41,369 41,369 Net income attributable to noncontrolling interest 5,160 7,923 19,278 29,122 Net income attributable to common stockholders$59,826 $91,659 $223,272 $330,065 Basic earnings per common share$0.32 $0.49 $1.18 $1.79 Diluted earnings per common share$0.32 $0.48 $1.18 $1.75 Weighted average shares outstanding: Basic 188,924,182 188,503,682 188,701,149 184,641,642 Diluted 205,759,307 222,861,214 205,526,610 218,843,613 Dividends declared per common share$0.43 $0.43 $1.72 $1.68 ARBOR REALTY TRUST, INC. AND SUBSIDIARIESConsolidated Balance Sheets($ in thousands—except share and per share data) December 31, 2024 December 31, 2023Assets: Cash and cash equivalents$503,803 $928,974Restricted cash 156,376 608,233Loans and investments, net (allowance for credit losses of $238,967 and $195,664) 11,033,997 12,377,806Loans held-for-sale, net 435,759 551,707Capitalized mortgage servicing rights, net 368,678 391,254Securities held-to-maturity, net (allowance for credit losses of $10,846 and $6,256) 157,154 155,279Investments in equity affiliates 76,312 79,303Real estate owned, net 176,543 86,991Due from related party 12,792 64,421Goodwill and other intangible assets 88,119 91,378Other assets 481,448 403,290Total assets$13,490,981 $15,738,636 Liabilities and Equity: Credit and repurchase facilities$3,559,490 $3,237,827Securitized debt 4,622,489 6,935,010Senior unsecured notes 1,236,147 1,333,968Convertible senior unsecured notes 285,853 283,118Junior subordinated notes to subsidiary trust issuing preferred securities 144,686 143,896Mortgage notes payable - real estate owned 74,897 44,339Due to related party 4,474 13,799Due to borrowers 47,627 121,707Allowance for loss-sharing obligations 83,150 71,634Other liabilities 280,198 298,733Total liabilities 10,339,011 12,484,031 Equity: Arbor Realty Trust, Inc. stockholders' equity: Preferred stock, cumulative, redeemable, $0.01 par value: 100,000,000 shares authorized, shares issued and outstanding by period: 633,684 633,684Special voting preferred - 16,293,589 shares 6.375% Series D - 9,200,000 shares 6.25% Series E - 5,750,000 shares 6.25% Series F - 11,342,000 shares Common stock, $0.01 par value: 500,000,000 shares authorized - 189,259,435 and 188,505,264 shares issued and outstanding 1,893 1,885Additional paid-in capital 2,375,469 2,367,188Retained earnings 13,039 115,216Total Arbor Realty Trust, Inc. stockholders’ equity 3,024,085 3,117,973 Noncontrolling interest 127,885 136,632Total equity 3,151,970 3,254,605 Total liabilities and equity$13,490,981 $15,738,636 ARBOR REALTY TRUST, INC. AND SUBSIDIARIESStatement of Income Segment Information - (Unaudited)(in thousands) Quarter Ended December 31, 2024 StructuredBusiness AgencyBusiness Other(1) ConsolidatedInterest income$248,696 $14,175 $— $262,871 Interest expense 173,061 6,941 — 180,002 Net interest income 75,635 7,234 — 82,869 Other revenue: Gain on sales, including fee-based services, net — 22,180 — 22,180 Mortgage servicing rights — 13,344 — 13,344 Servicing revenue — 50,924 — 50,924 Amortization of MSRs — (17,605) — (17,605)Property operating income 2,705 — — 2,705 Loss on derivative instruments, net — (3,833) — (3,833)Other income (loss), net 1,617 (488) — 1,129 Total other revenue 4,322 64,522 — 68,844 Other expenses: Employee compensation and benefits 16,064 30,219 — 46,283 Selling and administrative 7,953 7,081 — 15,034 Property operating expenses 2,446 — — 2,446 Depreciation and amortization 2,226 391 — 2,617 Provision for loss sharing (net of recoveries) — 3,996 — 3,996 Provision for credit losses (net of recoveries) 3,359 282 — 3,641 Total other expenses 32,048 41,969 — 74,017 Income before loss from equity affiliates and income taxes 47,909 29,787 — 77,696 Loss from equity affiliates (1,616) — — (1,616)Benefit from (provision for) income taxes 726 (1,478) — (752) Net income 47,019 28,309 — 75,328 Preferred stock dividends 10,342 — — 10,342 Net income attributable to noncontrolling interest — — 5,160 5,160 Net income attributable to common stockholders$36,677 $28,309 $(5,160) $59,826 (1) Includes income allocated to the noncontrolling interest holders not allocated to the two reportable segments. ARBOR REALTY TRUST, INC. AND SUBSIDIARIESBalance Sheet Segment Information - (Unaudited)(in thousands) December 31, 2024 StructuredBusiness AgencyBusiness ConsolidatedAssets: Cash and cash equivalents$58,188 $445,615 $503,803Restricted cash 134,320 22,056 156,376Loans and investments, net 11,033,997 — 11,033,997Loans held-for-sale, net — 435,759 435,759Capitalized mortgage servicing rights, net — 368,678 368,678Securities held-to-maturity, net — 157,154 157,154Investments in equity affiliates 76,312 — 76,312Real estate owned, net 176,543 — 176,543Goodwill and other intangible assets 12,500 75,619 88,119Other assets and due from related party 415,310 78,930 494,240Total assets$11,907,170 $1,583,811 $13,490,981 Liabilities: Debt obligations$9,500,901 $422,661 $9,923,562Allowance for loss-sharing obligations — 83,150 83,150Other liabilities and due to related party 244,948 87,351 332,299Total liabilities$9,745,849 $593,162 $10,339,011 ARBOR REALTY TRUST, INC. AND SUBSIDIARIESReconciliation of Distributable Earnings to GAAP Net Income - (Unaudited)($ in thousands—except share and per share data) Quarter Ended December 31, Year Ended December 31, 2024 2023 2024 2023 Net income attributable to common stockholders$59,826 $91,659 $223,272 $330,065 Adjustments: Net income attributable to noncontrolling interest 5,160 7,923 19,278 29,122 Income from mortgage servicing rights (13,344) (21,144) (51,272) (69,912)Deferred tax benefit (2,691) (719) (11,613) (7,349)Amortization and write-offs of MSRs 20,194 19,145 76,922 77,829 Depreciation and amortization 3,238 4,115 12,040 16,425 Loss on extinguishment of debt — — 412 1,561 Provision for credit losses, net 2,199 11,206 65,537 68,642 Loss (gain) on derivative instruments, net 4,535 (10,880) 9,212 (8,844)Stock-based compensation 2,485 2,799 14,232 14,940 Distributable earnings (1)$81,602 $104,104 $358,020 $452,479 Diluted distributable earnings per share (1)$0.40 $0.51 $1.74 $2.25 Diluted weighted average shares outstanding (1) (2) 205,759,307 205,498,651 205,526,610 201,549,221 (1) Amounts are attributable to common stockholders and OP Unit holders. The OP Units are redeemable for cash, or at the Company's option for shares of the Company's common stock on a one-for-one basis. (2) The diluted weighted average shares outstanding exclude the potential shares issuable upon conversion and settlement of the Company's convertible senior notes principal balance. The Company is presenting distributable earnings because management believes it is an important supplemental measure of the Company's operating performance and is useful to investors, analysts and other parties in the evaluation of REITs and their ability to provide dividends to stockholders. Dividends are one of the principal reasons investors invest in REITs. To maintain REIT status, REITs are required to distribute at least 90% of their REIT-taxable income. The Company considers distributable earnings in determining its quarterly dividend and believes that, over time, distributable earnings is a useful indicator of the Company's dividends per share. The Company defines distributable earnings as net income (loss) attributable to common stockholders computed in accordance with GAAP, adjusted for accounting items such as depreciation and amortization (adjusted for unconsolidated joint ventures), non-cash stock-based compensation expense, income from MSRs, amortization and write-offs of MSRs, gains/losses on derivative instruments primarily associated with Private Label loans not yet sold and securitized, changes in fair value of GSE-related derivatives that temporarily flow through earnings, deferred tax provision (benefit), CECL provisions for credit losses (adjusted for realized losses as described below) and gains/losses on the receipt of real estate from the settlement of loans (prior to the sale of the real estate). The Company also adds back one-time charges such as acquisition costs and one-time gains/losses on the early extinguishment of debt and redemption of preferred stock. The Company reduces distributable earnings for realized losses in the period management determines that a loan is deemed nonrecoverable in whole or in part. Loans are deemed nonrecoverable upon the earlier of: (1) when the loan receivable is settled (i.e., when the loan is repaid, or in the case of foreclosure, when the underlying asset is sold); or (2) when management determines that it is nearly certain that all amounts due will not be collected. The realized loss amount is equal to the difference between the cash received, or expected to be received, and the book value of the asset. Distributable earnings is not intended to be an indication of the Company's cash flows from operating activities (determined in accordance with GAAP) or a measure of its liquidity, nor is it entirely indicative of funding the Company's cash needs, including its ability to make cash distributions. The Company's calculation of distributable earnings may be different from the calculations used by other companies and, therefore, comparability may be limited.
Vancouver, Canada, Feb. 21, 2025 (GLOBE NEWSWIRE) -- WestKam Gold Corp. (TSX-V:WKG) (the “Company” or “WestKam”) is announces that it has terminated negotiations for the purchase of a 100% legal and beneficial interest in 131 lode claims in Grand County, Utah, covering 2,649 acres (1,072 ha), called the Powerline One Project (the “Powerline”). Mr. Peter Laipnieks, President and CEO of WestKam states “The Company was unable to finalize the final acquisition on favourable terms, and will continue to seek out potential projects that better align with the Company’s strategic plan.” About WestKam WestKam Gold Corp. is a Canadian-listed junior gold exploration company focused on exploring and developing projects in Western North America. ON BEHALF OF THE BOARD OF DIRECTORS “Peter Laipnieks”Peter Laipnieks, President & CEO Contacts: WestKam Gold Corp.Suite 900, 570 Granville StreetVancouver, BC V6C 3P1 Contact: Investor Relations250.216.5674westkam007@gmail.comwestkamgoldcorp.com Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Forward-looking information All statements included in this press release that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. These forward-looking statements involve numerous assumptions made by the Company based on its experience, perception of historical trends, current conditions, expected future developments and other factors it believes are appropriate in the circumstances. In addition, these statements involve substantial known and unknown risks and uncertainties that contribute to the possibility that the predictions, forecasts, projections and other forward-looking statements will prove inaccurate, certain of which are beyond the Company’s control. Readers should not place undue reliance on forward-looking statements. Except as required by law, the Company does not intend to revise or update these forward-looking statements after the date hereof or revise them to reflect the occurrence of future unanticipated events.
ATHENS, Greece, Feb. 21, 2025 (GLOBE NEWSWIRE) -- STEALTHGAS INC. (NASDAQ: GASS), a ship-owning company serving the liquefied petroleum gas (LPG) sector of the international shipping industry, announced today its unaudited financial and operating results for the fourth quarter and twelve months ended December 31, 2024. OPERATIONAL AND FINANCIAL HIGHLIGHTS All-time record Net Income of $69.9 million for the twelve month period of 2024, a 34.7% increase compared to the same period last year. Strong profitability continued for the fourth quarter, with Net income of $14.2 million corresponding to a basic EPS of $0.38.Revenues increased by 27.3% compared to the same period of last year to $43.5 million for the fourth quarter of 2024.Further increased period coverage. About 70% of fleet days for 2025 are secured on period charters, with total fleet employment days for all subsequent periods generating over $200 million (excl. JV vessels) in contracted revenues.Continued reducing leverage, making $108.2 million in debt repayments during the twelve month period of 2024 and $34.4 million in the current quarter of 2025. Currently, 26 out of 28 vessels in the fully owned fleet are unencumbered.Maintaining ample cash and cash equivalents (incl. restricted cash) of $84.5 million as of December 31, 2024 enabling the Company to further reduce debt. Fourth Quarter 2024 Results1: Revenues for the three months ended December 31, 2024 amounted to $43.5 million compared to revenues of $34.1 million for the three months ended December 31, 2023, based on an average of 27.6 vessels and 27.0 vessels owned by the Company, respectively, as the vessels remaining in the fleet earned higher revenues due to better market conditions.Voyage expenses and vessels’ operating expenses for the three months ended December 31, 2024 were $3.2 million and $13.6 million, respectively, compared to $3.3 million and $12.9 million, respectively, for the three months ended December 31, 2023. The $0.7 million increase in vessels’ operating expenses was mainly due to increase in crew costs and maintenance expenses, while the voyage expenses remained stable between 2024 and 2023.Drydocking costs for the three months ended December 31, 2024 and 2023 were $1.9 million and $0.03 million, respectively. Drydocking expenses during the fourth quarter of 2024 mainly relate to the completed drydocking of three vessels, compared to no drydocking of vessels in the same period of last year.General and administrative expenses for the three months ended December 31, 2024 and 2023 were $3.0 million and $1.7 million, respectively. The change is mainly attributed to the increase in stock-based compensation expense.Depreciation for the three months ended December 31, 2024 and 2023 was $6.6 million and $5.6 million, respectively, a $1.0 million increase is mainly related to the increase in average number of vessels owned by the Company and to the partial replacement of some of the older vessels with newer and larger ones which have a higher cost.Interest and finance costs for the three months ended December 31, 2024 and 2023, were $1.4 million and $2.3 million, respectively. The $0.9 million decrease from the same period of last year is primarily due to continued debt prepayments.Interest income for the three months ended December 31, 2024 and 2023, were $1.1 million and $1.0 million, respectively.Equity earnings in joint ventures for the three months ended December 31, 2024 and 2023 was a gain of $0.5 million and $0.9 million, respectively. The $0.4 million decrease was primarily due to decrease in number of vessels in joint ventures.As a result of the above, for the three months ended December 31, 2024, the Company reported net income of $14.2 million, compared to net income of $8.9 million for the three months ended December 31, 2023. The weighted average number of shares outstanding, basic, for the three months ended December 31, 2024 and 2023 was 35.3 million and 35.3 million, respectively.Earnings per share, basic, for the three months ended December 31, 2024 amounted to $0.38 compared to earnings per share, basic, of $0.25 for the same period of last year.Adjusted net income was $16.4 million corresponding to an Adjusted EPS, basic, of $0.44 for the three months ended December 31, 2024 compared to Adjusted net income of $10.3 million corresponding to an Adjusted EPS, basic, of $0.29 for the same period of last year.EBITDA for the three months ended December 31, 2024 amounted to $21.2 million. Reconciliations of Adjusted Net Income, EBITDA and Adjusted EBITDA to Net Income are set forth below.An average of 27.6 vessels were owned by the Company during the three months ended December 31, 2024 compared to 27.0 vessels for the same period of 2023. Twelve months 2024 Results: Revenues for the twelve months ended December 31, 2024, amounted to $167.3 million, an increase of $23.8 million, or 16.6%, compared to revenues of $143.5 million for the twelve months ended December 31, 2023, as the vessels remaining in the fleet earned higher revenues due to better market conditions.Voyage expenses and vessels’ operating expenses for the twelve months ended December 31, 2024 were $11.7 million and $49.8 million, respectively, compared to $13.2 million and $53.1 million for the twelve months ended December 31, 2023. The $1.5 million decrease in voyage expenses was mainly due to the decrease in spot days, while the $3.3 million decrease in vessels’ operating expenses was mainly due to the decrease in the average number of owned vessels in our fleet.Drydocking costs for the twelve months ended December 31, 2024 and 2023 were $5.3 million and $2.6 million, respectively. The costs for the twelve months ended December 31, 2024 mainly related to the completed drydocking of seven vessels, while the costs for the same period of last year mainly related to the completed drydocking of three of the larger handysize vessels.General and administrative expenses for the twelve months ended December 31, 2024 and 2023 were $10.3 million and $5.3 million, respectively. The change is mainly attributed to the increase in stock-based compensation expense.Depreciation for the twelve months ended December 31, 2024, was $26.1 million, a $2.4 million increase from $23.7 million for the same period of last year, as the Company partly replaced some of the older vessels with newer and larger vessels which have a higher cost.Impairment loss for the twelve months ended December 31, 2024 and 2023 was nil and $2.8 million, respectively. The impairment loss for the year ended December 31, 2023, related to two vessels for which the Company had entered into separate agreements to sell to third parties.Gain on sale of vessels for the twelve months ended December 31, 2024 was $0.05 million compared to $7.6 million for the same period last year. The decrease is attributed to the sale of four of the Company’s vessels during the twelve months ended December 31, 2023 compared to the sale of two vessels during the twelve months ended December 31, 2024, which had been classified as held for sale as of December 31, 2023.Interest and finance costs for the twelve months ended December 31, 2024 and 2023 were $9.1 million and $10.0 million, respectively. The $0.9 million decrease from last year is primarily due to continued debt prepayments.Interest income for the twelve months ended December 31, 2024 and 2023 was $3.4 million and $3.7 million, respectively. The $0.3 million decrease is mainly attributed to decrease in interest rates and over the corresponding period.Equity earnings in joint ventures for the twelve months ended December 31, 2024 and 2023 was a gain of $15.6 million and a gain of $12.3 million, respectively. The $3.3 million increase from the same period of last year is mainly due to a profitable sale of one of the Medium Gas carriers owned by one of our joint ventures.As a result of the above, the Company reported a net income for the twelve months ended December 31, 2024 of $69.9 million, compared to a net income of $51.9 million for the twelve months ended December 31, 2023. The weighted average number of shares outstanding, basic, for the twelve months ended December 31, 2024 and 2023 was 35.2 million and 37.2 million, respectively.Earnings per share, basic, for the twelve months ended December 31, 2024 amounted to $1.91 compared to earnings per share, basic, of $1.38 for the same period of last year.Adjusted net income was $77.3 million, corresponding to an Adjusted EPS, basic, of $2.11 per share, for the twelve months ended December 31, 2024 compared to adjusted net income of $50.5 million, or $1.34 per share, for the same period of last year.EBITDA for the twelve months ended December 31, 2024 amounted to $101.6 million. Reconciliations of Adjusted Net Income, EBITDA and Adjusted EBITDA to Net Income are set forth below.An average of 27.2 vessels were owned by the Company during the twelve months ended December 31, 2024, compared to 29.3 vessels for the same period of 2023.As of December 31, 2024, cash and cash equivalents (including restricted cash) amounted to $84.5 million and total debt amounted to $84.9 million.1 EBITDA, Adjusted EBITDA, Adjusted Net Income and Adjusted EPS are non-GAAP measures. Refer to the reconciliation of these measures to the most directly comparable financial measure in accordance with GAAP set forth later in this release. Fleet Update Since Previous Announcement The Company announced the conclusion of the following chartering arrangements (of three or more months duration): A twelve months time charter for its 2024 built LPG carrier Eco Wizard, until Dec 2025.A twelve months time charter for its 2020 built LPG carrier Eco Alice, until Feb 2026.A twelve months time charter for the JV-owned 2007 built LPG carrier Gas Haralambos, until Dec 2025.A three months time charter for the 2012 built LPG carrier Gas Husky, until April 2025. As of February 2025, the Company has total contracted revenues of approximately $200 million. As of February 2025, the Company has circa 70% of fleet days secured under period contracts and contracted revenues of approximately $107 million for the remainder of the year. On January 21, 2025, the previously announced sale of the Gas Shuriken was concluded and the vessel was delivered to its new owners. Share Repurchase Program Increase Today the Board of Directors authorized a $5 million increase to the existing $25 million common stock repurchase program for a total aggregate amount of $30 million. Shares of common stock may be purchased, from time to time, in open market or privately negotiated transactions, at times and prices that are considered to be appropriate by the Company, and the program may be suspended or discontinued at any time. As of the date hereof, the Company has repurchased an aggregate of approximately $19.4 million. CEO Harry Vafias Commented It is with great pride that we announce today for the third consecutive year record annual profits. After a successful fourth quarter we concluded 2024 reporting net income of $70 million for the year, a 35% increase, far outpacing the underlying market improvement for our vessels. We are delivering on our strategic priorities, modernizing the fleet, securing revenues and de-risking the business, aiming to bring strong value to StealthGas shareholders. We can now say we are net debt free, after having further reduced our debt in the current quarter. We are close to completing our deleverage that will bring a long term advantage to the fleet and the Company is in a solid footing. As successful as we have been we are established in the shipping markets long enough not to forget that we operate in a volatile sector where fortunes can be made and lost quite rapidly. We are optimistic for the future albeit evermore cautiously not least because the current global geopolitics that can have a strong influence on shipping markets are for the time being quite opaque with too many developing situations. Finally, in order to give further value back to our shareholders, we are renewing our share repurchases and increasing up to $10.5 million the amount available to us for this task. Conference Call details: On February 21, 2025 at 10:00 am ET, the company’s management will host a conference call to discuss the results and the company’s operations and outlook. Conference call participants should pre-register using the below link to receive the dial-in numbers and a personal PIN, which are required to access the conference call. https://register.vevent.com/register/BIa607c71e1abf4ac08816dfc43bd8d733 Slides and audio webcast: There will also be a live and then archived webcast of the conference call, through the STEALTHGAS INC. website (www.stealthgas.com). Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast. About STEALTHGAS INC. StealthGas Inc. is a ship-owning company serving the liquefied petroleum gas (LPG) sector of the international shipping industry. StealthGas Inc. has a fleet of 31 LPG carriers, including three Joint Venture vessels in the water. These LPG vessels have a total capacity of 349,170 cubic meters (cbm). StealthGas Inc.’s shares are listed on the Nasdaq Global Select Market and trade under the symbol “GASS.” Visit our website at www.stealthgas.com Forward-Looking Statements Matters discussed in this release may constitute forward-looking statements. Forward-looking statements reflect our current views with respect to future events and financial performance and may include statements concerning plans, objectives, goals, strategies, future events or performance and underlying assumptions and other statements, which are other than statements of historical facts. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although STEALTHGAS INC. believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, STEALTHGAS INC. cannot assure you that it will achieve or accomplish these expectations, beliefs or projections. Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the strength of world economies and currencies, general market conditions, including changes in charter hire rates and vessel values, charter counterparty performance, changes in demand that may affect attitudes of time charterers to scheduled and unscheduled drydockings, shipyard performance, changes in STEALTHGAS INC’s operating expenses, including bunker prices, drydocking and insurance costs, ability to obtain financing and comply with covenants in our financing arrangements, actions taken by regulatory authorities, potential liability from pending or future litigation, domestic and international political conditions, the conflict in Ukraine and related sanctions, the conflict in Israel and Gaza, potential disruption of shipping routes due to ongoing attacks by Houthis in the Red Sea and Gulf of Aden or accidents and political events or acts by terrorists. Risks and uncertainties are further described in reports filed by STEALTHGAS INC. with the U.S. Securities and Exchange Commission. Fleet List For information on our fleet and further information: Visit our website at www.stealthgas.com Fleet Data: The following key indicators highlight the Company’s operating performance during the periods ended December 31, 2023 and 2024. FLEET DATAQ4 2023 Q4 2024 12M 2023 12M 2024 Average number of vessels (1)27.0 27.6 29.3 27.2 Period end number of owned vessels in fleet27 28 27 28 Total calendar days for fleet (2)2,484 2,542 10,698 9,944 Total voyage days for fleet (3)2,441 2,446 10,566 9,677 Fleet utilization (4)98.3%96.2%98.8%97.3%Total charter days for fleet (5)2,207 2,265 9,544 8,930 Total spot market days for fleet (6)234 181 1,022 747 Fleet operational utilization (7)96.8%95.0%96.6%95.4% 1) Average number of vessels is the number of owned vessels that constituted our fleet for the relevant period, as measured by the sum of the number of days each vessel was a part of our fleet during the period divided by the number of calendar days in that period. 2) Total calendar days for fleet are the total days the vessels we operated were in our possession for the relevant period including off-hire days associated with major repairs, drydockings or special or intermediate surveys. 3) Total voyage days for fleet reflect the total days the vessels we operated were in our possession for the relevant period net of off-hire days associated with major repairs, drydockings or special or intermediate surveys. 4) Fleet utilization is the percentage of time that our vessels were available for revenue generating voyage days, and is determined by dividing voyage days by fleet calendar days for the relevant period. 5) Total charter days for fleet are the number of voyage days the vessels operated on time or bareboat charters for the relevant period. 6) Total spot market charter days for fleet are the number of voyage days the vessels operated on spot market charters for the relevant period. 7) Fleet operational utilization is the percentage of time that our vessels generated revenue, and is determined by dividing voyage days excluding commercially idle days by fleet calendar days for the relevant period. Reconciliation of Adjusted Net Income, EBITDA, adjusted EBITDA and adjusted EPS: Adjusted net income represents net income before loss/gain on derivatives excluding swap interest paid/received, impairment loss, net gain/loss on sale of vessels and share based compensation. EBITDA represents net income before interest and finance costs, interest income and depreciation. Adjusted EBITDA represents net income before interest and finance costs, interest income, depreciation, impairment loss, net gain/loss on sale of vessels, share based compensation and loss/gain on derivatives. Adjusted EPS represents Adjusted net income divided by the weighted average number of shares. EBITDA, adjusted EBITDA, adjusted net income and adjusted EPS are included herein because they are a basis, upon which we and our investors assess our financial performance. They allow us to present our performance from period to period on a comparable basis and provide investors with a means of better evaluating and understanding our operating performance. EBITDA, adjusted EBITDA, adjusted net income and adjusted EPS are not recognized measurements under U.S. GAAP. Our calculation of EBITDA, adjusted EBITDA, adjusted net income and adjusted EPS may not be comparable to that reported by other companies in the shipping or other industries. In evaluating Adjusted EBITDA, Adjusted net income and Adjusted EPS, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. (Expressed in United States Dollars, except number of shares)Fourth Quarter Ended December 31st,Twelve months Periods Ended December 31st, 2023202420232024Net Income - Adjusted Net Income Net income8,889,046 14,198,527 51,936,829 69,862,177 Plus/(Less) loss/(gain) on derivatives255,736 -- (237,618)(99,286)(Less)/Plus swap interest (paid)/received216,432 -- 1,027,127 208,127 (Less)/Plus (gain)/loss on sale of vessels, net-- -- (7,645,781)(46,384)Plus impairment loss-- -- 2,816,873 -- Plus share based compensation940,216 2,206,295 2,589,405 7,326,807 Adjusted Net Income10,301,430 16,404,822 50,486,835 77,251,441 Net income – EBITDA Net income8,889,046 14,198,527 51,936,829 69,862,177 Plus interest and finance costs2,344,430 1,425,886 9,956,712 9,062,562 Less interest income(952,287)(1,052,786)(3,712,239)(3,416,221)Plus depreciation5,565,955 6,598,549 23,707,797 26,076,687 EBITDA15,847,144 21,170,176 81,889,099 101,585,205 Net income - Adjusted EBITDA Net income8,889,046 14,198,527 51,936,829 69,862,177 Plus/(Less) loss/(gain) on derivatives255,736 -- (237,618)(99,286)(Less)/Plus (gain)/loss on sale of vessels, net-- -- (7,645,781)(46,384)Plus impairment loss-- -- 2,816,873 -- Plus share based compensation940,216 2,206,295 2,589,405 7,326,807 Plus interest and finance costs2,344,430 1,425,886 9,956,712 9,062,562 Less interest income(952,287)(1,052,786)(3,712,239)(3,416,221)Plus depreciation5,565,955 6,598,549 23,707,797 26,076,687 Adjusted EBITDA17,043,096 23,376,471 79,411,978 108,766,342 EPS - Adjusted EPS Net income8,889,046 14,198,527 51,936,829 69,862,177 Adjusted net income10,301,430 16,404,822 50,486,835 77,251,441 Weighted average number of shares, basic35,300,965 35,345,251 37,166,449 35,237,059 EPS - Basic 0.25 0.38 1.38 1.91 Adjusted EPS – Basic0.29 0.44 1.34 2.11 StealthGas Inc. Unaudited Condensed Consolidated Statements of Income (Expressed in United States Dollars, except for number of shares) Quarters Ended December 31, Twelve month Periods Ended December 31, 2023 2024 2023 2024 Revenues Revenues34,139,248 43,467,117 143,527,769 167,262,185 Expenses Voyage expenses2,878,732 2,679,927 11,429,716 9,594,880 Voyage expenses - related party426,108 535,991 1,779,488 2,063,228 Vessels' operating expenses12,690,873 13,404,725 52,206,248 48,961,137 Vessels' operating expenses - related party207,500 212,500 911,250 875,002 Drydocking costs27,696 1,855,672 2,641,706 5,312,614 Management fees - related party1,048,800 1,089,040 4,531,920 4,258,240 General and administrative expenses1,657,671 3,010,733 5,331,029 10,309,693 Depreciation5,565,955 6,598,549 23,707,797 26,076,687 Impairment loss-- -- 2,816,873 -- Net gain on sale of vessels-- -- (7,645,781) (46,384)Total expenses24,503,335 29,387,137 97,710,246 107,405,097 Income from operations9,635,913 14,079,980 45,817,523 59,857,088 Other (expenses)/income Interest and finance costs(2,344,430) (1,425,886) (9,956,712) (9,062,562)(Loss)/gain on derivatives(255,736) -- 237,618 99,286 Interest income952,287 1,052,786 3,712,239 3,416,221 Foreign exchange (loss)/gain(27,829) 25,598 (190,722) (70,692)Other expenses, net(1,675,708) (347,502) (6,197,577) (5,617,747) Income before equity in earnings of investees7,960,205 13,732,478 39,619,946 54,239,341 Equity earnings in joint ventures928,841 466,049 12,316,883 15,622,836 Net Income8,889,046 14,198,527 51,936,829 69,862,177 Earnings per share - Basic0.25 0.38 1.38 1.91 - Diluted0.25 0.38 1.37 1.90 Weighted average number of shares - Basic35,300,965 35,345,251 37,166,449 35,237,059 - Diluted35,430,883 35,409,350 37,236,951 35,333,160 StealthGas Inc. Unaudited Condensed Consolidated Balance Sheets (Expressed in United States Dollars) December 31, December 31, 2023 2024 Assets Current assets Cash and cash equivalents77,202,843 80,653,398 Trade and other receivables4,506,741 6,156,300 Other current assets130,589 193,265 Claims receivable55,475 55,475 Inventories1,979,683 3,891,147 Advances and prepayments1,409,418 733,190 Restricted cash659,137 -- Assets held for sale34,879,925 -- Fair value of derivatives-- 387,630 Total current assets120,823,811 92,070,405 Non current assets Advances for vessel acquisitions23,414,570 -- Operating lease right-of-use assets99,379 -- Vessels, net504,295,083 608,214,416 Other receivables48,040 370,053 Restricted cash5,893,721 3,867,752 Investments in joint ventures39,671,603 27,717,238 Deferred finance charges1,105,790 -- Fair value of derivatives1,858,677 -- Total non current assets576,386,863 640,169,459 Total assets697,210,674 732,239,864 Liabilities and Stockholders' Equity Current liabilities Payable to related parties955,567 388,130 Trade accounts payable9,953,137 10,994,434 Accrued liabilities5,681,144 4,922,587 Operating lease liabilities71,173 -- Deferred income5,386,126 4,304,667 Current portion of long-term debt16,624,473 23,333,814 Total current liabilities38,671,620 43,943,632 Non current liabilities Operating lease liabilities28,206 -- Deferred income1,928,712 213,563 Long-term debt106,918,176 61,555,855 Total non current liabilities108,875,094 61,769,418 Total liabilities147,546,713 105,713,050 Commitments and contingencies Stockholders' equity Capital stock453,434 370,414 Treasury stock(44,453,836) -- Additional paid-in capital446,938,868 409,912,934 Retained earnings145,993,681 215,855,858 Accumulated other comprehensive income731,814 387,608 Total stockholders' equity549,663,961 626,526,814 Total liabilities and stockholders' equity697,210,674 732,239,864 StealthGas Inc. Unaudited Condensed Consolidated Statements of Cash Flows (Expressed in United States Dollars) Twelve month Periods EndedDecember 31, 2023 2024 Cash flows from operating activities Net income for the year51,936,829 69,862,177 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation23,707,797 26,076,687 Amortization of deferred finance charges1,345,941 711,378 Amortization of operating lease right-of-use assets99,379 99,379 Share based compensation2,589,405 7,326,807 Change in fair value of derivatives789,509 108,841 Proceeds from disposal of interest rate swaps-- 1,018,000 Equity earnings in joint ventures(12,316,883) (15,622,836)Dividends received from joint ventures14,589,215 20,570,036 Impairment loss2,816,873 -- Gain on sale of vessels(7,645,781) (46,384)Changes in operating assets and liabilities: (Increase)/decrease in Trade and other receivables238,627 (1,971,610)Other current assets139,925 (62,676)Inventories1,365,189 (1,664,736)Changes in operating lease liabilities(99,379) (99,379)Advances and prepayments(728,005) 676,228 Increase/(decrease) in Balances with related parties(1,532,943) (555,589)Trade accounts payable(1,813,377) 628,898 Accrued liabilities(100,515) (758,558)Deferred income2,058,409 (2,796,608)Net cash provided by operating activities77,440,215 103,500,055 Cash flows from investing activities Insurance proceeds126,666 -- Proceeds from sale of vessels, net80,109,781 34,679,584 Acquisition and improvements of vessels(85,201) (106,169,013)Maturity of short term investments26,500,000 -- Return of investments from joint ventures4,688,785 7,007,164 Net cash provided by/(used in) investing activities111,340,031 (64,482,265) Cash flows from financing activities Proceeds from exercise of stock options747,500 356,250 Stock repurchase(19,080,455) (338,176)Deferred finance charges paid(988,166) (22,167)Advances from joint ventures11,847 -- Advances to joint ventures-- (11,847)Loan repayments(154,870,215) (108,236,401)Proceeds from long-term debt-- 70,000,000 Net cash used in financing activities(174,179,489) (38,252,341) Net increase in cash, cash equivalents and restricted cash14,600,757 765,449 Cash, cash equivalents and restricted cash at beginning of period69,154,944 83,755,701 Cash, cash equivalents and restricted cash at end of year83,755,701 84,521,150 Cash breakdown Cash and cash equivalents77,202,843 80,653,398 Restricted cash, current659,137 -- Restricted cash, non current5,893,721 3,867,752 Total cash, cash equivalents and restricted cash shown in the statements of cash flows83,755,701 84,521,150 CONTACT: Company Contact: Konstantinos Sistovaris STEALTHGAS INC. 00-30-210-6250-001 E-mail: info@stealthgas.com
21 February 2025 Middlefield Canadian Income PCC (the “Company”)including Middlefield Canadian Income – GBP PC (the “Fund”), a cell of the CompanyRegistered No: 93546Legal Entity Identifier: 2138007ENW3JEJXC8658 Withdrawal of General Meeting Requisition As announced on 13 February 2025, Middlefield Canadian Income PCC (the “Company”) and Middlefield Canadian Income – GBP PC (the “Fund”) received a letter from a nominee account acting on behalf of the custodian and prime broker for Saba Capital Management, L.P. (“Saba”) requisitioning the Board of the Company and Fund (the “Board”) to convene a general meeting of shareholders (the “Requisition”). Since the receipt of the Requisition, the Board has consulted with a number of the Company’s largest shareholders, including Saba. Following constructive discussions, Saba has agreed to withdraw the Requisition for a period of 60 days to enable the Company and its advisers to formulate proposals that are in the best interests of all shareholders. The Board will provide a further update in due course. For further information, please contact: Middlefield Canadian Income – GBP PC via Investec Bank plcMichael Phair (Chairman) Investec Bank plc 020 7597 4000Corporate BrokerHelen Goldsmith/David Yovichic JTC Fund Solutions (Jersey) Limited 01534 700 000SecretaryMatt Tostevin/Hilary Jones/Jade Livesey Burson Buchanan 020 7466 5000PR AdvisersCharles Ryland/Henry Wilson
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