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CVS HEALTH CORPORATION REPORTS SECOND QUARTER 2025 RESULTS AND UPDATES FULL-YEAR 2025 GUIDANCE

CVS HEALTH CORPORATION REPORTS SECOND QUARTER 2025 RESULTS AND UPDATES FULL-YEAR 2025 GUIDANCE

Yahoo31-07-2025
Financial Highlights
Second quarter total revenues increased to $98.9 billion, up 8.4% compared to prior year
Second quarter GAAP diluted EPS of $0.80 and Adjusted EPS of $1.81
Generated year-to-date cash flow from operations of $6.5 billion
Operational Highlights
Aetna® delivers distinctive advances in care navigation
CVS Pharmacy® agreed to acquire certain prescription files and store locations from Rite Aid
CVS Caremark® demonstrates market-leading innovation in strong renewal and sales season
2025 Full-Year Guidance
Revised GAAP diluted EPS guidance range to $3.84 to $3.94 from $4.23 to $4.43
Raised Adjusted EPS guidance range to $6.30 to $6.40 from $6.00 to $6.20
Raised cash flow from operations guidance to at least $7.5 billion from approximately $7.0 billion
CEO Commentary"What people want most — a connected, simpler health care experience — is what CVS Health uniquely provides. For the 185 million people we serve, we deliver better access, greater affordability and aligned advocacy. Our strong performance demonstrates the continued focus we have on operational and financial improvement across our businesses, led by a significant and durable recovery at Aetna, strong retention at CVS Caremark and growth and momentum at CVS Pharmacy."— David Joyner, CVS Health President and CEO
WOONSOCKET, R.I., July 31, 2025 /PRNewswire/ -- CVS Health Corporation (NYSE: CVS) today announced operating results for the three months ended June 30, 2025.
Financial Results SummaryThree Months Ended
June 30,
In millions, except per share amounts
20252024Change
Total revenues
$ 98,915$ 91,234$ 7,681
Operating income
2,3813,045(664)
Adjusted operating income (1)
3,8083,74464
Diluted earnings per share
$ 0.80$ 1.41$ (0.61)
Adjusted EPS (2)
$ 1.81$ 1.83$ (0.02)
Second quarter GAAP diluted EPS of $0.80 decreased from $1.41 in the prior year, reflecting the impact of two litigation charges associated with the Company's past business practices recorded during three months ended June 30, 2025. Adjusted EPS of $1.81 remained relatively consistent compared to the prior year. The Company's financial results reflect improved operating performance in the Health Care Benefits and Pharmacy & Consumer Wellness segments, largely offset by a decline in the Health Services segment.
"We are encouraged by a second consecutive quarter of solid 2025 results, while we continue to navigate a dynamic environment," said Brian Newman, Chief Financial Officer of CVS Health. "As we execute against our strategic priorities, we remain focused on delivering on our financial commitments and advancing initiatives that create long-term value for our stakeholders."
The Company's full-year 2025 guidance updates reflect second quarter performance in the Health Care Benefits and Pharmacy & Consumer Wellness segments, partially offset by a decrease in the Health Services segment.
Consolidated second quarter resultsThree Months Ended
June 30,Six Months Ended
June 30,
In millions, except per share amounts
20252024Change20252024Change
Total revenues
$ 98,915$ 91,234$ 7,681$ 193,503$ 179,671$ 13,832
Operating income
2,3813,045(664)5,7555,316439
Adjusted operating income (1)
3,8083,744648,3876,7011,686
Net income
1,0131,768(755)2,7952,892(97)
Diluted earnings per share
$ 0.80$ 1.41$ (0.61)$ 2.21$ 2.28$ (0.07)
Adjusted EPS (2)
$ 1.81$ 1.83$ (0.02)$ 4.06$ 3.14$ 0.92
For the three months ended June 30, 2025 compared to the prior year:
Total revenues increased 8.4% driven by revenue growth across all operating segments.
Operating income decreased 21.8% primarily due to $833 million in litigation charges recorded during the three months ended June 30, 2025 related to two court decisions associated with the Company's past business practices, partially offset by a decrease in acquisition-related integration costs compared to the prior year and the increase in adjusted operating income described below.
Adjusted operating income increased 1.7% driven by increases in the Health Care Benefits and Pharmacy & Consumer Wellness segments, largely offset by a decline in the Health Services segment. See pages 3 through 5 for additional discussion of the adjusted operating income performance of the Company's segments.
Interest expense increased $31 million, or 4.2%, due to higher debt in the three months ended June 30, 2025, primarily as a result of long-term debt issued in December of 2024.
The effective income tax rate increased to 38.5% compared to 24.3% primarily due to the impact of non-deductible litigation charges recorded in the three months ended June 30, 2025.
Operational Highlights
The Company announced it will commit $20.0 billion over the next decade to simplify the U.S. health system for the American consumer. Specifically, the Company is committed to advancing interoperability between members, patients/caregivers, health care providers and appropriate community resource entities to foster collaboration, improve member outcomes and increase satisfaction.
Brian Newman joined CVS Health as Executive Vice President and Chief Financial Officer. He was most recently Executive Vice President and Chief Financial Officer of United Parcel Service. Amy Compton-Phillips, MD, joined CVS Health as Executive Vice President and Chief Medical Officer. She was most recently Chief Physician Executive of Press Ganey, a health care performance improvement company.
Aetna will support initiatives championed by trade association America's Health Insurance Plans to improve the experience of doctors and patients. Aetna is also leading the market through a comprehensive strategy to advance advocacy, making it easier to navigate health care — reducing reviews, simplifying care site transitions and putting technology to work for health care professionals and their patients.
CVS Pharmacy has agreed to acquire the prescription files of certain Rite Aid pharmacies across 15 states in areas that CVS serves, as well as acquire and operate certain Rite Aid stores in Idaho, Oregon and Washington. The closings are underway. Each remains subject to the satisfaction of customary closing conditions. The Company is well-positioned to serve its existing customers and patients, as well as those who may be transitioning from Rite Aid, and is excited to introduce Rite Aid customers to CVS Pharmacy's best-in-class front store and pharmacy offerings.
Health Care Benefits segment
The Health Care Benefits segment offers a full range of insured and self-insured ("ASC") medical, pharmacy, dental and behavioral health products and services. The segment results for the three and six months ended June 30, 2025 and 2024 were as follows:Three Months Ended
June 30,Six Months Ended
June 30,
In millions, except percentages
20252024Change20252024Change
Total revenues
$ 36,258$ 32,475$ 3,783$ 71,068$ 64,711$ 6,357
Adjusted operating income (1)
1,3089383703,3011,6701,631
Medical benefit ratio ("MBR") (3)
89.9 %89.6 %0.3 %88.6 %90.0 %(1.4) %
Medical membership (4)
26.727.0(0.3)
Total revenues increased 11.6% for the three months ended June 30, 2025 compared to the prior year primarily driven by increases in the Government business, largely due to the impact of the Inflation Reduction Act on the Medicare Part D program.
Adjusted operating income increased 39.4% for the three months ended June 30, 2025 compared to the prior year primarily driven by the favorable year-over-year impact of changes to the Company's individual exchange business risk adjustment estimates, improved underlying performance in the Government business and higher favorable prior period development. These increases were partially offset by the premium deficiency reserve described below.
During the second quarter of 2025, in light of continued utilization pressure, the Company recorded a premium deficiency reserve of $471 million to health care costs in its Group Medicare Advantage product line related to anticipated losses for the remainder of the 2025 coverage year.
The MBR increased to 89.9% in the three months ended June 30, 2025 compared to 89.6% in the prior year driven by the $471 million (140 basis points) premium deficiency reserve recorded as health care costs described above, largely offset by the favorable year-over-year impact of changes to the Company's individual exchange business risk adjustment estimates.
Medical membership as of June 30, 2025 of 26.7 million decreased 358,000 members compared with March 31, 2025, reflecting the previously announced membership declines in the individual exchange product line.
Prior years' health care costs payable estimates developed favorably by $1.9 billion during the six months ended June 30, 2025. This development is reported on a basis consistent with the prior years' development reported in the health care costs payable table in the Company's annual audited financial statements and does not directly correspond to an increase in 2025 operating results.
Days claims payable were 40.9 days as of June 30, 2025, a decrease of 2.3 days compared to March 31, 2025. The decrease was primarily driven by a higher mix of pharmacy costs, partially offset by the impact of the Group Medicare Advantage premium deficiency reserve recorded as health care costs in the second quarter of 2025 discussed above.
See the supplemental information on page 17 for additional information regarding the performance of the Health Care Benefits segment.
Health Services segment
The Health Services segment provides a full range of pharmacy benefit management ("PBM") solutions, delivers health care services in its medical clinics, virtually, and in the home, and offers provider enablement solutions. The segment results for the three and six months ended June 30, 2025 and 2024 were as follows:Three Months Ended
June 30,Six Months Ended
June 30,
In millions
20252024Change20252024Change
Total revenues
$ 46,453$ 42,171$ 4,282$ 89,915$ 82,456$ 7,459
Adjusted operating income (1)
1,5751,915(340)3,1783,278(100)
Pharmacy claims processed (5) (6)
469.0471.2(2.2)933.2934.1(0.9)
Total revenues increased 10.2% for the three months ended June 30, 2025 compared to the prior year primarily driven by pharmacy drug mix and brand inflation, partially offset by continued pharmacy client price improvements.
Adjusted operating income decreased 17.8% for the three months ended June 30, 2025 compared to the prior year primarily driven by continued pharmacy client price improvements and the impact of a higher medical benefit ratio in the Company's health care delivery business, partially offset by improved purchasing economics and pharmacy drug mix.
Pharmacy claims processed remained relatively consistent on a 30-day equivalent basis for the three months ended June 30, 2025 compared to the prior year.
See the supplemental information on page 18 for additional information regarding the performance of the Health Services segment.
Pharmacy & Consumer Wellness segment
The Pharmacy & Consumer Wellness segment dispenses prescriptions in its retail pharmacies and through its infusion operations, provides ancillary pharmacy services including pharmacy patient care programs, diagnostic testing and vaccination administration, and sells a wide assortment of health and wellness products and general merchandise. The segment also provides pharmacy services to long-term care facilities and pharmacy fulfillment services to support the Health Services segment's specialty and mail order pharmacy offerings. The segment results for the three and six months ended June 30, 2025 and 2024 were as follows:Three Months Ended
June 30,Six Months Ended
June 30,
In millions
20252024Change20252024Change
Total revenues
$ 33,581$ 29,838$ 3,743$ 65,493$ 58,563$ 6,930
Adjusted operating income (1)
1,3381,243952,6512,420231
Prescriptions filled (5) (6)
438.1420.417.7873.6838.035.6
Total revenues increased 12.5% for the three months ended June 30, 2025 compared to the prior year primarily driven by pharmacy drug mix and increased prescription and front store volume, partially offset by continued pharmacy reimbursement pressure.
Adjusted operating income increased 7.6% for the three months ended June 30, 2025 compared to the prior year primarily driven by increased prescription and front store volume, partially offset by continued pharmacy reimbursement pressure.
Prescriptions filled increased 4.2% on a 30-day equivalent basis for the three months ended June 30, 2025 compared to the prior year primarily driven by increased utilization.
Same store prescription volume(6)(11) increased 6.4% on a 30-day equivalent basis for the three months ended June 30, 2025 compared to the prior year.
See the supplemental information on page 19 for additional information regarding the performance of the Pharmacy & Consumer Wellness segment.
Teleconference and webcast
The Company will be holding a conference call today for investors at 8:00 a.m. (Eastern Time) to discuss its second quarter results. An audio webcast of the call will be broadcast simultaneously for all interested parties through the Investor Relations section of the CVS Health website at http://investors.cvshealth.com. This webcast will be archived and available on the website for a one-year period following the conference call.
Non-GAAP Financial Information
The Company presents both GAAP and non-GAAP financial measures in this press release to assist in the comparison of the Company's past financial performance with its current financial performance. See "Non-GAAP Financial Information" beginning on page 11 and endnotes beginning on page 23 for explanations of non-GAAP financial measures presented in this press release. See pages 13 through 15 and page 22 for reconciliations of each non-GAAP financial measure used in this release to the most directly comparable GAAP financial measure.
About CVS Health
CVS Health is a leading health solutions company building a world of health around every consumer, wherever they are. As of June 30, 2025, the Company had approximately 9,000 retail pharmacy locations, more than 1,000 walk-in and primary care medical clinics, a leading pharmacy benefits manager with approximately 87 million plan members, and a dedicated senior pharmacy care business serving more than 800,000 patients per year. The Company also serves an estimated more than 37 million people through traditional, voluntary and consumer-directed health insurance products and related services, including highly rated Medicare Advantage offerings and a leading standalone Medicare Part D prescription drug plan. The Company's integrated model uses personalized, technology driven services to connect people to simply better health, increasing access to quality care, delivering better outcomes, and lowering overall costs.
Cautionary statement concerning forward-looking statements
The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by or on behalf of CVS Health Corporation. Statements in this press release that are forward-looking include, but are not limited to, the information under the headings "2025 Full-year guidance", "CEO Commentary" and "Financial Results Summary" and the information included in the reconciliations and endnotes. By their nature, all forward-looking statements are not guarantees of future performance or results and are subject to risks and uncertainties that are difficult to predict and/or quantify. Actual results may differ materially from those contemplated by the forward-looking statements due to the risks and uncertainties described in our Securities and Exchange Commission ("SEC") filings, including those set forth in the Risk Factors section and under the heading "Cautionary Statement Concerning Forward-Looking Statements" in our most recently filed Annual Report on Form 10-K, our Quarterly Report on Form 10-Q for the quarterly periods ended March 31, 2025 and June 30, 2025 and our Current Reports on Form 8-K.
You are cautioned not to place undue reliance on CVS Health's forward-looking statements. CVS Health's forward-looking statements are and will be based upon management's then-current views and assumptions regarding future events and operating performance, and are applicable only as of the dates of such statements. CVS Health does not assume any duty to update or revise forward-looking statements, whether as a result of new information, future events, uncertainties or otherwise.
Investor Contact: Larry McGrath | Executive Vice President, Chief Strategy Officer andChief Strategic Advisor to the CEO | (800) 201-0938
Media Contact: Ethan Slavin | Executive Director, Corporate Communications | (860) 273-6095
- Tables Follow -
CVS HEALTH CORPORATION
Condensed Consolidated Statements of Operations
(Unaudited)
Three Months Ended
June 30,Six Months Ended
June 30,
In millions, except per share amounts
2025202420252024
Revenues:Products
$ 60,607$ 56,212$ 118,276$ 109,936
Premiums
34,19530,66767,01561,058
Services
3,6263,9617,2057,829
Net investment income
4873941,007848
Total revenues
98,91591,234193,503179,671
Operating costs:Cost of products sold
54,00549,998105,06298,071
Health care costs
31,31727,85360,45255,656
Operating expenses
11,21210,33822,23420,628
Total operating costs
96,53488,189187,748174,355
Operating income
2,3813,0455,7555,316
Interest expense
7637321,5481,448
Other income
(29)(24)(57)(49)
Income before income tax provision
1,6472,3374,2643,917
Income tax provision
6345691,4691,025
Net income
1,0131,7682,7952,892
Net (income) loss attributable to noncontrolling interests
825(9)
Net income attributable to CVS Health
$ 1,021$ 1,770$ 2,800$ 2,883
‌Net income per share attributable to CVS Health:Basic
$ 0.81$ 1.41$ 2.22$ 2.29
Diluted
$ 0.80$ 1.41$ 2.21$ 2.28
Weighted average shares outstanding:Basic
1,2661,2561,2641,258
Diluted
1,2701,2591,2671,263
CVS HEALTH CORPORATION
Condensed Consolidated Balance Sheets
(Unaudited)
In millions
June 30,2025December 31,2024
Assets:Cash and cash equivalents
$ 11,787$ 8,586
Investments
2,3862,407
Accounts receivable, net
40,65136,469
Inventories
17,44718,107
Other current assets
3,3783,076
Total current assets
75,64968,645
Long-term investments
29,85828,934
Property and equipment, net
12,82512,993
Operating lease right-of-use assets
15,51215,944
Goodwill
91,20391,272
Intangible assets, net
26,22427,323
Separate accounts assets
1,8583,311
Other assets
5,2144,793
Total assets
$ 258,343$ 253,215
‌Liabilities:Accounts payable
$ 17,258$ 15,892
Pharmacy claims and discounts payable
26,33824,166
Health care costs payable
15,27115,064
Accrued expenses and other current liabilities
23,10120,810
Other insurance liabilities
1,0881,183
Current portion of operating lease liabilities
1,9061,751
Short-term debt
3,0402,119
Current portion of long-term debt
6,1603,624
Total current liabilities
94,16284,609
Long-term operating lease liabilities
14,32814,899
Long-term debt
57,29060,527
Deferred income taxes
3,6033,806
Separate accounts liabilities
1,8583,311
Other long-term insurance liabilities
4,7694,902
Other long-term liabilities
4,7825,431
Total liabilities
180,792177,485
‌Shareholders' equity:Preferred stock
——
Common stock and capital surplus
50,02049,661
Treasury stock
(36,849)(36,818)
Retained earnings
63,93662,837
Accumulated other comprehensive income (loss)
272(120)
Total CVS Health shareholders' equity
77,37975,560
Noncontrolling interests
172170
Total shareholders' equity
77,55175,730
Total liabilities and shareholders' equity
$ 258,343$ 253,215
CVS HEALTH CORPORATION
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Six Months Ended
June 30,
In millions
20252024
Cash flows from operating activities:Cash receipts from customers
$ 186,500$ 173,728
Cash paid for inventory, prescriptions dispensed and health services rendered
(101,198)(90,845)
Insurance benefits paid
(58,844)(52,485)
Cash paid to other suppliers and employees
(18,630)(21,124)
Interest and investment income received
972839
Interest paid
(1,484)(1,392)
Income taxes paid
(863)(729)
Net cash provided by operating activities
6,4537,992
‌...
Cash flows from investing activities:Proceeds from sales and maturities of investments
6,8664,418
Purchases of investments
(7,186)(6,781)
Purchases of property and equipment
(1,350)(1,343)
Acquisitions (net of cash and restricted cash acquired)
(139)(73)
Other
2360
Net cash used in investing activities
(1,786)(3,719)
‌Cash flows from financing activities:Commercial paper borrowings (repayments), net
921(200)
Proceeds from issuance of long-term debt
—4,959
Repayments of long-term debt
(762)(37)
Repurchase of common stock
—(3,024)
Dividends paid
(1,706)(1,698)
Proceeds from exercise of stock options
191228
Payments for taxes related to net share settlement of equity awards
(125)(176)
Other
(45)(30)
Net cash provided by (used in) financing activities
(1,526)22
Net increase in cash, cash equivalents and restricted cash
3,1414,295
Cash, cash equivalents and restricted cash at the beginning of the period
8,8848,525
Cash, cash equivalents and restricted cash at the end of the period
$ 12,025$ 12,820
CVS HEALTH CORPORATION
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Six Months Ended
June 30,
In millions
20252024
Reconciliation of net income to net cash provided by operating activities:Net income
$ 2,795$ 2,892
Adjustments required to reconcile net income to net cash provided by operating activities:Depreciation and amortization
2,3252,289
Stock-based compensation
262270
Loss on sale of subsidiary
236—
Deferred income taxes and other items
(283)(341)
Change in operating assets and liabilities, net of effects from acquisitions:Accounts receivable, net
(4,139)2,798
Inventories
6711,937
Other assets
(969)(2,241)
Accounts payable and pharmacy claims and discounts payable
3,8311,191
Health care costs payable and other insurance liabilities
(34)1,581
Other liabilities
1,758(2,384)
Net cash provided by operating activities
$ 6,453$ 7,992
Non-GAAP Financial Information
The Company uses non-GAAP financial measures to analyze underlying business performance and trends. The Company believes that providing these non-GAAP financial measures enhances the Company's and investors' ability to compare the Company's past financial performance with its current and expected future performance. These non-GAAP financial measures, which are included in this press release and which may be referred to on the conference call discussing the Company's second quarter financial results, are provided as supplemental information to the financial measures presented in this press release and discussed on the conference call that are calculated and presented in accordance with GAAP. Non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures determined or calculated in accordance with GAAP. The Company's definitions of its non-GAAP financial measures may not be comparable to similarly titled measures reported by other companies.
Non-GAAP financial measures such as consolidated adjusted operating income, adjusted earnings per share ("EPS") and adjusted income attributable to CVS Health exclude from the relevant GAAP metrics, as applicable: amortization of intangible assets, net realized capital gains or losses and other items, if any, that neither relate to the ordinary course of the Company's business nor reflect the Company's underlying business performance.
For the periods covered in this press release, the following items are excluded from the non-GAAP financial measures described above, as applicable, because the Company believes they neither relate to the ordinary course of the Company's business nor reflect the Company's underlying business performance:
The Company's acquisition activities have resulted in the recognition of intangible assets as required under the acquisition method of accounting which consist primarily of trademarks, customer contracts/relationships, covenants not to compete, technology, provider networks and value of business acquired. Definite-lived intangible assets are amortized over their estimated useful lives and are tested for impairment when events indicate that the carrying value may not be recoverable. The amortization of intangible assets is reflected in operating expenses within each segment. Although intangible assets contribute to the Company's revenue generation, the amortization of intangible assets does not directly relate to the underwriting of the Company's insurance products, the services performed for the Company's customers or the sale of the Company's products or services. Additionally, intangible asset amortization expense typically fluctuates based on the size and timing of the Company's acquisition activity. Accordingly, the Company believes excluding the amortization of intangible assets enhances the Company's and investors' ability to compare the Company's past financial performance with its current performance and to analyze underlying business performance and trends. Intangible asset amortization excluded from the related non-GAAP financial measure represents the entire amount recorded within the Company's GAAP financial statements, and the revenue generated by the associated intangible assets has not been excluded from the related non-GAAP financial measure. Intangible asset amortization is excluded from the related non-GAAP financial measure because the amortization, unlike the related revenue, is not affected by operations of any particular period unless an intangible asset becomes impaired or the estimated useful life of an intangible asset is revised.
The Company's net realized capital gains and losses arise from various types of transactions, primarily in the course of managing a portfolio of assets that support the payment of insurance liabilities. Net realized capital gains and losses are reflected in net investment income (loss) within each segment. These capital gains and losses are the result of investment decisions, market conditions and other economic developments that are unrelated to the performance of the Company's business, and the amount and timing of these capital gains and losses do not directly relate to the underwriting of the Company's insurance products, the services performed for the Company's customers or the sale of the Company's products or services. Accordingly, the Company believes excluding net realized capital gains and losses enhances the Company's and investors' ability to compare the Company's past financial performance with its current performance and to analyze underlying business performance and trends.
During the three and six months ended June 30, 2025 and 2024, the acquisition-related integration costs relate to the acquisitions of Signify Health, Inc. and Oak Street Health, Inc. The acquisition-related integration costs are reflected in operating expenses within the Corporate/Other segment.
During the three and six months ended June 30, 2025, the office real estate optimization charges primarily relate to the abandonment of leased real estate and the related right-of-use assets and property and equipment in connection with the Company's evaluation of corporate office real estate space in response to its ongoing flexible work arrangement. The office real estate optimization charges are reflected in operating expenses within each segment.
During the three and six months ended June 30, 2025, the Company recorded legacy litigation charges related to two court decisions associated with its past business practices.In April 2025, a jury found Omnicare, L.L.C. (f/k/a Omnicare, Inc., "Omnicare") and CVS Health Corporation liable in connection with alleged violations of the federal False Claims Act related to dispensing practices by Omnicare from 2010, prior to its acquisition by the Company in 2015, through 2018. Damages were found only with respect to Omnicare. Accordingly, the Company recorded a litigation charge of $387 million during the first quarter of 2025. During the three months ended June 30, 2025, the Company recorded a charge of $542 million, reflecting penalties assessed under the False Claims Act. These litigation charges are reflected in operating expenses within the Pharmacy & Consumer Wellness segment. The Company intends to appeal the verdict once the judgment is entered.In June 2025, a court found certain subsidiaries of CVS Health Corporation liable for damages in connection with a complaint filed in February 2014, in which the government declined to intervene, related to PBM direct and indirect remuneration reporting practices for two clients from 2010 through 2016, which the Company has since modified. In connection with this court decision, the Company recorded a litigation charge of $291 million during the three months ended June 30, 2025. This litigation charge is reflected in operating expenses within the Health Services segment. The judgment will not be final until the Court enters penalties at a later date. The Company intends to appeal the decision once the judgment is entered.
During the three and six months ended June 30, 2025, the loss on the wind down and sale of Accountable Care assets represents the pre-tax loss on the divestiture of the Company's Medicare Shared Savings Program ("MSSP") operations, which the Company sold in March 2025, as well as costs incurred in connection with the process of winding down the Company's Accountable Care Organization Realizing Equity, Access and Community Health ("ACO REACH") operations. The loss on Accountable Care assets is reflected in operating expenses within the Health Services segment.
During the six months ended June 30, 2024, the opioid litigation charge relates to a change in the Company's accrual related to ongoing opioid litigation matters.
The corresponding tax benefit or expense related to the items excluded from adjusted income attributable to CVS Health and Adjusted EPS above. The nature of each non-GAAP adjustment is evaluated to determine whether a discrete adjustment should be made to the adjusted income tax provision.
See endnotes (1) and (2) on page 23 for definitions of non-GAAP financial measures. Reconciliations of each non-GAAP financial measure to the most directly comparable GAAP financial measure are presented on pages 13 through 15 and page 22.
Reconciliations of Non-GAAP Financial Measures to the Most Directly Comparable GAAP Financial Measures
Adjusted Operating Income
(Unaudited)
The following are reconciliations of consolidated operating income (GAAP measure) to consolidated adjusted operating income, as well as reconciliations of segment GAAP operating income (loss) to segment adjusted operating income (loss):
Three Months Ended June 30, 2025
In millions
Health Care
BenefitsHealth
ServicesPharmacy &
Consumer
WellnessCorporate/
OtherConsolidated
Totals
Operating income (loss) (GAAP measure)
$ 1,002$ 1,102$ 736$ (459)$ 2,381
Amortization of intangible assets
29314160—494
Net realized capital losses
13——1427
Acquisition-related integration costs
———2828
Office real estate optimization charges
———44
Legacy litigation charges
—291542—833
Loss on Accountable Care assets
—41——41
Adjusted operating income (loss) (1)
$ 1,308$ 1,575$ 1,338$ (413)$ 3,808‌Three Months Ended June 30, 2024
In millions
Health Care
BenefitsHealth
ServicesPharmacy &
Consumer
WellnessCorporate/
OtherConsolidated
Totals
Operating income (loss) (GAAP measure)
$ 574$ 1,766$ 1,179$ (474)$ 3,045
Amortization of intangible assets
293149641507
Net realized capital losses
71——1990
Acquisition-related integration costs
———102102
Adjusted operating income (loss) (1)
$ 938$ 1,915$ 1,243$ (352)$ 3,744
‌Six Months Ended June 30, 2025
In millions
Health Care
BenefitsHealth
ServicesPharmacy &
Consumer
WellnessCorporate/
OtherConsolidated
Totals
Operating income (loss) (GAAP measure)
$ 2,676$ 2,329$ 1,600$ (850)$ 5,755
Amortization of intangible assets
5872851201993
Net realized capital (gains) losses
34(15)—2948
Acquisition-related integration costs
———7373
Office real estate optimization charges
4—2410
Legacy litigation charges
—291929—1,220
Loss on Accountable Care assets
—288——288
Adjusted operating income (loss) (1)
$ 3,301$ 3,178$ 2,651$ (743)$ 8,387‌Six Months Ended June 30, 2024
In millions
Health Care
BenefitsHealth
ServicesPharmacy &
Consumer
WellnessCorporate/
OtherConsolidated
Totals
Operating income (loss) (GAAP measure)
$ 1,002$ 2,979$ 2,292$ (957)$ 5,316
Amortization of intangible assets
58729912811,015
Net realized capital losses
81——27108
Acquisition-related integration costs
———162162
Opioid litigation charge
———100100
Adjusted operating income (loss) (1)
$ 1,670$ 3,278$ 2,420$ (667)$ 6,701
Adjusted Earnings Per Share
(Unaudited)
The following are reconciliations of net income attributable to CVS Health to adjusted income attributable to CVS Health and calculations of GAAP diluted EPS and Adjusted EPS:
Three Months Ended
June 30, 2025Three Months Ended
June 30, 2024
In millions, except per share amounts
TotalCompanyPer CommonShareTotalCompanyPer CommonShare
Net income attributable to CVS Health (GAAP measure)
$ 1,021$ 0.80$ 1,770$ 1.41
Amortization of intangible assets
4940.395070.40
Net realized capital losses
270.02900.07
Acquisition-related integration costs
280.021020.08
Office real estate optimization charges
4———
Legacy litigation charges
8330.66——
Loss on Accountable Care assets
410.03——
Tax impact of non-GAAP adjustments
(144)(0.11)(163)(0.13)
Adjusted income attributable to CVS Health (2)
$ 2,304$ 1.81$ 2,306$ 1.83
Weighted average diluted shares outstanding
1,2701,259
‌Six Months Ended
June 30, 2025Six Months Ended
June 30, 2024
In millions, except per share amounts
TotalCompanyPer CommonShareTotalCompanyPer CommonShare
Net income attributable to CVS Health (GAAP measure)
$ 2,800$ 2.21$ 2,883$ 2.28
Amortization of intangible assets
9930.781,0150.80
Net realized capital losses
480.041080.09
Acquisition-related integration costs
730.061620.13
Office real estate optimization charges
100.01——
Legacy litigation charges
1,2200.96——
Loss on Accountable Care assets
2880.23——
Opioid litigation charge
——1000.08
Tax impact of non-GAAP adjustments
(284)(0.23)(305)(0.24)
Adjusted income attributable to CVS Health (2)
$ 5,148$ 4.06$ 3,963$ 3.14
Weighted average diluted shares outstanding
1,2671,263
Supplemental Information(Unaudited)
The Company's segments maintain separate financial information, and the Company's chief operating decision maker (the "CODM") evaluates the segments' operating results on a regular basis in deciding how to allocate resources among the segments and in assessing segment performance. The CODM evaluates the performance of the Company's segments based on adjusted operating income. Adjusted operating income is defined as operating income (GAAP measure) excluding the impact of amortization of intangible assets, net realized capital gains or losses and other items, if any, that neither relate to the ordinary course of the Company's business nor reflect the Company's underlying business performance as further described in endnote (1). The CODM uses adjusted operating income as its principal measure of segment performance as it enhances the CODM's ability to compare past financial performance with current performance and analyze underlying business performance and trends.
The following are reconciliations of financial measures of the Company's segments to the consolidated totals:
In millions
Health Care
BenefitsHealth
Services (a)Pharmacy &
Consumer
WellnessCorporate/
OtherIntersegment
Eliminations (b)Consolidated
Totals
Three Months EndedJune 30, 2025Total revenues
$ 36,258$ 46,453$ 33,581$ 96$ (17,473)$ 98,915
Adjusted operating income (loss) (1)
1,3081,5751,338(413)—3,808
June 30, 2024Total revenues
$ 32,475$ 42,171$ 29,838$ 111$ (13,361)$ 91,234
Adjusted operating
income (loss) (1)
9381,9151,243(352)—3,744
Six Months EndedJune 30, 2025Total revenues
$ 71,068$ 89,915$ 65,493$ 229$ (33,202)$ 193,503
Adjusted operating income (loss) (1)
3,3013,1782,651(743)—8,387
June 30, 2024Total revenues
$ 64,711$ 82,456$ 58,563$ 226$ (26,285)$ 179,671
Adjusted operating income (loss) (1)
1,6703,2782,420(667)—6,701
_____________________________________________
(a)
Total revenues of the Health Services segment include approximately $2.7 billion and $2.8 billion of retail co-payments for the three months ended June 30, 2025 and 2024, respectively, and $6.4 billion and $6.2 billion of retail co-payments for the six months ended June 30, 2025 and 2024, respectively.
(b)
Intersegment revenue eliminations relate to intersegment revenue generating activities that occur between the Health Care Benefits segment, the Health Services segment, and/or the Pharmacy & Consumer Wellness segment.
Supplemental Information
(Unaudited)
Health Care Benefits segment
The following table summarizes the Health Care Benefits segment's performance for the respective periods:
ChangeThree Months Ended
June 30,Six Months Ended
June 30,Three Months Ended
June 30,
2025 vs 2024Six Months Ended
June 30,
2025 vs 2024
In millions, except percentages and basis points ("bps")
2025202420252024$%$%
Revenues:Premiums
$ 34,184$ 30,654$ 66,992$ 61,033$ 3,53011.5 %$ 5,9599.8 %
Services
1,6671,5213,2823,0251469.6 %2578.5 %
Net investment income
40730079465310735.7 %14121.6 %
Total revenues
36,25832,47571,06864,7113,78311.6 %6,3579.8 %
Health care costs
30,74027,45859,37754,9163,28212.0 %4,4618.1 %
MBR (Health care costs as a % of premium revenues) (3)
89.9 %89.6 %88.6 %90.0 %30
bps(140)
bps
Operating expenses
$ 4,516$ 4,443$ 9,015$ 8,793$ 731.6 %$ 2222.5 %
Operating expenses as a % of total revenues
12.5 %13.7 %12.7 %13.6 %
Operating income
$ 1,002$ 574$ 2,676$ 1,002$ 42874.6 %$ 1,674167.1 %
Operating income as a % of total revenues
2.8 %1.8 %3.8 %1.5 %
Adjusted operating income (1)
$ 1,308$ 938$ 3,301$ 1,670$ 37039.4 %$ 1,63197.7 %
Adjusted operating income as a % of total revenues
3.6 %2.9 %4.6 %2.6 %
Premium revenues (by business):Government
$ 25,930$ 22,222$ 50,832$ 43,938$ 3,70816.7 %$ 6,89415.7 %
Commercial
8,2548,43216,16017,095(178)(2.1) %(935)(5.5) %
The following table summarizes the Health Care Benefits segment's medical membership for the respective periods:
June 30, 2025March 31, 2025December 31, 2024June 30, 2024
In thousands
InsuredASCTotalInsuredASCTotalInsuredASCTotalInsuredASCTotal
Medical membership: (4)Commercial
3,60815,25118,8593,96115,25019,2114,69114,16018,8514,70214,09918,801
Medicare Advantage
4,240—4,2404,220—4,2204,447—4,4474,342—4,342
Medicare Supplement
1,236—1,2361,253—1,2531,282—1,2821,294—1,294
Medicaid
1,9854012,3861,9834122,3952,0944212,5152,0904432,533
Total medical membership
11,06915,65226,72111,41715,66227,07912,51414,58127,09512,42814,54226,970
‌Supplemental membership information:
Medicare Prescription Drug Plan (stand-alone)
4,0654,0944,8824,903
The following table summarizes the Health Care Benefits segment's days claims payable for the respective periods:
June 30, 2025March 31, 2025
December 31, 2024June 30, 2024
Days Claims Payable (7)
40.943.2
44.043.1
Supplemental Information
(Unaudited)
Health Services segment
The following table summarizes the Health Services segment's performance for the respective periods:
ChangeThree Months Ended
June 30,Six Months Ended
June 30,Three Months Ended
June 30,
2025 vs 2024Six Months Ended
June 30,
2025 vs 2024
In millions, except percentages
2025202420252024$%$%
Revenues:Products
$ 44,223$ 39,492$ 85,358$ 77,209$ 4,73112.0 %$ 8,14910.6 %
Services
2,2332,6814,5465,249(448)(16.7) %(703)(13.4) %
Net investment income (loss)
(3)(2)11(2)(1)(50.0) %13650.0 %
Total revenues
46,45342,17189,91582,4564,28210.2 %7,4599.0 %
Cost of products sold
43,08038,76583,19576,2974,31511.1 %6,8989.0 %
Health care costs
1,1017912,1481,49231039.2 %65644.0 %
Gross profit (8)
2,2722,6154,5724,667(343)(13.1) %(95)(2.0) %
Gross margin (Gross profit as a % of total revenues) (8)
4.9 %6.2 %5.1 %5.7 %
Operating expenses
$ 1,170$ 849$ 2,243$ 1,688$ 32137.8 %$ 55532.9 %
Operating expenses as a % of total revenues
2.5 %2.0 %2.5 %2.0 %
Operating income
$ 1,102$ 1,766$ 2,329$ 2,979$ (664)(37.6) %$ (650)(21.8) %
Operating income as a % of total revenues
2.4 %4.2 %2.6 %3.6 %
Adjusted operating income (1)
$ 1,575$ 1,915$ 3,178$ 3,278$ (340)(17.8) %$ (100)(3.1) %
Adjusted operating income as a % of total revenues
3.4 %4.5 %3.5 %4.0 %
Revenues (by distribution channel): Pharmacy network (9)
$ 24,665$ 21,848$ 47,779$ 42,312$ 2,81712.9 %$ 5,46712.9 %
Mail & specialty (10)
19,61117,65137,67934,9131,96011.1 %2,7667.9 %
Other
2,1802,6744,4465,233(494)(18.5) %(787)(15.0) %
Net investment income (loss)
(3)(2)11(2)(1)(50.0) %13650.0 %
Pharmacy claims processed (5) (6)
469.0471.2933.2934.1(2.2)(0.5) %(0.9)(0.1) %
Supplemental Information
(Unaudited)
Pharmacy & Consumer Wellness segment
The following table summarizes the Pharmacy & Consumer Wellness segment's performance for the respective periods:
ChangeThree Months Ended
June 30,Six Months Ended
June 30,Three Months Ended
June 30,
2025 vs 2024Six Months Ended
June 30,
2025 vs 2024
In millions, except percentages
2025202420252024$%$%
Revenues:Products
$ 32,942$ 29,252$ 64,227$ 57,372$ 3,69012.6 %$ 6,85511.9 %
Services
6395861,2661,191539.0 %756.3 %
Total revenues
33,58129,83865,49358,5633,74312.5 %6,93011.8 %
Cost of products sold
27,55423,83553,35846,5953,71915.6 %6,76314.5 %
Gross profit (8)
6,0276,00312,13511,968240.4 %1671.4 %
Gross margin (Gross profit as a % of total revenues) (8)
17.9 %20.1 %18.5 %20.4 %
Operating expenses
$ 5,291$ 4,824$ 10,535$ 9,676$ 4679.7 %$ 8598.9 %
Operating expenses as a % of total revenues
15.8 %16.2 %16.1 %16.5 %
Operating income
$ 736$ 1,179$ 1,600$ 2,292$ (443)(37.6) %$ (692)(30.2) %
Operating income as a % of total revenues
2.2 %4.0 %2.4 %3.9 %
Adjusted operating income (1)
$ 1,338$ 1,243$ 2,651$ 2,420$ 957.6 %$ 2319.5 %
Adjusted operating income as a % of total revenues
4.0 %4.2 %4.0 %4.1 %
Revenues (by major goods/service lines):Pharmacy
$ 27,631$ 24,013$ 53,707$ 46,797$ 3,61815.1 %$ 6,91014.8 %
Front Store
5,3685,28110,61110,651871.6 %(40)(0.4) %
Other
5825441,1751,115387.0 %605.4 %
Prescriptions filled (5) (6)
438.1420.4873.6838.017.74.2 %35.64.2 %
Same store sales increase (decrease): (11)Total
15.4 %6.4 %14.8 %5.9 %
Pharmacy
18.1 %9.1 %17.9 %8.2 %
Front Store
3.4 %(4.0) %1.5 %(3.1) %
Prescription volume (6)
6.4 %6.5 %6.5 %6.1 %
Supplemental Information
(Unaudited)
Corporate/Other segment
The following table summarizes the Corporate/Other segment's performance for the respective periods:
ChangeThree Months Ended
June 30,Six Months Ended
June 30,Three Months Ended
June 30,
2025 vs 2024Six Months Ended
June 30,
2025 vs 2024
In millions, except percentages
2025202420252024$%$%
Revenues:Premiums
$ 11$ 13$ 23$ 25$ (2)(15.4) %$ (2)(8.0) %
Services
2244—— %—— %
Net investment income
8396202197(13)(13.5) %52.5 %
Total revenues
96111229226(15)(13.5) %31.3 %
Health care costs
40468693(6)(13.0) %(7)(7.5) %
Operating expenses
5155399931,090(24)(4.5) %(97)(8.9) %
Operating loss
(459)(474)(850)(957)153.2 %10711.2 %
Adjusted operating loss (1)
(413)(352)(743)(667)(61)(17.3) %(76)(11.4) %
Supplemental Information
(Unaudited)
The following table shows the components of the change in the consolidated health care costs payable during the six months ended June 30, 2025 and 2024:
Six Months Ended
June 30,
In millions
20252024
Health care costs payable, beginning of the period
$ 15,064$ 12,049
Less: Reinsurance recoverables
815
Less: Impact of discount rate on long-duration insurance reserves (a)
(1)(23)
Health care costs payable, beginning of the period, net
14,98412,067
Add: Components of incurred health care costsCurrent year
61,34556,177
Prior years (b)
(1,900)(662)
Total incurred health care costs (c)
59,44555,515
Less: Claims paidCurrent year
48,79143,218
Prior years
11,34210,514
Total claims paid
60,13353,732
Health care costs payable, end of the period, net
14,29613,850
Add: Premium deficiency reserves
902—
Add: Reinsurance recoverables
10359
Add: Impact of discount rate on long-duration insurance reserves (a)
(30)(24)
Health care costs payable, end of the period
$ 15,271$ 13,885
_____________________________________________
(a)
Reflects the difference between the current discount rate and the locked-in discount rate on long-duration insurance reserves which is recorded within accumulated other comprehensive income (loss) on the unaudited condensed consolidated balance sheets.
(b)
Negative amounts reported for incurred health care costs related to prior years result from claims being settled for amounts less than originally estimated.
(c)
Total incurred health care costs for the six months ended June 30, 2025 and 2024 in the table above exclude $19 million and $48 million, respectively, of health care costs recorded in the Health Care Benefits segment that are included in other insurance liabilities on the unaudited condensed consolidated balance sheets and $86 million and $93 million, respectively, of health care costs recorded in the Corporate/Other segment that are included in other insurance liabilities on the unaudited condensed consolidated balance sheets. Total incurred health care costs for the six months ended June 30, 2025 also exclude $902 million for premium deficiency reserves for the 2025 coverage year related to the Company's individual exchange and Group Medicare Advantage product lines.
Adjusted Earnings Per Share Guidance(Unaudited)
The following reconciliations of projected net income attributable to CVS Health to projected adjusted income attributable to CVS Health and calculations of projected GAAP diluted EPS and projected Adjusted EPS contain forward-looking information. All forward-looking information involves risks and uncertainties. Actual results may differ materially from those contemplated by the forward-looking information for a number of reasons as described in our SEC filings, including those set forth in the Risk Factors section and under the heading "Cautionary Statement Concerning Forward-Looking Statements" in our most recently filed Annual Report on Form 10-K and our most recently filed Quarterly Report on Form 10-Q. See "Non-GAAP Financial Information" earlier in this press release and endnote (2) later in this press release for more information on how we calculate Adjusted EPS.Year Ending
December 31, 2025LowHigh
In millions, except per share amounts
TotalCompanyPerCommonShareTotalCompanyPerCommonShare
Net income attributable to CVS Health (GAAP measure)
$ 4,883$ 3.84$ 5,009$ 3.94
Non-GAAP adjustments:Amortization of intangible assets
2,0001.572,0001.57
Net realized capital losses
480.04480.04
Acquisition-related integration costs
1350.111350.11
Office real estate optimization charges
100.01100.01
Legacy litigation charges
1,2200.961,2200.96
Loss on Accountable Care assets
2880.232880.23
Tax impact of non-GAAP adjustments
(580)(0.46)(580)(0.46)
Adjusted income attributable to CVS Health (2)
$ 8,004$ 6.30$ 8,130$ 6.40
‌Weighted average diluted shares outstanding
1,2701,270
Endnotes
(1) The Company defines adjusted operating income as operating income (GAAP measure) excluding the impact of amortization of intangible assets, net realized capital gains or losses and other items, if any, that neither relate to the ordinary course of the Company's business nor reflect the Company's underlying business performance, such as acquisition-related integration costs, office real estate optimization charges, certain legacy litigation charges, losses on Accountable Care assets and opioid litigation charges. The CODM uses adjusted operating income as its principal measure of segment performance as it enhances the CODM's ability to compare past financial performance with current performance and analyze underlying business performance and trends. The consolidated measure is not determined in accordance with GAAP and should not be considered a substitute for, or superior to, the most directly comparable GAAP measure, consolidated operating income. See "Non-GAAP Financial Information" earlier in this press release for additional information regarding the items excluded from consolidated operating income in determining consolidated adjusted operating income.
(2) GAAP diluted earnings per share and Adjusted EPS, respectively, are calculated by dividing net income attributable to CVS Health and adjusted income attributable to CVS Health by the Company's weighted average diluted shares outstanding. The Company defines adjusted income attributable to CVS Health as net income attributable to CVS Health (GAAP measure) excluding the impact of amortization of intangible assets, net realized capital gains or losses and other items, if any, that neither relate to the ordinary course of the Company's business nor reflect the Company's underlying business performance, such as acquisition-related integration costs, office real estate optimization charges, certain legacy litigation charges, losses on Accountable Care assets, opioid litigation charges, as well as the corresponding income tax benefit or expense related to the items excluded from adjusted income attributable to CVS Health. See "Non-GAAP Financial Information" earlier in this press release for additional information regarding the items excluded from net income attributable to CVS Health in determining adjusted income attributable to CVS Health.
(3) Medical benefit ratio is calculated by dividing the Health Care Benefits segment's health care costs by premium revenues and represents the percentage of premium revenues spent on medical benefits for the segment's insured members. Management uses MBR to assess the underlying business performance and underwriting of its insurance products, understand variances between actual results and expected results and identify trends in period-over-period results. MBR provides management and investors with information useful in assessing the operating results of the Health Care Benefits segment's insured products.
(4) Medical membership represents the number of members covered by the Health Care Benefits segment's insured and ASC medical products and related services at a specified point in time. Management uses this metric to understand variances between actual medical membership and expected amounts as well as trends in period-over-period results. This metric provides management and investors with information useful in understanding the impact of medical membership on the Health Care Benefits segment's total revenues and operating results.
(5) Pharmacy claims processed represents the number of prescription claims processed through the Company's pharmacy benefits manager and dispensed by either its retail network pharmacies or the Company's mail and specialty pharmacies. Prescriptions filled represents the number of prescriptions dispensed through the Pharmacy & Consumer Wellness segment's retail and long-term care pharmacies and infusion services operations. Management uses these metrics to understand variances between actual claims processed and prescriptions dispensed, respectively, and expected amounts as well as trends in period-over-period results. These metrics provide management and investors with information useful in understanding the impact of pharmacy claim volume and prescription volume, respectively, on segment total revenues and operating results.
(6) Includes an adjustment to convert 90-day prescriptions to the equivalent of three 30-day prescriptions. This adjustment reflects the fact that these prescriptions include approximately three times the amount of product days supplied compared to a normal prescription.
(7) Days claims payable is calculated by dividing the Health Care Benefits segment's health care costs payable at the end of each quarter by its average health care costs per day during such quarter. Management and investors use this metric as an indicator of the adequacy of the Health Care Benefits segment's health care costs payable liability at the end of each quarter and as an indicator of changes in such adequacy over time.
(8) Gross profit is calculated as the segment's total revenues less its cost of products sold, and, for the Health Services segment, health care costs. Gross margin is calculated by dividing the segment's gross profit by its total revenues and represents the percentage of total revenues that remains after incurring direct costs associated with the segment's products sold and services provided. Gross margin provides investors with information that may be useful in assessing the operating results of the Company's Health Services and Pharmacy & Consumer Wellness segments.
(9) Health Services pharmacy network revenues relate to claims filled at retail and specialty retail pharmacies, including the Company's retail pharmacies and LTC pharmacies, as well as activity associated with Maintenance Choice®, which permits eligible client plan members to fill their maintenance prescriptions through mail order delivery or at a CVS pharmacy retail store for the same price as mail order.
(10) Health Services mail and specialty revenues relate to specialty mail claims inclusive of Specialty Connect® claims picked up at a retail pharmacy, as well as mail order and specialty claims fulfilled by the Pharmacy & Consumer Wellness segment.
(11) Same store sales and prescription volume represent the change in revenues and prescriptions filled in the Company's retail pharmacy stores that have been operating for greater than one year and digital sales initiated online or through mobile applications and fulfilled through the Company's distribution centers, expressed as a percentage that indicates the increase or decrease relative to the comparable prior period. Same store metrics exclude revenues and prescriptions from LTC and infusion services operations. Management uses these metrics to evaluate the performance of existing stores on a comparable basis and to inform future decisions regarding existing stores and new locations. Same-store metrics provide management and investors with information useful in understanding the portion of current revenues and prescriptions resulting from organic growth in existing locations versus the portion resulting from opening new stores.
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SOURCE CVS Health
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Net Debt-to-Adjusted EBITDA(1) ratio, excluding the impact of IFRS 16, ended the second quarter at 1.50x, down from 1.64x in the first quarter of 2025 and at our target of 1.50x or better. New business awards of approximately $40 million in annualized sales at mature volumes. Quarterly cash dividend of $0.05 per share declared. OVERVIEW Pat D'Eramo, Chief Executive Officer, stated: 'We are very pleased with our performance in the second quarter. Margins were notably higher compared to the first quarter, reflecting continued progress. Vehicle production volumes increased quarter over quarter, as inventories returned to a more normal level. We continue to execute well and are driving results through operating improvements and efficiencies, cost reductions, and ongoing investments in machine learning and other innovations that are enhancing productivity. On the trade front, USMCA-compliant auto parts are exempt from tariffs, which is positive for us and our industry. We have tariffs on some product that we get from our Tier 2 suppliers and from parts affected by steel and aluminum tariffs but, overall, our exposure is manageable. Given operational improvements, actions we are taking with our previously announced SG&A improvement program, and anticipated recoveries from customers, we expect to offset a substantial portion of the impact. As such, we are maintaining our 2025 outlook, which calls for total sales of $4.8 to $5.1 billion, Adjusted Operating Income Margin(1) of 5.3% to 5.8%, and Free Cash Flow(1) of $125 to $175 million.' ___________________________________ 1 The Company prepares its financial statements in accordance with IFRS Accounting Standards ('IFRS'). However, the Company considers certain non-IFRS financial measures as useful additional information in measuring the financial performance and condition of the Company. These measures, which the Company believes are widely used by investors, securities analysts and other interested parties in evaluating the Company's performance, do not have a standardized meaning prescribed by IFRS and therefore may not be comparable to similarly titled measures presented by other publicly traded companies, nor should they be construed as an alternative to financial measures determined in accordance with IFRS. Non-IFRS measures, included anywhere in this press release, include 'Adjusted Net Income', 'Adjusted Net Earnings per Share (on a basic and diluted basis)', 'Adjusted Operating Income', 'Adjusted EBITDA', 'Free Cash Flow', 'Free Cash-Flow (after IFRS 16 lease payments)' and 'Net Debt'. The relevant IFRS financial measure, as applicable, and a reconciliation of certain non-IFRS financial measures to measures determined in accordance with IFRS are contained in the Company's Management Discussion and Analysis for the three and six months ended June 30, 2025 and in this press release. He continued: 'I am pleased to announce that we have been awarded new business representing approximately $40 million in annualized sales at mature volumes, consisting of $18 million in Lightweight Structures with Stellantis and other customers, and $22 million in our Flexible Manufacturing Group with Volkswagen's new Scout Motors division, and Volvo Truck. New business awards over the last four quarters total $175 million in annualized sales at mature volumes.' Peter Cirulis, Chief Financial Officer, stated: 'Overall, we are pleased with our financial performance in the second quarter and first half of 2025. We are in good shape operationally and doing well managing what is in our control. Sales for the second quarter, excluding tooling sales of $76.3 million, were $1,199.2 million. Adjusted Operating Income(1) was $86.1 million, and Adjusted Operating Income Margin(1) of 6.8% was up 50 basis points year over year and 150 basis points over the first quarter of 2025. Free Cash Flow(1) (excluding principal payments of IFRS 16 lease liabilities) was $72.0 million, up almost 40% year over year, mainly reflecting positive working capital flows. We are confident in our ability to meet our 2025 outlook, particularly on Free Cash Flow(1), which is likely to come in at the high end of the range or better, given opportunities we are seeing to reduce capital expenditures and optimize working capital. We said we would become a consistently solid Free Cash Flow(1) generator, and we are proving that to be the case. Rob Wildeboer, Executive Chairman, stated: 'We are pleased with our second quarter results, which demonstrate that we are exceptional operators. We invested in the business in the second quarter, and paid down debt, which brought our Net Debt-to-Adjusted EBITDA(1) ratio to our target of 1.50x or better. While we are encouraged by the latest developments on trade, particularly as it relates to tariff exemption for USMCA-compliant auto parts, we will wait to see how the tariff discussion and overall macro environment unfolds over the coming months before committing to further share buybacks. In the meantime, we are prioritizing balance sheet strength and debt repayment. On behalf of the executive management team, we would like to thank our people for their hard work and flexibility in these dynamic times, as well as our shareholders and other stakeholders for their ongoing support.' RESULTS OF OPERATIONS All amounts in this press release are in Canadian dollars, unless otherwise stated; and all tabular amounts are in thousands of Canadian dollars, except earnings per share and number of shares. Additional information about the Company, including the Company's Management Discussion and Analysis of Operating Results and Financial Position for the three and six months ended June 30, 2025 ('MD&A'), the Company's interim condensed consolidated financial statements for the three and six months ended June 30, 2025 (the 'interim financial statements') and the Company's Annual Information Form for the year ended December 31, 2024 can be found on the Company's profile at OVERALL RESULTS Results of operations may include certain items which have been separately disclosed, where appropriate, in order to provide a clear assessment of the underlying Company results. In addition to IFRS Accounting Standards ("IFRS") measures, management uses non-IFRS measures in the Company's disclosures that it believes provide the most appropriate basis on which to evaluate the Company's results. The following tables set out certain highlights of the Company's performance for the three and six months ended June 30, 2025 and 2024. Refer to the Company's interim financial statements for the three and six months ended June 30, 2025 for a detailed account of the Company's performance for the periods presented in the tables below. Three months ended June 30, 2025 Three months ended June 30, 2024 $ Change % Change Sales $ 1,275,535 $ 1,301,793 (26,258 ) (2.0 %) Gross Margin 184,535 183,630 905 0.5 % Operating Income 72,338 76,208 (3,870 ) (5.1 %) Net Income for the period 38,091 40,979 (2,888 ) (7.0 %) Net Earnings per Share - Basic and Diluted $ 0.52 $ 0.54 (0.02 ) (3.7 %) Non-IFRS Measures* Adjusted Operating Income $ 86,104 $ 81,563 4,541 5.6 % % of Sales 6.8 % 6.3 % Adjusted EBITDA 165,386 166,139 (753 ) (0.5 %) % of Sales 13.0 % 12.8 % Adjusted Net Income 47,755 44,383 3,372 7.6 % Adjusted Net Earnings per Share - Basic and Diluted $ 0.66 $ 0.58 0.08 13.8 % Six months ended June 30, 2025 Six months ended June 30, 2024 $ Change % Change Sales $ 2,443,766 $ 2,625,706 (181,940 ) (6.9 %) Gross Margin 336,134 356,167 (20,033 ) (5.6 %) Operating Income 117,443 149,140 (31,697 ) (21.3 %) Net Income for the period 55,565 84,629 (29,064 ) (34.3 %) Net Earnings per Share - Basic and Diluted $ 0.76 $ 1.10 (0.34 ) (30.9 %) Non-IFRS Measures* Adjusted Operating Income $ 148,046 $ 160,750 (12,704 ) (7.9 %) % of Sales 6.1 % 6.1 % Adjusted EBITDA 306,307 328,969 (22,662 ) (6.9 %) % of Sales 12.5 % 12.5 % Adjusted Net Income 77,275 92,480 (15,205 ) (16.4 %) Adjusted Net Earnings per Share - Basic and Diluted $ 1.06 $ 1.20 (0.14 ) (11.7 %) *Non-IFRS Measures The Company prepares its interim financial statements in accordance with IFRS. However, the Company considers certain non-IFRS financial measures as useful additional information in measuring the financial performance and condition of the Company. These measures, which the Company believes are widely used by investors, securities analysts and other interested parties in evaluating the Company's performance, do not have a standardized meaning prescribed by IFRS and therefore may not be comparable to similarly titled measures presented by other publicly traded companies, nor should they be construed as an alternative to financial measures determined in accordance with IFRS. Non-IFRS measures include 'Adjusted Net Income', 'Adjusted Net Earnings per Share (on a basic and diluted basis)', 'Adjusted Operating Income', "Adjusted EBITDA', 'Free Cash Flow', "Free Cash Flow (after IFRS 16 lease payments)", and 'Net Debt'. The following tables provide a reconciliation of IFRS 'Net Income' to Non-IFRS 'Adjusted Net Income', 'Adjusted Operating Income' and 'Adjusted EBITDA': Three months ended June 30, 2025 Three months ended June 30, 2024 Net Income $ 38,091 $ 40,979 Adjustments, after tax* 9,664 3,404 Adjusted Net Income $ 47,755 $ 44,383 Six months ended June 30, 2025 Six months ended June 30, 2024 Net Income $ 55,565 $ 84,629 Adjustments, after tax* 21,710 7,851 Adjusted Net Income $ 77,275 $ 92,480 *Adjustments are explained in the "Adjustments to Net Income" section of this Press Release Three months endedJune 30, 2025 Three months endedJune 30, 2024 Net Income $ 38,091 $ 40,979 Income tax expense 15,204 16,531 Other finance expense (income) 1,745 (1,613 ) Share of loss of equity investments 538 823 Finance expense 16,760 19,488 Adjustments, before tax* 13,766 5,355 Adjusted Operating Income $ 86,104 $ 81,563 Depreciation of property, plant and equipment and right-of-use assets 77,182 80,867 Amortization of development costs 2,014 2,594 Loss on disposal of property, plant and equipment 86 1,115 Adjusted EBITDA $ 165,386 $ 166,139 Six months endedJune 30, 2025 Six months endedJune 30, 2024 Net Income $ 55,565 $ 84,629 Income tax expense 23,119 30,449 Other finance expense (income) 3,976 (7,056 ) Share of loss of equity investments 1,335 1,457 Finance expense 33,448 39,661 Adjustments, before tax* 30,603 11,610 Adjusted Operating Income $ 148,046 $ 160,750 Depreciation of property, plant and equipment and right-of-use assets 154,317 161,904 Amortization of development costs 3,809 5,088 Loss on disposal of property, plant and equipment 135 1,227 Adjusted EBITDA $ 306,307 $ 328,969 *Adjustments are explained in the "Adjustments to Net Income" section of this Press Release SALES Three months ended June 30, 2025 Three months ended June 30, 2024 $ Change % Change North America $ 980,361 $ 984,579 (4,218 ) (0.4 %) Europe 268,667 286,960 (18,293 ) (6.4 %) Rest of the World 31,818 37,200 (5,382 ) (14.5 %) Eliminations (5,311 ) (6,946 ) 1,635 23.5 % Total Sales $ 1,275,535 $ 1,301,793 (26,258 ) (2.0 %) The Company's consolidated sales for the second quarter of 2025 decreased by $26.3 million or 2.0% to $1,275.5 million as compared to $1,301.8 million for the second quarter of 2024. The total decrease in sales was driven by year-over-year decreases across all operating segments. Sales for the second quarter of 2025 in the Company's North America operating segment decreased by $4.2 million or 0.4% to $980.4 million from $984.6 million for the second quarter of 2024. The decrease was due to lower year-over-year OEM production volumes on certain light vehicle platforms, including the Jeep Grand Cherokee and Wagoneer, the Ford Escape and Maverick, and Nissan Pathfinder and Rogue; and programs that ended production during or subsequent to the second quarter of 2024, specifically the Chevrolet Malibu, an aluminum engine block for Stellantis, and the Ford Edge. These negative factors were partially offset by an increase in tooling sales of $48.3 million, which are typically dependent on the timing of tooling construction and final acceptance by the customer; higher year-over-year production volumes of certain platforms including the Ford Mustang Mach E, General Motors' Equinox/Terrain, General Motors' large pick-up truck and SUV platforms, Mercedes' electric vehicle platform (EVA2), a transmission for the ZF Group, and the Lucid Air; the launch and ramp up of new programs during or subsequent to the second quarter of 2024, including General Motors' new electric vehicle platforms (BEV3/BET), and the Toyota Tacoma; and the impact of foreign exchange on the translation of U.S. denominated production sales, which had a positive impact on overall sales for the second quarter of 2025 of $25.7 million. Overall second quarter industry-wide OEM light vehicle production volumes in North America decreased by approximately 3% year-over-year. Sales for the second quarter of 2025 in the Company's Europe operating segment decreased by $18.3 million or 6.4% to $268.7 million from $287.0 million for the second quarter of 2024. The decrease was due to a decrease in tooling sales of $9.7 million, which are typically dependent of the timing of tooling construction and final acceptance by the customer; lower year-over-year OEM production volumes on certain platforms, including aluminum engine blocks for Ford and Mercedes, the Mercedes' electric vehicle platform (EVA2), and Jaguar Land Rover; and programs that ended production during or subsequent to the second quarter of 2024, specifically the BMW Mini. These negative factors were partially offset by the launch and ramp up of new programs during or subsequent to the second quarter of 2024, including Volkswagen's new electric vehicle platform (PPE), and a transmission for Audi; higher year-over-year OEM production volumes on certain platforms, including a transmission for the ZF Group, and the Lucid Air; and the impact of foreign exchange on the translation of Euro denominated production sales, which had a positive impact on overall sales for the second quarter of 2025 of $13.8 million. Overall second quarter industry-wide OEM light vehicle production volumes in Europe decreased by approximately 2% year-over-year. Sales for the second quarter of 2025 in the Company's Rest of the World operating segment decreased by $5.4 million or 14.5% to $31.8 million from $37.2 million in the second quarter of 2024. The decrease was largely driven by lower year-over-year production volumes with Jaguar Land Rover and BMW in China, and a decrease in tooling sales of $1.5 million. Overall tooling sales increased by $38.2 million (including outside segment sales eliminations) to $76.3 million for the second quarter of 2025 from $38.1 million for the second quarter of 2024. Six months ended June 30, 2025 Six months ended June 30, 2024 $ Change % Change North America $ 1,865,421 $ 1,948,522 (83,101 ) (4.3 %) Europe 524,005 620,970 (96,965 ) (15.6 %) Rest of the World 65,567 68,962 (3,395 ) (4.9 %) Eliminations (11,227 ) (12,748 ) 1,521 11.9 % Total Sales $ 2,443,766 $ 2,625,706 (181,940 ) (6.9 %) The Company's consolidated sales for the six months ended June 30, 2025 decreased by $181.9 million or 6.9% to $2,443.8 million as compared to $2,625.7 million for the six months ended June 30, 2024. The total decrease in sales was driven by year-over-year decreases across all operating segments. Sales for the six months ended June 30, 2025 in the Company's North America operating segment decreased by $83.1 million or 4.3% to $1,865.4 million from $1,948.5 million for the six months ended June 30, 2024. The decrease was due generally to lower year-over-year OEM production volumes on certain light vehicle platforms, including the Jeep Grand Cherokee and Wagoneer, the Ford Escape and Maverick, Nissan Pathfinder and Rogue, General Motors' large pick-up truck and SUV platforms, and Mercedes' electric vehicle platform (EVA2); and programs that ended production during or subsequent to the corresponding period of 2024, specifically the Chevrolet Malibu, the Ford Edge, and an aluminum engine block for Stellantis. These negative factors were partially offset by the impact of foreign exchange on the translation of U.S. denominated production sales, which had a positive impact on overall sales for the six months ended June 30, 2025 of $71.0 million; the launch and ramp up of new programs, including General Motors' new electric vehicle platforms (BEV3/BET), and the Toyota Tacoma; higher year-over-year production volumes on certain platforms, including Ford Mustang Mach E, the Lucid Air, General Motors' Equinox/Terrain, and a transmission for the ZF Group; and an increase in tooling sales of $58.3 million which are typically dependent on the timing of tooling construction and final acceptance by the customer. Overall industry-wide OEM light vehicle production volumes during the six months ended June 30, 2025 decreased in North America by approximately 4% year-over-year. Sales for the six months ended June 30, 2025 in the Company's Europe operating segment decreased by $97.0 million or 15.6% to $524.0 million from $621.0 million for the six months ended June 30, 2024. The decrease was due to lower year-over-year OEM production volumes on certain platforms, including aluminum engine blocks for Ford and Mercedes, the Mercedes' electric vehicle platform (EVA2), and Jaguar Land Rover; programs that ended production during or subsequent to the corresponding period of 2024, specifically the BMW Mini; and a decrease in tooling sales of $41.9 million which are typically dependent on the timing of tooling construction and final acceptance by the customer. These negative factors were partially offset by the launch and ramp up of new programs, including Volkswagen's new electric vehicle platform (PPE), and a transmission for Audi; higher year-over-year production volumes of certain platforms including the Lucid Air, and a transmission for the ZF Group; and the impact of foreign exchange on the translation of Euro denominated production sales, which had a positive impact on overall sales for the six months ended June 30, 2025 of $18.1 million. Overall industry-wide OEM light vehicle production volumes during the six months ended June 30, 2025 decreased in Europe by approximately 3% year-over-year. Sales for the six months ended June 30, 2025 in the Company's Rest of the World operating segment decreased by $3.4 million or 4.9% to $65.6 million from $69.0 million for the six months ended June 30, 2024. The decrease was largely driven by a decrease in tooling sales of $2.6 million, and lower year-over-year production volumes with Jaguar Land Rover and Mercedes. Overall tooling sales increased by $14.4 million (including outside segment sales eliminations) to $118.9 million for the six months ended June 30, 2025 from $104.5 million for the six months ended June 30, 2024. GROSS MARGIN Three months ended June 30, 2025 Three months ended June 30, 2024 $ Change % Change Gross margin $ 184,535 $ 183,630 905 0.5 % % of Sales 14.5 % 14.1 % The gross margin percentage for the second quarter of 2025 of 14.5% increased as a percentage of sales by 0.4% as compared to the gross margin percentage for the second quarter of 2024 of 14.1%. The increase in gross margin as a percentage of sales was generally due to productivity and efficiency improvements at certain operating facilities and other improvements; partially offset by an increase in tooling sales which typically earn low margin for the Company, and operational inefficiencies at certain other operating facilities. Six months ended June 30, 2025 Six months ended June 30, 2024 $ Change % Change Gross margin $ 336,134 $ 356,167 (20,033 ) (5.6 %) % of Sales 13.8 % 13.6 % The gross margin percentage for the six months ended June 30, 2025 of 13.8% increased as a percentage of sales by 0.2% as compared to the gross margin percentage for the six months ended June 30, 2024 of 13.6%. The increase in gross margin as a percentage of sales was generally due to productivity and efficiency improvements at certain operating facilities and other improvements; partially offset by: overall lower production sales volume and corresponding contribution; an increase in tooling sales which typically earn low margin for the Company; and operational inefficiencies at certain other operating facilities. Overall market related inflationary pressures on labour, material and energy costs, along with offsetting commercial settlements, were generally stable year-over-year. ADJUSTMENTS TO NET INCOME Adjusted Net Income excludes certain items as set out in the following tables and described in the notes thereto. Management uses Adjusted Net Income as a measurement of operating performance of the Company and believes that, in conjunction with IFRS measures, it provides useful information about the financial performance and condition of the Company. TABLE A Three months ended June 30, 2025 Three months ended June 30, 2024 $ Change NET INCOME $ 38,091 $ 40,979 $ (2,888 ) Adjustments: Restructuring costs (1) 13,766 5,355 8,411 ADJUSTMENTS, BEFORE TAX $ 13,766 $ 5,355 $ 8,411 Tax impact of adjustments (4,102 ) (1,951 ) (2,151 ) ADJUSTMENTS, AFTER TAX $ 9,664 $ 3,404 $ 6,260 ADJUSTED NET INCOME $ 47,755 $ 44,383 $ 3,372 Number of Shares Outstanding – Basic ('000) 72,788 76,060 Adjusted Basic Net Earnings Per Share $ 0.66 $ 0.58 Number of Shares Outstanding – Diluted ('000) 72,788 76,062 Adjusted Diluted Net Earnings Per Share $ 0.66 $ 0.58 TABLE B Six months ended June 30, 2025 Six months ended June 30, 2024 $ Change NET INCOME $ 55,565 $ 84,629 $ (29,064 ) Adjustments: Restructuring costs (1) 30,603 11,610 18,993 ADJUSTMENTS, BEFORE TAX $ 30,603 $ 11,610 $ 18,993 Tax impact of adjustments (8,893 ) (3,759 ) (5,134 ) ADJUSTMENTS, AFTER TAX $ 21,710 $ 7,851 $ 13,859 ADJUSTED NET INCOME $ 77,275 $ 92,480 $ (15,205 ) Number of Shares Outstanding – Basic ('000) 72,788 76,984 Adjusted Basic Net Earnings Per Share $ 1.06 $ 1.20 Number of Shares Outstanding – Diluted ('000) 72,788 77,005 Adjusted Diluted Net Earnings Per Share $ 1.06 $ 1.20 (1) Restructuring costsAdditions to the restructuring provision during the three and six months ended June 30, 2025 totalled $13.8 million and $30.6 million, respectively, and represent employee-related severance resulting from the rightsizing of certain operations in Germany, Canada, Mexico, and the United States. Additions to the restructuring provision during the three and six months ended June 30, 2024 totalled $5.4 million and $11.6 million, respectively, and represent employee-related severance resulting from the rightsizing of certain operations in Germany, Mexico Canada, and the United States. NET INCOME Three months ended June 30, 2025 Three months ended June 30, 2024 $ Change % Change Net Income $ 38,091 $ 40,979 (2,888 ) (7.0 %) Adjusted Net Income 47,755 44,383 3,372 7.6 % Net Earnings per Share Basic and Diluted $ 0.52 $ 0.54 Adjusted Net Earnings per Share Basic and Diluted $ 0.66 $ 0.58 Net Income, before adjustments, for the second quarter of 2025 decreased by $2.9 million to $38.1 million or $0.52 per share, on a basic and diluted basis, from Net Income of $41.0 million or $0.54 per share, on a basic and diluted basis, for the second quarter of 2024. Excluding the adjustments explained in Table A under "Adjustments to Net Income", Adjusted Net Income for the second quarter of 2025 increased by $3.4 million to $47.8 million or $0.66 per share, on a basic and diluted basis, from $44.4 million or $0.58 per share, on a basic and diluted basis, for the second quarter of 2024. Adjusted Net Income for the second quarter of 2025, as compared to the second quarter of 2024, was positively impacted by the following: a year-over-year decrease in SG&A expense, as previously explained; a $2.7 million year-over-year decrease in finance expense as a result of decreased debt levels and lower borrowing rates on the Company's revolving bank debt; and a lower effective tax rate (28.8% for the second quarter of 2025 compared to 29.4% for the second quarter of 2024). These factors were partially offset by the following: a net foreign exchange loss of $1.7 million for the second quarter of 2025 compared to a gain of $1.9 million for the second quarter of 2024; and a $1.2 million year-over-year increase in research and development costs driven generally by increased new product and process development activity. Six months ended June 30, 2025 Six months ended June 30, 2024 $ Change % Change Net Income $ 55,565 $ 84,629 (29,064 ) (34.3 %) Adjusted Net Income 77,275 92,480 (15,205 ) (16.4 %) Net Earnings per Share Basic and Diluted $ 0.76 $ 1.10 Adjusted Net Earnings per Share Basic and Diluted $ 1.06 $ 1.20 Net Income, before adjustments, for the six months ended June 30, 2025 decreased by $29.1 million to $55.6 million or $0.76 per share, on a basic and diluted basis, from Net Income of $84.6 million or $1.10 per share, on a basic and diluted basis, for the six months ended June 30, 2024. Excluding the adjustments explained in Table B under 'Adjustments to Net Income', Adjusted Net Income for the six months ended June 30, 2025 decreased by $15.2 million to $77.3 million or $1.06 per share on a basic and diluted basis, from $92.5 million or $1.20 per share on a basic and diluted basis, for the six months ended June 30, 2024. Adjusted Net Income for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024, was negatively impacted by the following: lower gross margin from lower year-over-year sales volume; a net foreign exchange loss of $3.9 million for the six months ended June 30, 2025 compared to a gain of $6.8 million for the six months ended June 30, 2024; and a higher effective tax rate (29.3% for the six months ended June 30, 2025 compared to 27.0% for the six months ended June 30, 2024). These factors were partially offset by the following: a year-over-year decrease in SG&A expense, as previously explained; and a $6.2 million year-over-year decrease in finance expense as a result of decreased debt levels and lower borrowing rates on the Company's revolving bank debt. DIVIDEND A cash dividend of $0.05 per share has been declared by the Board of Directors payable to shareholders of record on September 30, 2025, on or about October 15, 2025. ABOUT MARTINREA Martinrea International Inc. is a leader in the development and production of quality metal parts, assemblies and modules, fluid management systems, and complex aluminum products focused primarily on the automotive sector. Martinrea currently operates in 56 locations in Canada, the United States, Mexico, Brazil, Germany, Slovakia, Spain, China, South Africa, and Japan. Martinrea's vision is making lives better by being the best supplier we can be in the products we make and the services we provide. For more information on Martinrea, please visit Follow Martinrea on X and Facebook. CONFERENCE CALL DETAILS A conference call to discuss the financial results will be held on Tuesday, August 12, 2025 at 5:30 p.m. Eastern Time. To participate, please dial 416-641-6104 (Toronto area) or 800-952-5114 (toll free Canada and US) and enter participant code 8079440#. Please call 10 minutes prior to the start of the conference call. The conference call will also be webcast live in listen-only mode and archived for twelve months. The webcast and accompanying presentation can be accessed at: There will also be a rebroadcast of the call available by dialing 905-694-9451 or toll free 800-408-3053 (Conference ID – 2150717#). The rebroadcast will be available until September 12, 2025 at 5:00 p.m. If you have any teleconferencing questions, please call Ganesh Iyer at 416-749-0314. FORWARD-LOOKING INFORMATIONThis Press Release and the documents incorporated by reference therein contains forward-looking statements within the meaning of applicable Canadian securities laws including those related to the Company's expectations as to, or its views or beliefs in or on, the impact of, or duration of, or factors affecting, or expected response to or growth of, improvements in, expansion of and/or guidance or outlook (including for 2025) as to future results, revenue, sales, margin, gross margin, earnings, and earnings per share, adjusted earnings per share, free cash flow, volumes, adjusted net earnings per share, operating income margins, operating margins, adjusted operating income margins, leverage ratios, net debt to adjusted EBITDA(1), debt repayment, Adjusted EBITDA(1), capex levels, working capital levels, cash tax levels, progress on commercial negotiations, the growth of the Company and pursuit of, and belief in, its strategies, the strength, recovery and growth of the automotive industry and continuing challenges, the impact of and/or uncertainty of tariffs and trade issues in the Company's business and its industry, as well as other forward-looking statements. The words 'continue', 'expect', 'anticipate', 'estimate', 'may', 'will', 'should', 'views', 'intend', 'believe', 'plan' and similar expressions are intended to identify forward-looking statements. Forward-looking statements are based on estimates and assumptions made by the Company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors that the Company believes are appropriate in the circumstances, such as expected sales and industry production estimates, current foreign exchange rates, timing of product launches and operational improvement during the period, and current Board approved budgets. Many factors could cause the Company's actual results, performance or achievements to differ materially from those expressed or implied by the forward-looking statements, including, without limitation, the following factors, some of which are discussed in detail in the Company's AIF and MD&A for the year ended December 31, 2024 and other public filings which can be found on the Company's profile at North American and Global Economic and Political Conditions (including war) and Consumer Confidence Automotive Industry Risks Trade Restrictions or Disputes Changes in Laws and Governmental Regulations Dependence Upon Key Customers Pandemics and Epidemics, Force Majeure Events, Natural Disasters, Terrorist Activities, Political and Civil Unrest or War, and Other Outbreaks Russia and Ukraine War and Middle East Tensions Inflationary Pressures Regional Energy Shortages Customer Consolidation and Cooperation Emergence of Potentially Disruptive EV OEMs Outsourcing and Insourcing Trends Financial Viability of Suppliers and Key Suppliers and Supply Disruptions (Material Availability or Disruption) Semiconductor Chip Shortages and Price Increases Competition Customer Pricing Pressures, Contractual Arrangements, Cost and Risk Absorption and Purchase Orders Potential Volatility of Share Prices Fluctuations in Operating Results Material and Commodity Prices and Volatility Scrap Steel/Aluminum Price Volatility Quote/Pricing Assumptions Launch Costs, Operational Costs and Issues and Cost Structure Potential Rationalization Costs, Turnaround Costs and Impairment Charges Product Warranty, Repair/Replacement Costs, Recall, Product Liability and Liability Risk Product Development and Technological Change (Including Artificial Intelligence and Electrification) A Shift Away from Technologies in Which the Company is Investing Dependence Upon Key Personnel Limited Financial Resources/Uncertainty of Future Financing/Banking Cybersecurity Threats Acquisitions Joint Ventures Private or Public Equity Investments in Technology Companies Potential Tax Exposures Labour Relations Matters Sustainability (ESG) Regulation, Including Environmental Regulation and Climate Change and Human Rights and Supply Chain Issues Litigation and Regulatory Compliance and Investigations Risks of Conducting Business in Foreign Countries, Including China, Brazil, Mexico and Other Growing Markets Currency Risk Internal Controls Over Financial Reporting and Disclosure Controls and Procedures Loss of Use of Key Manufacturing Facilities Intellectual Property Availability of Consumer Credit or Cost of Borrowing Evolving Business Risk Profile Competition with Low-Cost Countries The Company's Ability to Shift its Manufacturing Footprint to Take Advantage of Opportunities in Growing Markets Change in the Company's Mix of Earnings Between Jurisdictions with Lower Tax Rates and Those with Higher Tax Rates Pension Plans and Other Post-Employment Benefits Dividends Lease Obligations These factors should be considered carefully, and readers should not place undue reliance on the Company's forward-looking statements. The Company has no intention and undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. The common shares of Martinrea trade on The Toronto Stock Exchange under the symbol 'MRE'. For further information, please contact: Peter CirulisChief Financial OfficerMartinrea International Inc.3210 Langstaff RoadVaughan, Ontario L4K 5B2Tel: 416-749-0314Fax: 289-982-3001 Martinrea International Condensed Consolidated Balance Sheets(in thousands of Canadian dollars) (unaudited) Note June 30, 2025 December 31, 2024 ASSETS Cash and cash equivalents $ 160,030 $ 167,951 Trade and other receivables 2 765,424 613,505 Inventories 3 474,994 508,231 Prepaid expenses and deposits 35,628 33,599 Income taxes recoverable 17,221 12,784 TOTAL CURRENT ASSETS 1,453,297 1,336,070 Property, plant and equipment 4 1,855,017 1,949,004 Right-of-use assets 5 200,776 215,802 Deferred tax assets 210,435 199,512 Intangible assets 39,062 37,535 Investments 6 65,165 65,378 Pension assets 18,599 17,493 TOTAL NON-CURRENT ASSETS 2,389,054 2,484,724 TOTAL ASSETS $ 3,842,351 $ 3,820,794 LIABILITIES Trade and other payables $ 1,078,395 $ 1,024,716 Provisions 7 27,632 6,862 Income taxes payable 10,387 25,332 Current portion of long-term debt 8 14,869 10,445 Current portion of lease liabilities 9 54,673 54,235 TOTAL CURRENT LIABILITIES 1,185,956 1,121,590 Long-term debt 8 937,512 970,969 Lease liabilities 9 170,709 189,176 Pension and other post-retirement benefits 40,368 40,384 Deferred tax liabilities 34,843 31,653 TOTAL NON-CURRENT LIABILITIES 1,183,432 1,232,182 TOTAL LIABILITIES 2,369,388 2,353,772 EQUITY Capital stock 11 601,188 601,188 Contributed surplus 46,406 46,052 Accumulated other comprehensive income 167,216 210,821 Retained earnings 658,153 608,961 TOTAL EQUITY 1,472,963 1,467,022 TOTAL LIABILITIES AND EQUITY $ 3,842,351 $ 3,820,794 Contingencies (note 16) See accompanying notes to the interim condensed consolidated financial statements. On behalf of the Board: 'Robert Wildeboer' Director 'Terry Lyons' Director Martinrea International Condensed Consolidated Statements of Operations(in thousands of Canadian dollars, except per share amounts) (unaudited) Note Three monthsendedJune 30, 2025 Three monthsendedJune 30, 2024 Six Months endedJune 30, 2025 Six Months endedJune 30, 2024 SALES $ 1,275,535 $ 1,301,793 $ 2,443,766 $ 2,625,706 Cost of sales (excluding depreciation of property, plant and equipment and right-of-use assets) (1,017,671 ) (1,041,483 ) (1,960,940 ) (2,115,892 ) Depreciation of property, plant and equipment and right-of-use assets (production) (73,329 ) (76,680 ) (146,692 ) (153,647 ) Total cost of sales (1,091,000 ) (1,118,163 ) (2,107,632 ) (2,269,539 ) GROSS MARGIN 184,535 183,630 336,134 356,167 Research and development costs (11,401 ) (10,208 ) (21,962 ) (21,185 ) Selling, general and administrative (83,091 ) (86,557 ) (158,366 ) (164,748 ) Depreciation of property, plant and equipment and right-of-use assets (non-production) (3,853 ) (4,187 ) (7,625 ) (8,257 ) Loss on disposal of property, plant and equipment (86 ) (1,115 ) (135 ) (1,227 ) Restructuring costs 7 (13,766 ) (5,355 ) (30,603 ) (11,610 ) OPERATING INCOME 72,338 76,208 117,443 149,140 Share of loss of equity investments 6 (538 ) (823 ) (1,335 ) (1,457 ) Finance expense 13 (16,760 ) (19,488 ) (33,448 ) (39,661 ) Other finance income (expense) 13 (1,745 ) 1,613 (3,976 ) 7,056 INCOME BEFORE INCOME TAXES 53,295 57,510 78,684 115,078 Income tax expense 10 (15,204 ) (16,531 ) (23,119 ) (30,449 ) NET INCOME FOR THE PERIOD $ 38,091 $ 40,979 $ 55,565 $ 84,629 Basic earnings per share 12 $ 0.52 $ 0.54 $ 0.76 $ 1.10 Diluted earnings per share 12 $ 0.52 $ 0.54 $ 0.76 $ 1.10 See accompanying notes to the interim condensed consolidated financial statements. Martinrea International Condensed Consolidated Statements of Comprehensive Income(in thousands of Canadian dollars) (unaudited) Three months endedJune 30, 2025 Three months endedJune 30, 2024 Six Months endedJune 30, 2025 Six Months endedJune 30, 2024 NET INCOME FOR THE PERIOD $ 38,091 $ 40,979 $ 55,565 $ 84,629 Other comprehensive income (loss), net of tax: Items that may be reclassified to net income Foreign currency translation differences for foreign operations (43,989 ) 14,287 (43,494 ) 45,678 Items that will not be reclassified to net income Share of other comprehensive income (loss) of equity investments (note 6) 37 (27 ) (111 ) (39 ) Remeasurement of defined benefit plans 285 (108 ) 906 (1,136 ) Other comprehensive income (loss), net of tax (43,667 ) 14,152 (42,699 ) 44,503 TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD $ (5,576 ) $ 55,131 $ 12,866 $ 129,132 See accompanying notes to the interim condensed consolidated financial statements. Martinrea International Condensed Consolidated Statements of Changes in Equity(in thousands of Canadian dollars) (unaudited) Capital stock Contributed surplus Accumulated other comprehensive income Retained earnings Total equity BALANCE AT DECEMBER 31, 2023 $ 645,256 $ 45,903 $ 95,753 $ 678,269 $ 1,465,181 Net income for the period - - - 84,629 84,629 Compensation expense related to stock options - 84 - - 84 Dividends ($0.10 per share) - - - (7,582 ) (7,582 ) Exercise of employee stock options 350 (80 ) - - 270 Repurchase of common shares (note 11) (27,684 ) - - (12,700 ) (40,384 ) Other comprehensive income (loss) net of tax Remeasurement of defined benefit plans - - - (1,136 ) (1,136 ) Foreign currency translation differences - - 45,678 - 45,678 Share of other comprehensive loss of equity investments - - (39 ) - (39 ) BALANCE AT JUNE 30, 2024 617,922 45,907 141,392 741,480 1,546,701 Net loss for the period - - - (119,175 ) (119,175 ) Compensation expense related to stock options - 145 - - 145 Dividends ($0.10 per share) - - - (7,339 ) (7,339 ) Exercise of employee stock options - - - - - Repurchase of common shares (note 11) (16,734 ) - - (5,379 ) (22,113 ) Other comprehensive income (loss) net of tax Remeasurement of defined benefit plans - - - (626 ) (626 ) Foreign currency translation differences - - 69,406 - 69,406 Share of other comprehensive income of equity investments - - 23 - 23 BALANCE AT DECEMBER 31, 2024 601,188 46,052 210,821 608,961 1,467,022 Net income for the period - - - 55,565 55,565 Compensation expense related to stock options - 354 - - 354 Dividends ($0.10 per share) - - - (7,279 ) (7,279 ) Other comprehensive income (loss) net of tax Remeasurement of defined benefit plans - - - 906 906 Foreign currency translation differences - - (43,494 ) - (43,494 ) Share of other comprehensive loss of equity investments - - (111 ) - (111 ) BALANCE AT JUNE 30, 2025 $ 601,188 $ 46,406 $ 167,216 $ 658,153 $ 1,472,963 See accompanying notes to the interim condensed consolidated financial statements. Martinrea International Condensed Consolidated Statements of Cash Flows(in thousands of Canadian dollars) (unaudited) Three months endedJune 30, 2025 Three months endedJune 30, 2024 Six Months endedJune 30, 2025 Six Months endedJune 30, 2024 CASH PROVIDED BY (USED IN): OPERATING ACTIVITIES: Net income for the period $ 38,091 $ 40,979 $ 55,565 $ 84,629 Adjustments for: Depreciation of property, plant and equipment and right-of-use assets 77,182 80,867 154,317 161,904 Amortization of development costs 2,014 2,594 3,809 5,088 Unrealized loss (gain) on foreign exchange forward contracts (222 ) 4,265 (674 ) 3,469 Finance expense 16,760 19,488 33,448 39,661 Income tax expense 15,204 16,531 23,119 30,449 Loss on disposal of property, plant and equipment 86 1,115 135 1,227 Deferred and restricted share units expense 5,213 3,552 2,127 3,368 Stock options expense 177 42 354 84 Share of loss of equity investments 538 823 1,335 1,457 Pension and other post-retirement benefits expense 612 567 1,215 1,131 Contributions made to pension and other post-retirement benefits (575 ) (600 ) (1,164 ) (1,168 ) 155,080 170,223 273,586 331,299 Changes in non-cash working capital items: Trade and other receivables (50,757 ) 33,376 (166,439 ) (84,836 ) Inventories 36,812 (14,869 ) 24,722 3,738 Prepaid expenses and deposits (6,525 ) (1,046 ) (2,686 ) 937 Trade, other payables and provisions 44,980 (32,995 ) 122,813 (11,599 ) 179,590 154,689 251,996 239,539 Interest paid (18,511 ) (22,789 ) (36,628 ) (43,467 ) Income taxes paid (28,580 ) (23,566 ) (54,453 ) (48,684 ) NET CASH PROVIDED BY OPERATING ACTIVITIES $ 132,499 $ 108,334 $ 160,915 $ 147,388 FINANCING ACTIVITIES: Increase (decrease) in long-term debt (net of deferred financing fees) (31,886 ) (1,523 ) 6,628 47,941 Equipment loan repayments (4,701 ) (1,860 ) (7,848 ) (4,570 ) Principal payments of lease liabilities (14,033 ) (13,432 ) (28,132 ) (25,756 ) Dividends paid (3,640 ) (3,839 ) (7,279 ) (7,746 ) Exercise of employee stock options - 270 - 270 Repurchase of common shares - (24,012 ) - (39,922 ) NET CASH USED IN FINANCING ACTIVITIES $ (54,260 ) $ (44,396 ) $ (36,631 ) $ (29,783 ) INVESTING ACTIVITIES: Purchase of property, plant and equipment (excluding capitalized interest)* (59,374 ) (52,594 ) (121,604 ) (110,867 ) Capitalized development costs (4,937 ) (2,099 ) (6,597 ) (3,144 ) Increase in investments (190 ) - (1,249 ) (8,130 ) Proceeds on disposal of property, plant and equipment 614 211 650 1,189 NET CASH USED IN INVESTING ACTIVITIES $ (63,887 ) $ (54,482 ) $ (128,800 ) $ (120,952 ) Effect of foreign exchange rate changes on cash and cash equivalents (2,870 ) (1,712 ) (3,405 ) (2,019 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 11,482 7,744 (7,921 ) (5,366 ) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 148,548 173,694 167,951 186,804 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 160,030 $ 181,438 $ 160,030 $ 181,438 *As at June 30, 2025, $35,663 (December 31, 2024 - $78,547) of purchases of property, plant and equipment remain unpaid and are recorded in trade and other payables. See accompanying notes to the interim condensed consolidated financial in to access your portfolio

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