
Gentherm Reports 2025 Second Quarter Results
Secured More Than $600 Million of Automotive New Business Awards in the Quarter; $1 Billion Year to Date
2025 Full Year Guidance Range Narrowed
NOVI, Mich., July 24, 2025 (GLOBE NEWSWIRE) -- Gentherm (NASDAQ:THRM), a global market leader of innovative thermal management and pneumatic comfort technologies, today announced its financial results for the second quarter ending June 30, 2025.
'The Gentherm team delivered second quarter results in line with our expectations, with adjusted EBITDA improving sequentially, and strong commercial performance. Our Automotive New Business Awards reached over $1 billion year-to-date as a result of our continued innovation, technology leadership, and strong customer relationships,' said Bill Presley, the Company's President and CEO.
Second Quarter Highlights
Secured Automotive New Business Awards totaling $620 million, including Ford's next-generation F-Series truck platform and multiple awards for Puls.A™, our innovative pulsating massage solution.
Product revenues of $375.1 million decreased 0.2% from $375.7 million in the prior year. Excluding the impact of foreign currency translation, product revenues decreased 1.6%, with Automotive decreasing 1.5% and Medical decreasing 4.8%.
Automotive Climate and Comfort Solutions revenue increased 3.8% year over year, or 2.5% adjusting for the impact of foreign currency translation, outperforming S&P Global's mid-July light vehicle production report in our relevant markets by 10 basis points, with strong performance in North America/Europe, weighed down by Asia.
Gross margin decreased 180 basis points year over year from 25.7% to 23.9%. The decrease was primarily driven by higher material costs, including unfavorable product mix, as well as higher labor costs and expenses related to our footprint realignment.
Net income was $0.5 million, a decrease from $18.9 million in the prior year, primarily driven by net unrealized foreign currency losses of $18.9 million.
Adjusted EBITDA was $45.9 million, or 12.2% of revenue, a decrease from $49.9 million, or 13.3% of revenue, in the prior year, primarily driven by lower gross margin.
GAAP diluted earnings per share was $0.02, compared to $0.60 in the prior year.
Adjusted diluted earnings per share was $0.54, compared to $0.66 in the prior year.
Maintained net leverage ~0.5x, flat year over year; liquidity up to $416 million.
Repurchased $10.0 million of the Company's common stock.
Presley concluded, 'Our focus remains on executing our strategic priorities, while driving operating efficiencies throughout the business. Market sentiment has improved, however we continue to take a measured approach in managing our operations given the level of uncertainty in the macro environment. We remain on track to accomplish our full year goals.'
Guidance
The Company's guidance for full year 2025 as of July 24, 2025 is provided below¹:
¹Guidance based on tariffs currently in effect as of today, our current forecast of customer orders and expectations of near-term conditions, flat to slightly decreasing light vehicle production in our relevant markets for full year 2025 versus 2024, and a EUR to USD exchange rate of $1.13/Euro. Does not contemplate the impact of recently enacted U.S. and German tax reform, which is currently under evaluation.
The Company provides various non-GAAP financial measures in this release. See 'Use of Non-GAAP Measures' below for additional information, including definitions, usefulness for investors and limitations, as well reconciliations below to the most directly comparable GAAP financial measures.
Conference Call
As previously announced, Gentherm will conduct a conference call today at 8:00 am Eastern Time to review these results. The dial-in number for the call is 1-877-407-4018 (callers in the U.S.) or +1-201-689-8471 (callers outside this U.S.). The passcode for the live call is 13754880.
A live webcast and one-year archived replay of the call, as well as a copy of the supplemental materials that will be used during the conference call, can be accessed on the Events page of the Investor section of Gentherm's website at www.gentherm.com.
A telephonic replay will be available approximately two hours after the call until 11:59 pm Eastern Time on August 7, 2025. The replay can be accessed by dialing 1-844-512-2921 (callers in the U.S.), or +1-412-317-6671 (callers outside the U.S.). The passcode for the replay is 13754880.
Investor Contact
Gregory Blanchette
investors@gentherm.com
248.308.1702
Media Contact
Melissa Fischer
media@gentherm.com
248.289.9702
About Gentherm
Gentherm (NASDAQ: THRM) is a global market leader of innovative thermal management and pneumatic comfort technologies. Automotive products include Climate Control Seats (CCS®), Climate Control Interiors (CCI™), Lumbar and Massage Comfort Solutions, and Valve Systems. Medical products include patient temperature management systems. The Company is also developing a number of new technologies and products that will help enable improvements to existing products and to create new product applications for existing and new markets. Gentherm has more than 14,000 employees in facilities across 13 countries. In 2024, the company recorded annual sales of approximately $1.5 billion and secured $2.4 billion in automotive new business awards. For more information, go to www.gentherm.com.
Forward-Looking Statements
Except for historical information contained herein, statements in this release are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorporated's goals, beliefs, plans and expectations about its prospects for the future and other future events. The forward-looking statements included in this release are made as of the date hereof or as of the date specified herein and are based on management's reasonable expectations and beliefs. In making these statements we rely on assumptions and analysis based on our experience and perception of historical trends, current conditions and expected future developments, third party information and projections from sources that management believes to be reputable, as well as other factors we consider appropriate under the circumstances. Such statements are subject to a number of important assumptions, significant risks and uncertainties (some of which are beyond our control) and other factors that may cause actual results or performance to differ materially from that described in or indicated by the forward-looking statements, including but not limited to:
macroeconomic, geopolitical and similar global factors in the cyclical Automotive industry;
the impact of, and our ability to mitigate the effects of, global economic and trade policies, including increases in duties, tariffs and taxation on the import or export of our products related to U.S. trade disputes;
increasing U.S. and global competition, including with non-traditional entrants;
our ability to effectively manage new product launches and research and development, and the market acceptance of such products and technologies;
the evolution and challenges of the automotive industry towards electric vehicles, autonomous vehicles and mobility on demand services, and related consumer behaviors and preferences;
our ability to convert automotive new business awards into product revenues;
the constraints in the supply chain environment, and inflationary and other cost pressures;
the production levels of our major customers and OEMs in our relevant markets and sudden fluctuations in such production levels;
our business in China, which is subject to unique operational, competitive, geopolitical, regulatory and economic risks;
the impact of our global operations, including our global supply chain, operations within Ukraine, and foreign currency and exchange risk;
our product quality and safety and impact of product safety recalls and alleged defects in products;
our ability to attract and retain highly skilled employees and wage inflation;
a tightening labor market, labor shortages or work stoppages impacting us, our customers or our suppliers, such as recent labor strikes among certain OEMs and suppliers;
our achievement of product cost reductions to offset customer-imposed price reductions or other pricing pressures;
our ability to execute efforts to optimize our global supply chain and manufacturing footprint, including opening new facilities and transferring production;
our ability to source, consummate, integrate and achieve planned benefits of strategic acquisitions, investments and, as applicable, exits;
any security breaches and other disruptions to our information technology networks and systems, as well as privacy, data security and data protection risks, including risks associated with use of artificial intelligence capabilities in our business operations;
any loss or insolvency of our key customers and OEMs, or key suppliers;
our ability to project future sales volume based on third-party information, based on which we manage our business;
the protection of our intellectual property in certain jurisdictions;
our compliance with global anti-corruption laws and regulations;
legal and regulatory proceedings and claims involving us or one of our major customers;
the extensive regulation of our patient temperature management business;
risks associated with our manufacturing processes;
the effects of climate change and catastrophic events, as well as regulatory and stakeholder-imposed requirements to address climate change and other sustainability issues;
our product quality and safety;
our borrowing availability under our revolving credit facility, as well ability to access the capital markets, to support our planned growth; and
our indebtedness and compliance with our debt covenants.
The foregoing risks should be read in conjunction with the Company's reports filed with or furnished to the Securities and Exchange Commission (the 'SEC'), including 'Risk Factors,' in its most recent Annual Report on Form 10-K and subsequent SEC filings, for a discussion of these and other risks and uncertainties. In addition, with reasonable frequency, we have entered into business combinations, acquisitions, divestitures, strategic investments and other significant transactions. Such forward-looking statements do not include the potential impact of any such transactions that may be completed after the date hereof, each of which may present material risks to the Company's future business and financial results. Moreover, we operate in a very competitive and rapidly changing environment and new risks emerge from time to time.
Except as required by law, the Company expressly disclaims any obligation or undertaking to update any forward-looking statements to reflect any change in its strategies or expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
Use of Non-GAAP Financial Measures
In addition to the results reported in accordance with GAAP throughout this release, the Company has provided here or elsewhere information regarding: adjusted earnings before interest, taxes, depreciation and amortization ('Adjusted EBITDA'); Adjusted EBITDA margin; adjusted earnings per share ('Adjusted earnings per share' or 'Adjusted EPS'); free cash flow; net capital expenditures ('net CAPEX'); Net Debt, liquidity; net leverage ratio ('net leverage'); revenue, segment revenue and product revenue excluding foreign currency translation and other specified gains and losses; and adjusted operating expenses, each a non-GAAP financial measure. The Company defines Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, deferred financing cost amortization, non-cash stock based compensation expenses, restructuring expenses, net, unrealized currency gain or loss and other gains and losses not reflective of the Company's ongoing operations and related tax effects. The Company defines Adjusted EBITDA margin as Adjusted EBITDA divided by product revenues. The Company defines Adjusted EPS as earnings adjusted by restructuring expenses, net, unrealized currency gain or loss and other gains and losses not reflective of the Company's ongoing operations and related tax effects. The Company defines Free Cash Flow as Net cash from operating activities less Purchases of property and equipment. The Company defines net CAPEX as Purchases of property and equipment less Proceeds from the sale of property and equipment. The Company defines Net Debt as the principal amount of all Consolidated Funded Indebtedness (as defined in the Credit Agreement) less cash and cash equivalents. The Company defines liquidity as the sum of cash and cash equivalents and availability under the Company's revolving line of credit. The Company defines net leverage as Net Debt divided by Adjusted EBITDA for the trailing four fiscal quarters. The Company defines revenue, segment revenue or product revenue excluding foreign currency translation and other specified gains and losses as such revenue, excluding the estimated effects of foreign currency exchange on revenue by translating actual revenue using the prior period foreign currency exchange rates and excluding the other items specified. The Company defines adjusted operating expenses as operating expenses excluding related non-cash stock based compensation, restructuring expenses, net, and other gains and losses not reflective of the Company's ongoing operations.
The Company's reconciliations are included in this release or can be found in the supplemental materials on the Company's website.
In evaluating its business, the Company considers and uses Free Cash Flow, Net Debt, net leverage and liquidity as supplemental measures of its liquidity and the other non-GAAP financial measures as supplemental measures of its operating performance. Management provides such non-GAAP financial measures so that investors will have the same financial information that management uses with the belief that it will assist investors in properly assessing the Company's performance on a period-over-period basis by excluding matters not indicative of the Company's ongoing operating or liquidity results and therefore enhance the comparability of the Company's results and provide additional information for analyzing trends in the business. In evaluating our non-GAAP financial measures, you should be aware that in the future we may incur revenues, expenses, and cash and non-cash obligations that are the same as or similar to some of the adjustments in our presentation of non-GAAP financial measures. Our presentation of non-GAAP financial measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. There also can be no assurance that we will not modify the presentation of our non-GAAP financial measures in the future, and any such modification may be material. Other companies in our industry may define and calculate these non-GAAP financial measures differently than we do and those calculations may not be comparable to our metrics. These non-GAAP measures have limitations as analytical tools, and when assessing the Company's operating performance or liquidity, investors should not consider these non-GAAP measures in isolation, or as a substitute for net income, revenue or other consolidated income statement or cash flow statement data prepared in accordance with GAAP.
Non-GAAP measures referenced in this release and other public communications may include estimates of future Adjusted EBITDA, Adjusted EBITDA margin and Adjusted EPS. The Company has not reconciled the non-GAAP forward-looking guidance included in this release to the most directly comparable GAAP measures because this cannot be done without unreasonable effort due to the variability and low visibility with respect to taxes and non-recurring items, which are potential adjustments to future earnings. We expect the variability of these items to have a potentially unpredictable, and a potentially significant, impact on our future GAAP financial results.
Three Months Ended June 30, Six Months Ended June 30,
2025 2024 2025 2024
Product revenues $ 375,090 $ 375,683 $ 728,944 $ 731,698
Cost of sales 285,328 278,982 552,717 546,244
Gross margin 89,762 96,701 176,227 185,454
Operating expenses:
Net research and development expenses 22,558 21,861 46,774 44,606
Selling, general and administrative expenses 41,087 39,410 79,565 80,131
Restructuring expenses, net 2,108 2,442 6,622 9,680
Loss on sale of land and building, net — — 2,196 —
Total operating expenses 65,753 63,713 135,157 134,417
Operating income 24,009 32,988 41,070 51,037
Interest expense, net (4,043) (4,002) (7,598) (7,246)
Foreign currency (loss) gain (17,432) (282) (27,730) 2,267
Other (loss) income — (284) (1,124) 689
Earnings before income tax 2,534 28,420 4,618 46,747
Income tax expense 2,057 9,544 4,269 13,086
Net income $ 477 $ 18,876 $ 349 $ 33,661
Basic earnings per share $ 0.02 $ 0.60 $ 0.01 $ 1.07
Diluted earnings per share $ 0.02 $ 0.60 $ 0.01 $ 1.06
Weighted average number of shares – basic 30,600 31,534 30,687 31,539
Weighted average number of shares – diluted 30,652 31,710 30,781 31,714
Three Months Ended June 30, Six Months Ended June 30,
2025 2024 (a) % Change 2025 2024 (a) % Change
Climate Control Seats $ 200,020 $ 199,766 0.1 % $ 391,173 $ 391,815 (0.2)%
Lumbar and Massage Comfort Solutions 52,530 45,869 14.5 % 97,843 84,120 16.3 %
Climate Control Interiors 49,585 47,031 5.4 % 94,926 91,429 3.8 %
Climate and Comfort Electronics 5,906 4,157 42.1 % 13,621 8,383 62.5 %
Automotive Climate and Comfort Solutions 308,041 296,823 3.8 % 597,563 575,747 3.8 %
Valve Systems 25,143 29,267 (14.1)% 48,316 55,892 (13.6)%
Other Automotive 30,668 37,912 (19.1)% 59,847 77,001 (22.3)%
Subtotal Automotive segment 363,852 364,002 (0.0)% 705,726 708,640 (0.4)%
Medical segment 11,238 11,681 (3.8)% 23,218 23,058 0.7 %
Total Company $ 375,090 $ 375,683 (0.2)% $ 728,944 $ 731,698 (0.4)%
Foreign currency translation impact (b) 5,514 — 93 —
Total Company, excluding foreign currency translation impact $ 369,576 $ 375,683 (1.6)% $ 728,851 $ 731,698 (0.4)%
(a) Prior period product categories have been recast to conform with the current period presentation. See "Revenue by Product Category Historical Recast" table below for additional information.
(b) Foreign currency translation impacts for the Automotive segment and Medical segment were $5,396 and $117 respectively, for the three months ended June 30, 2025. Foreign currency translation impacts for Automotive Climate and Comfort Solutions were $3,916 for the three months ended June 30, 2025. Foreign currency translation impacts for the Automotive segment and Medical segment were $44 and $49 respectively, for the six months ended June 30, 2025. Foreign currency translation impacts for Automotive Climate and Comfort Solutions were $(355) for the six months ended June 30, 2025.
Three Months Ended June 30, Six Months Ended June 30,
2025 2024 2025 2024
Net income $ 477 $ 18,876 $ 349 $ 33,661
Add back:
Depreciation and amortization 13,058 12,811 25,846 26,391
Income tax expense 2,057 9,544 4,269 13,086
Interest expense, net 4,043 4,002 7,598 7,246
Adjustments:
Non-cash stock based compensation 3,992 3,610 6,589 7,407
Restructuring expenses, net 2,108 2,442 6,622 9,680
Unrealized currency loss (gain) 18,877 (497) 28,484 (2,353)
Loss on sale of land and building, net — — 2,196 —
Leadership transition expenses 1,260 — 2,158 —
Non-automotive electronics inventory benefit — (712) — (1,772)
Other (a) 25 (203) 1,127 69
Adjusted EBITDA $ 45,897 $ 49,873 $ 85,238 $ 93,415
Product revenues $ 375,090 $ 375,683 $ 728,944 $ 731,698
Net income margin 0.1 % 5.0 % 0.0 % 4.6 %
Adjusted EBITDA margin 12.2 % 13.3 % 11.7 % 12.8 %
(a) Includes a $1,294 write-down of an equity investment for the six months ended June 30, 2025.
Three Months Ended June 30, Six Months Ended June 30,
2025 2024 2025 2024
Net income $ 477 $ 18,876 $ 349 $ 33,661
Amortization of acquisition related intangibles 1,638 1,584 3,197 3,189
Restructuring expenses, net 2,108 2,442 6,622 9,680
Unrealized currency loss (gain) 18,877 (497) 28,484 (2,353)
Loss on sale of land and building, net — — 2,196 —
Leadership transition expenses 1,260 — 2,158 —
Non-automotive electronics inventory benefit — (712) — (1,772)
Other 25 (203) 1,127 69
Tax effect of above (7,709) (454) (11,840) (1,851)
Adjusted net income $ 16,676 $ 21,036 $ 32,293 $ 40,623
Weighted average shares outstanding:
Basic 30,600 31,534 30,687 31,539
Diluted 30,652 31,710 30,781 31,714
Earnings per share, as reported:
Basic $ 0.02 $ 0.60 $ 0.01 $ 1.07
Diluted $ 0.02 $ 0.60 $ 0.01 $ 1.06
Adjusted earnings per share:
Basic $ 0.54 $ 0.67 $ 1.05 $ 1.29
Diluted $ 0.54 $ 0.66 $ 1.05 $ 1.28
GENTHERM INCORPORATED
CONSOLIDATED CONDENSED BALANCE SHEETS
(Dollars in thousands, except share data)
(Unaudited)
June 30,
2025 December 31,
2024
ASSETS
Current Assets:
Cash and cash equivalents $ 128,297 $ 134,134
Accounts receivable, net 294,719 258,112
Inventory:
Raw materials 130,029 137,511
Work in process 40,466 19,059
Finished goods 77,889 70,786
Inventory, net 248,384 227,356
Other current assets 87,415 64,413
Total current assets 758,815 684,015
Property and equipment, net 262,419 252,970
Goodwill 108,891 99,603
Other intangible assets, net 56,076 57,251
Operating lease right-of-use assets 59,510 43,954
Deferred income tax assets 78,336 75,041
Other non-current assets 37,354 34,722
Total assets $ 1,361,401 $ 1,247,556
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 254,133 $ 226,815
Current lease liabilities 9,913 7,517
Current maturities of long-term debt 146 137
Other current liabilities 112,733 105,824
Total current liabilities 376,925 340,293
Long-term debt, less current maturities 209,000 220,064
Non-current lease liabilities 51,135 37,052
Pension benefit obligation 3,906 4,017
Other non-current liabilities 20,690 29,183
Total liabilities $ 661,656 $ 630,609
Shareholders' equity:
Common Stock:
No par value; 55,000,000 shares authorized 30,519,826 and 30,788,639 issued and outstanding at June 30, 2025 and December 31, 2024, respectively — 2,049
Paid-in capital 1,590 4,290
Accumulated other comprehensive income (loss) 2,005 (85,193)
Accumulated earnings 696,150 695,801
Total shareholders' equity 699,745 616,947
Six Months Ended June 30,
2025 2024
Operating Activities:
Net income $ 349 $ 33,661
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 26,089 26,733
Deferred income taxes (12,202) 4,365
Stock based compensation 6,604 7,392
Loss on disposition of property and equipment 2,444 (42)
Provisions for inventory 3,213 793
Other non-cash items, including unrealized foreign currency (gain) loss 31,364 (863)
Changes in assets and liabilities:
Accounts receivable, net (23,690) (14,310)
Inventory (13,430) (12,338)
Other assets (23,102) (36,874)
Accounts payable 20,522 8,436
Other liabilities 13,540 9,871
Net cash provided by operating activities 31,701 26,824
Investing Activities:
Purchases of property and equipment (23,728) (30,704)
Proceeds from the sale of property and equipment 3,745 81
Proceeds from deferred purchase price of factored receivables 744 6,208
Cost of technology investments (590) (265)
Net cash used in investing activities (19,829) (24,680)
Financing Activities:
Borrowings on debt 52,000 35,000
Repayments of debt (63,076) (35,420)
Proceeds from the exercise of Common Stock options — 2,763
Taxes withheld and paid on employees' stock based compensation (1,238) (2,417)
Cash paid for the repurchase of Common Stock (10,015) (21,703)
Net cash used in financing activities (22,329) (21,777)
Foreign currency effect 4,620 (6,574)
Net decrease in cash and cash equivalents (5,837) (26,207)
Cash and cash equivalents at beginning of period 134,134 149,673
Cash and cash equivalents at end of period $ 128,297 $ 123,466
Supplemental disclosure of cash flow information:
Cash paid for taxes $ 12,843 $ 12,300
Cash paid for interest 6,757 6,723
Three Months Ended June 30, Six Months Ended June 30,
2025 2024 2025 2024
Total operating expenses $ 65,753 $ 63,713 $ 135,157 $ 134,417
Restructuring expense, net (2,108) (2,442) (6,622) (9,680)
Non-cash stock based compensation (3,883) (3,519) (6,232) (7,009)
Leadership transition expenses (1,260) — (2,158) —
Loss on sale of land and building, net — — (2,196) —
Other — — — (840)
Adjusted operating expenses $ 58,502 $ 57,752 $ 117,949 $ 116,888
REVENUE BY PRODUCT CATEGORY HISTORICAL RECAST
(Dollars in thousands)
(Unaudited)
Product categories have been modified, and prior-period amounts have been recast to conform with the current period presentation. Climate Control Seats (CCS) includes CCS Heat (previously Seat Heaters), CCS Vent/CCS Active Cool (previously CCS) and CCS Neck Conditioners (previously included in Other Automotive). Climate Control Interiors (CCI) includes CCI Steering Wheel Heat and CCI Interior Heat (previously included in Other Automotive). Other Automotive includes Automotive Cables, Battery Performance Solutions, non-automotive electronics and contract manufacturing electronics (previously classified as Electronics).
The table below shows the prior period amounts on a quarterly basis for the years 2023 and 2024 recast to conform with the current presentation:
2023
Q1 Q2 Q3 Q4 Full Year
Climate Control Seats $ 193,395 $ 199,780 $ 201,221 $ 203,192 $ 797,588
Climate Control Interiors 42,947 46,084 45,398 43,547 177,976
Lumbar and Massage Comfort Solutions 38,738 37,604 33,260 35,321 144,923
Climate and Comfort Electronics 3,539 2,277 2,842 4,202 12,860
Automotive Climate and Comfort Solutions 278,619 285,745 282,721 286,262 1,133,347
Valve Systems 26,994 27,692 27,830 23,746 106,262
Other Automotive 47,079 48,096 44,231 43,937 183,343
Subtotal Automotive segment 352,692 361,533 354,782 353,945 1,422,952
Medical segment 10,933 10,790 11,413 12,988 46,124
Total Company $ 363,625 $ 372,323 $ 366,195 $ 366,933 $ 1,469,076
2024
Q1 Q2 Q3 Q4 Full Year
Climate Control Seats $ 192,049 $ 199,766 $ 189,898 $ 189,597 $ 771,310
Climate Control Interiors 44,398 47,031 49,283 46,260 186,972
Lumbar and Massage Comfort Solutions 38,251 45,869 48,970 45,494 178,584
Climate and Comfort Electronics 4,226 4,157 4,883 4,097 17,363
Automotive Climate and Comfort Solutions 278,924 296,823 293,034 285,448 1,154,229
Valve Systems 26,625 29,267 26,082 23,082 105,056
Other Automotive 39,089 37,912 39,688 30,304 146,993
Subtotal Automotive segment 344,638 364,002 358,804 338,834 1,406,278
Medical segment 11,377 11,681 12,708 14,080 49,846
Total Company $ 356,015 $ 375,683 $ 371,512 $ 352,914 $ 1,456,124
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- Globe and Mail
CFLT Investors Have Opportunity to Join Confluent, Inc. Fraud Investigation with the Schall Law Firm
The Schall Law Firm, a national shareholder rights litigation firm, announces that it is investigating claims on behalf of investors of Confluent, Inc. ('Confluent' or 'the Company') (NASDAQ: CFLT) for violations of the securities laws. The investigation focuses on whether the Company issued false and/or misleading statements and/or failed to disclose information pertinent to investors. Confluent announced its Q2 2025 financial results on July 30, 2025. The Company's CFO announced during its earnings call that "consumption growth was impacted by continued optimization with month-over-month trends trailing the same period in prior years" and that "an AI-native customer has been making a broad-based move towards self-management of internal data platforms, reducing their Confluent Cloud usage as a result." Based on this news, shares of Confluent fell by more than 32.8% on the next day. If you are a shareholder who suffered a loss, click here to participate. We also encourage you to contact Brian Schall of the Schall Law Firm, 2049 Century Park East, Suite 2460, Los Angeles, CA 90067, at 310-301-3335, to discuss your rights free of charge. You can also reach us through the firm's website at or by email at bschall@ The Schall Law Firm represents investors around the world and specializes in securities class action lawsuits and shareholder rights litigation. This press release may be considered Attorney Advertising in some jurisdictions under the applicable law and rules of ethics.


Globe and Mail
2 hours ago
- Globe and Mail
ALT5 Sigma Corporation Announces Closing of $1.5 Billion Registered Direct Offering and Concurrent Private Placement to Initiate World Liberty Financial $WLFI Treasury Strategy
ALT5 Sigma Corporation (NASDAQ: ALTS)(FRA: 5AR1) (the 'Company' or 'ALT5') today announced the closing of a $1.5 billion registered direct offering (the 'Registered Direct Offering') and concurrent private placement (the 'Private Placement Offering' and, together with the Registered Direct Offering, the 'Offerings') led by World Liberty Financial, Inc. ('World Liberty Financial'). The gross proceeds of the Offerings were approximately $1.5 billion, before deducting placement agent fees and other offering expenses. The Offerings were priced at-the-market pursuant to Nasdaq rules. Zach Witkoff, co-founder and CEO of World Liberty Financial became Chairman of the board of directors of the Company, Eric Trump became a director on the Company's board of directors, Zak Folkman, co-founder and COO of World Liberty Financial, became a board observer to the Company, and Matt Morgan became Chief Investment Officer of the Company. World Liberty Financial acted as the lead investor in the concurrent private placement offering, and the Offerings included participation by a select number of the world's largest institutional investors and prominent crypto venture capital firms. Kraken will serve as the Asset Manager. A.G.P./Alliance Global Partners acted as the sole placement agent in connection with the Offerings. The securities offered in the Registered Direct Offering (but excluding the securities offered in the Private Placement Offering) were offered and sold by ALT5 pursuant to a 'shelf' registration statement on Form S-3 (Registration No. 333-289176), including a base prospectus, previously filed with the Securities and Exchange Commission (the 'SEC') on August 1, 2025 and declared effective by the SEC on August 8, 2025. The offering of the securities to be issued in the Registered Direct Offering were being made only by means of a prospectus supplement that forms a part of the registration statement. A final prospectus supplement and an accompanying base prospectus relating to the Registered Direct Offering was filed with the SEC on August 11, 2025, and is available on the SEC's website located at The offer and sale of the securities in the Private Placement Offering described above were being made in transactions not involving a public offering and have not been registered pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the 'Securities Act'), and/or Rule 506(b) of Regulation D promulgated thereunder and have not been registered under the Securities Act or applicable state securities laws. Accordingly, the securities in the Private Placement Offering may not be reoffered or resold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction. Advisors Sullivan & Worcester LLP acted as legal advisor to A.G.P./Alliance Global Partners. HSF Kramer LLP acted as special counsel to A.G.P./Alliance Global Partners. Lucosky Brookman LLP and Clark Hill PLC acted as legal advisors to ALT5 Sigma Corporation. About ALT5 Sigma ALT5 Sigma Corporation (NASDAQ: ALTS)(FRA:5AR1) is a fintech, providing next generation blockchain-powered technologies for tokenization, trading, clearing settlement, payment and safe keeping of digital assets. Since June of 2025, the Company has been a member of the Russell Microcap Growth ®, Russell 3000E ®, and Russell 3000E Growth ® Indexes, as part of the 2025 Russell indexes reconstitution. The Company had previously been included in the Russell Microcap ® Index since June of 2024. Founded in 2018, ALT5 Sigma, Inc. (a wholly owned subsidiary of ALT5 Sigma Corporation), provides next-generation blockchain-powered technologies to enable a migration to a new global financial paradigm. ALT5 Sigma, Inc., through its subsidiaries, offers two main platforms to its customers: 'ALT5 Pay' and 'ALT5 Prime.' ALT5 Sigma has processed over $5 billion USD in cryptocurrency transactions since inception. ALT5 Pay is an award-winning cryptocurrency payment gateway that enables registered and approved global merchants to accept and make cryptocurrency payments or to integrate the ALT5 Pay payment platform into their application or operations using the plugin with WooCommerce and or ALT5 Pay's checkout widgets and APIs. Merchants have the option to convert to fiat currency(s) automatically or to receive their payment in digital assets. ALT5 Prime is an electronic over-the-counter trading platform that enables registered and approved customers to buy and sell digital assets. Customers can purchase digital assets with fiat and, equally, can sell digital assets and receive fiat. ALT5 Prime is available through a browser-based access mobile phone application named 'ALT5 Pro' that can be downloaded from the Apple App Store, from Google Play, through ALT5 Prime's FIX API, as well as through Broadridge Financial Solutions' NYFIX gateway for approved customers. The Company is working on the potential separation of its biotech business that will move forward under 'Alyea Therapeutics Corporation.' Through its biotech activities, the Company is focused on bringing to market drugs with non-addictive pain-relieving properties to treat conditions that cause chronic or severe pain. The Company's patented product, a novel formulation of low-dose naltrexone (JAN123), is being initially developed for the treatment of Complex Regional Pain Syndrome (CRPS), an indication that causes severe, chronic pain generally affecting the arms or legs. The FDA has granted JAN123 Orphan Drug Designation for treatment of CRPS. The Company is expected to adopt a $WLFI Treasury Strategy. About World Liberty Financial World Liberty Financial (WLFI) is a pioneering decentralized finance (DeFi) protocol and governance platform dedicated to empowering individuals through transparent, accessible, and secure financial solutions. Inspired by the vision of President Donald J. Trump, WLFI seeks to democratize access to DeFi by creating user-friendly tools that bring the benefits of decentralized finance to a broader audience. WLFI plans to be at the forefront of DeFi, offering an intuitive, robust platform that empowers users to participate actively in the financial future. Forward-Looking Statements This press release contains statements that are forward-looking statements as defined within the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements relating to the expected use of proceeds from the Offerings, the Company's expectation to initiate its $WLFI Treasury Strategy, the profitability and prospective growth of ALT5's platforms and business that may include, but are not limited to, international currency risks, third-party or customer credit risks, liability claims stemming from ALT5's services, and technology challenges for future growth or expansion, and statements regarding the Company's potential separation plans of its biotech business. This press release also contains general statements relating to risks that the Company's potential separation plans of its biotech business and the potential for JAN123 to treat CRPS, and other statements, including words such as 'continue', 'expect', 'intend', 'will', 'hope', 'should', 'would', 'may', 'potential', and other similar expressions. Such statements reflect the Company's current view with respect to future events, are subject to risks and uncertainties, and are necessarily based upon a number of estimates and assumptions that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political, and social uncertainties, and contingencies. This press release also contains statements that are forward-looking in respect of the expected future partial or full disposition of the Company's interests in Alyea without specificity of the scope or methods thereof. Many factors could cause the Company's actual results, performance, or achievements to be materially different from any future results, performance or achievements described in this press release. Such factors could include, among others, those detailed in the Company's periodic reports filed with the Securities and Exchange Commission (the 'SEC'). Should one or more of these risks or uncertainties materialize, or should the assumptions set out in the section entitled 'Risk Factors' in the Company's filings with the SEC underlying those forward-looking statements prove incorrect, actual results may vary materially from those described herein. These forward-looking statements are made as of the date of this press release and the Company does not intend, and does not assume any obligation, to update these forward-looking statements, except as required by law. The Company cannot assure that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Individuals are cautioned that forward-looking statements are not guarantees of future performance and accordingly investors are cautioned not to put undue reliance on forward-looking statements due to the inherent uncertainty therein.