Latest news with #RegulationS-K
Business Wire
4 days ago
- Business
- Business Wire
SLP BREAKING NEWS: Simulations Plus, Inc. Stock Significantly Declines After Impairment Charge and Auditor Departure -- Investors Urged to Contact BFA Law
NEW YORK--(BUSINESS WIRE)--Leading securities law firm Bleichmar Fonti & Auld LLP announces an investigation into Simulations Plus, Inc. (NASDAQ: SLP) for potential violations of the federal securities laws. Leading securities law firm Bleichmar Fonti & Auld LLP announces an investigation into Simulations Plus, Inc. (NASDAQ: SLP) for potential violations of the federal securities laws. Share If you invested in Simulations Plus, you are encouraged to obtain additional information by visiting: . Why Is Simulations Plus being Investigated? Simulations Plus is a software company that develops tools for modeling and simulation in the pharmaceutical, biotechnology, and chemical industries. In June 2024, Simulations Plus acquired Pro-ficiency Holdings, Inc., a provider of simulation-based learning, intelligence and compliance solutions. During the relevant period, Simulations Plus touted the integration of Pro-ficiency and represented that the acquisition would double its total addressable market and was meaningfully contributing to sales. Simulations Plus also certified that its internal controls over financial reporting were effective. In truth, it appears Simulations Plus struggled to successfully integrate Pro-ficiency and lacked effective internal controls. The Stock Declines as the Truth Is Revealed On April 15, 2025, the Company hired Grant Thornton LLP as its new auditor. Less than two months later, on June 11, 2025, Simulations Plus announced disappointing preliminary financial results for 3Q 2025 citing purported '[m]arket uncertainties surrounding funding, drug prices and potential tariffs' as 'significant headwinds.' On this news, the price of Simulations Plus stock fell $6.39 per share, or more than 24%, from $26.44 per share on June 11, 2025, to $20.05 per share on June 12, 2025. Then, on July 14, 2025, Simulations Plus reported its 3Q 25 financial results which included a $77.2 million charge 'related to prior acquisitions.' The next day, Simulations Plus reported that it had dismissed Grant Thornton. When discussing the dismissal, Simulations Plus stated that 'the Company (i) reviewed certain matters regarding segment reporting and reporting unit determinations, that it determined could not be finalized in time . . . , (ii) evaluated internal controls over financial reporting related to Sarbanes-Oxley Act Section 404(a) compliance, concluding they could not be finalized timely [], and (iii) there were no 'reportable events' as defined in Item 304(a)(1)(v) of Regulation S-K.' However, Simulations Plus also revealed that the auditor disagreed with the Company's characterizations and that, according to Grant Thornton, '[it] identified and communicated certain matters to management and the Audit Committee related to segment reporting and reporting unit determinations as well as internal controls over financial reporting. . . . These matters were not resolved to our satisfaction as of the date of our termination.' On the news of the impairment charge, the dismissal of Grant Thornton, and the auditor's findings, the price of Simulation Plus stock declined $4.50 per share, nearly 26%, from $17.47 per share on June 14, 2025, to $12.97 per share on June 15, 2025. What Can You Do? If you invested in Simulations Plus you may have legal options and are encouraged to submit your information to the firm. All representation is on a contingency fee basis, there is no cost to you. Shareholders are not responsible for any court costs or expenses of litigation. The firm will seek court approval for any potential fees and expenses. Why Bleichmar Fonti & Auld LLP? BFA is a leading international law firm representing plaintiffs in securities class actions and shareholder litigation. It has been named a top plaintiff law firm by Chambers USA, The Legal 500, and ISS SCAS, and its attorneys have been named 'Elite Trial Lawyers' by the National Law Journal, among the top '500 Leading Plaintiff Financial Lawyers' by Lawdragon, 'Titans of the Plaintiffs' Bar' by Law360 and 'SuperLawyers' by Thomson Reuters. Among its recent notable successes, BFA recovered over $900 million in value from Tesla, Inc.'s Board of Directors, as well as $420 million from Teva Pharmaceutical Ind. Ltd. For more information about BFA and its attorneys, please visit Attorney advertising. Past results do not guarantee future outcomes.
Toronto Star
04-08-2025
- Business
- Toronto Star
TMC Releases Two Economic Studies with Combined NPV of $23.6B and Declares World-First Nodule Reserves
TMC published two technical economic assessments prepared in accordance with Subpart 1300 of Regulation S-K highlighting a total combined project value of $23.6 billion, showing potential economic viability of its NORI-D Project and significant scalability across other NORI and TOML areas World-first Pre-Feasibility Study (PFS) for a polymetallic nodule project in the NORI-D area with a Net Present Value (NPV) of $5.5 billion The PFS Technical Report Summary (TRS) marks a world-first declaration of Mineral Reserves for a polymetallic nodule project with 51 million tonnes (Mt) of probable mineral reserves; Measured, indicated and inferred mineral resources exclusive of reserves of 274 Mt of wet nodules are expected to provide an additional 113 Mt of recoverable nodules once detailed survey and mine planning is complete; In light of recent U.S. regulatory developments, TMC expects to commence commercial production in the fourth quarter of 2027 if we receive a commercial permit before scaling to an average targeted annual production rate of 10.8 million tonnes of wet nodules per annum (Mtpa) at steady state (2031 through 2043) production, with an expected 18-year life of mine (LOM); Expected annual steady state production rate of 97 kilotonnes per annum (ktpa) nickel, 2,389 ktpa manganese, 70 ktpa copper and 7.4 ktpa cobalt Expected low first quartile cost of production with cash costs of $1,065 per tonne of nickel including byproduct credits and All-In Sustaining Costs (AISC) of $2,569 per tonne of nickel including byproduct credits Projected after-tax NPV of $5.5 billion and After-tax Internal Rate of Return (IRR) of 27% Steady state average EBITDA margin of 43% TMC published two technical economic assessments prepared in accordance with Subpart 1300 of Regulation S-K highlighting a total combined project value of $23.6 billion, showing potential economic viability of its NORI-D Project and significant scalability across other NORI and TOML areas World-first Pre-Feasibility Study (PFS) for a polymetallic nodule project in the NORI-D area with a Net Present Value (NPV) of $5.5 billion The PFS Technical Report Summary (TRS) marks a world-first declaration of Mineral Reserves for a polymetallic nodule project with 51 million tonnes (Mt) of probable mineral reserves; Measured, indicated and inferred mineral resources exclusive of reserves of 274 Mt of wet nodules are expected to provide an additional 113 Mt of recoverable nodules once detailed survey and mine planning is complete; In light of recent U.S. regulatory developments, TMC expects to commence commercial production in the fourth quarter of 2027 if we receive a commercial permit before scaling to an average targeted annual production rate of 10.8 million tonnes of wet nodules per annum (Mtpa) at steady state (2031 through 2043) production, with an expected 18-year life of mine (LOM); Expected annual steady state production rate of 97 kilotonnes per annum (ktpa) nickel, 2,389 ktpa manganese, 70 ktpa copper and 7.4 ktpa cobalt Expected low first quartile cost of production with cash costs of $1,065 per tonne of nickel including byproduct credits and All-In Sustaining Costs (AISC) of $2,569 per tonne of nickel including byproduct credits Projected after-tax NPV of $5.5 billion and After-tax Internal Rate of Return (IRR) of 27% Steady state average EBITDA margin of 43% New Initial Assessment details the economic potential of the rest of the 1.3 billion tonne resource across the NORI and TOML areas (excluding NORI-D) and a total estimated resource Net Project Value of $18.1 Billion Projected After-tax NPV of $18.1 Billion and IRR of 36% Projected steady state (2039 through 2058) average EBITDA margin of 57% TMC published two technical economic assessments prepared in accordance with Subpart 1300 of Regulation S-K highlighting a total combined project value of $23.6 billion, showing potential economic viability of its NORI-D Project and significant scalability across other NORI and TOML areas World-first Pre-Feasibility Study (PFS) for a polymetallic nodule project in the NORI-D area with a Net Present Value (NPV) of $5.5 billion The PFS Technical Report Summary (TRS) marks a world-first declaration of Mineral Reserves for a polymetallic nodule project with 51 million tonnes (Mt) of probable mineral reserves; Measured, indicated and inferred mineral resources exclusive of reserves of 274 Mt of wet nodules are expected to provide an additional 113 Mt of recoverable nodules once detailed survey and mine planning is complete; In light of recent U.S. regulatory developments, TMC expects to commence commercial production in the fourth quarter of 2027 if we receive a commercial permit before scaling to an average targeted annual production rate of 10.8 million tonnes of wet nodules per annum (Mtpa) at steady state (2031 through 2043) production, with an expected 18-year life of mine (LOM); Expected annual steady state production rate of 97 kilotonnes per annum (ktpa) nickel, 2,389 ktpa manganese, 70 ktpa copper and 7.4 ktpa cobalt Expected low first quartile cost of production with cash costs of $1,065 per tonne of nickel including byproduct credits and All-In Sustaining Costs (AISC) of $2,569 per tonne of nickel including byproduct credits Projected after-tax NPV of $5.5 billion and After-tax Internal Rate of Return (IRR) of 27% Steady state average EBITDA margin of 43% New Initial Assessment details the economic potential of the rest of the 1.3 billion tonne resource across the NORI and TOML areas (excluding NORI-D) and a total estimated resource Net Project Value of $18.1 Billion Projected After-tax NPV of $18.1 Billion and IRR of 36% Projected steady state (2039 through 2058) average EBITDA margin of 57% NEW YORK, Aug. 04, 2025 (GLOBE NEWSWIRE) — TMC the metals company Inc. (Nasdaq: TMC), a leading developer of the world's largest estimated undeveloped resource of critical metals essential to energy, defense, manufacturing and infrastructure, today announced the release of a Technical Report Summary (TRS) of the Pre-Feasibility Study (PFS) for its proposed NORI-D Polymetallic Nodule Project in the Clarion Clipperton Zone (CCZ) of the Pacific Ocean, prepared in accordance with Subpart 1300 of SEC Regulation S-K (SK-1300). The PFS marks a world-first declaration of Probable Mineral Reserves for deep-sea polymetallic nodules and was prepared and signed off by Qualified Persons, including AMC Consultants. Alongside the PFS, TMC announced the publication of an Initial Assessment (IA) for the remainder of its resource in the NORI and TOML blocks in the CCZ, with a measured and indicated mineral resource of 73Mt of wet nodules grading 1.30% nickel, 0.20% cobalt, 1.2% copper and 30.2% manganese with an abundance of 12.8 Kg/m2 and an inferred mineral resource of 1206 Mt of wet nodules grading 1.30% nickel, 0.20% cobalt, 1.1% copper and 28.7% manganese with an abundance of 11.6 Kg/m2 supporting an After-tax NPV of $18.1 billion and After-tax IRR of 35.6%. The two mineral resource reports follow TMC USA's April 2025 submission of an application for a commercial recovery permit under the U.S. Deep Seabed Hard Mineral Resources Act (DSHMRA), along with two exploration license applications. The reports also come on the heels of a strategic investment from Korea Zinc —one of the world's largest and most respected non-ferrous metal smelting groups. Together, these milestones reinforce TMC's first-mover advantage in unlocking the world's largest estimated undeveloped deposit of critical minerals and reflect growing confidence in the NORI-D Project's economics and development plan as the U.S. and allied nations work to strengthen critical mineral supply chains. Follow these links to read the reports: Technical Report Summary for the PFS; Technical Report Summary for the Initial Assessment of the remaining NORI and TOML resource. Gerard Barron, Chairman and CEO of TMC, commented: 'The combined net present value of $23.6 billion of the two studies should give investors a better idea of the economic potential of our total estimated resource. The PFS takes our NORI-D Project economics up the confidence curve and contains the declaration of mineral reserves — these are our first 50+ million tonnes with a potential commercially viable path to production, with more to follow as we advance our mine planning work. The phased project development plan will target initial production from the Hidden Gem vessel, with an estimated $113 million of development capital expenditure each from TMC and Allseas. First production is targeted for Q4 2027. This PFS brings us one step closer to responsible production, potentially opening the door to new pools of capital from strategic and government sources, and reinforces TMC's leadership in this emerging industry.' *The tables below summarize key findings under the PFS and IA. The summary does not purport to be complete and is qualified in its entirety by the PFS and IA. Readers are encouraged to read the PFS and IA in their entirety. PFS and IA at a Glance. 1 Generally Accepted Accounting Principles 2 weighted average based on production schedule and commodity prices 3dmtu: dry metric tonne unit PFS Technical Report Summary Highlights NORI-D Project Pre-Feasibility Study Overview The Pre-Feasibility Study assumes that developing and operating the NORI-D Project is not only commercially and technically achievable but can begin with a capital-light approach by leveraging existing offshore and onshore infrastructure. The PFS outlines a phased development plan for offshore collection and onshore processing of polymetallic nodules, targeting production ramp-up to 12 million tonnes per annum (Mtpa) of wet nodules within the first five years. This production rate supports a projected 18-year mine life for the NORI-D Project. Initial processing is assumed to rely on proven rotary kiln electric furnace (RKEF) infrastructure in Japan and Indonesia to produce nickel-cobalt-copper alloy and matte intermediates, with final refining at future U.S.-based facilities to deliver battery-grade nickel and cobalt products. With a first-quartile position on the global nickel cost curve, the NORI-D Project is expected to offer strong cost competitiveness. The project's low all-in sustaining costs is enabled by high metallurgical recoveries and the use of existing infrastructure. The efficient, near-zero solid waste process assumed in the PFS underscores the quality of the nodule resource and reinforces TMC's ability to deliver critical metals responsibly and at scale. Lean, Focused, Ready: Starting with a Capital-Light Approach The PFS highlights TMC's capital-light execution strategy which is designed for speed, scalability, and efficiency. By leveraging proven offshore vessels and established onshore processing plants, through tolling agreements, the PFS assumes the minimization of upfront capital costs to get started while streamlining development timelines and reducing operational risk. At sea, TMC's offshore production system is assumed to feature vessels equipped with dual 15-meter-wide collectors, vertical riser and transport systems, and onboard infrastructure for dewatering, storage, and offloading. Each Production Vessel (PV) is would be be paired with a dynamically positioned Transfer Vessel (TV) to maintain continuous operations — enabling regular offloading of nodules without interrupting collection. Transfer Vessels would then deliver nodules to bulk carriers for shipment to shore, with Support Vessels (SVs) managing refuelling, waste, and crew logistics. Initial onshore processing is assumed to commence under a 5-year tolling agreement with Pacific Metals Company (PAMCO) utilising existing rotary kiln electric arc furnace facilities at Hachinohe in Japan, allowing for the timely, near-term production of nickel-copper-cobalt alloy and manganese silicate without the need to construct new facilities. It is assumed that PAMCO would process up to 1.3 Mtpa of wet nodules, with TMC expanding capacity through additional tolling partnerships in Indonesia as offshore production volumes ramp up. Looking ahead, the PFS assumes the construction of two dedicated refining facilities by TMC in the United States. These plants —designed for a combined capacity of 12 Mtpa of wet nodules — would convert intermediate products into high-purity nickel and cobalt sulfates, and copper cathode. TMC plans to own the facilities, with operations handled by experienced strategic partners, with 94% of refining capex spent in the 2030s. The PFS assumes that Allseas — TMC's major shareholder and strategic partner — is expected to lead the offshore delivery of the project, overseeing engineering, procurement, fabrication, commissioning, and operations of the nodule collection system. Logistics support and shipping services are expected to be delivered by third-party contractors, using bulk carriers and support vessels under long-term charter and service agreements. As part of its capital-light development strategy, TMC is assumed to contribute to the funding of the initial PV and TV with future vessels to be financed by contractors and repaid through long-term operating agreements over a 10-year period. All SVs are expected to be modified to meet operational needs but would remain under the ownership and operation of third-party providers under charter agreements. Similarly, bulk carriers are expected to be owned and operated by third parties, with TMC paying standard shipping rates. Onshore RKEF processing facilities are anticipated to follow a similar model, with third-party ownership and operations under tolling agreements, under which TMC will pay a per-tonne processing fee. Only the future refining facilities in the United States — assumed to produce battery-grade materials — are planned to be owned by TMC, with operations and maintenance managed by experienced strategic partners. Initial Mining Area Holds ~51 Million Tonnes of Probable Mineral Reserves. Covering approximately 25% of the NORI-D measured and indicated mineral resource, the probable Mineral Reserves of 51Mt are expected to support the first seven to eight years of operations. Probable Mineral Reserves were derived using sampling protocols involving box coring, autonomous underwater vehicle (AUV) surveys, and advanced geostatistical methods such as kriging and conditional simulation. The Mineral Resource estimate for NORI-D exclusive of Mineral Reserves totals approximately 274Mt of wet nodules, classified into Measured, Indicated, and Inferred categories. The resource model excludes areas with slopes greater than 6° and volcanic highs. The sampling campaigns followed standardized QA/QC protocols, including the use of certified reference materials, blanks, and duplicate assays. The remarkable consistency gives TMC strong confidence that the reported metal grades are not just accurate—but highly representative of what lies on the seafloor. The Initial Mining Area defining the Probable Mineral Reserves contains approximately 25% of the NORI-D Mineral Resource and the conversion of Mineral Resources in the Mining Area to Mineral Reserves is approximately 45%. Based on additional high-resolution seafloor imagery and detailed mine planning, the study estimates that a further 113 Mt of wet nodules could be recoverable from NORI-D outside the Initial Mining Area, bringing the total recoverable nodules in NORI-D to 164 Mt. Adjusting for moisture content, that represents an estimated 1.6 Mt of contained nickel— potentially enough to support the production of batteries for tens of millions of electric vehicles, manufacture specialty alloys for advanced defense systems, or build the backbone of next-generation energy infrastructure. From Zero to One: Scaling Up to Full Production The PFS highlights that initial operations could begin in the designated Initial Mining Area, with one, and later two, collectors deployed from the first Production Vessel to reach an early production target of 3 Mtpa of wet nodules. As additional PVs are brought online, the study anticipates that output will ramp up toward an average steady-state capacity of approximately 10.8 Mtpa (wet). The mine plan is designed for flexibility and responsible growth, incorporating real-time environmental monitoring and adaptive management practices. The Company believes this iterative approach allows for continuous refinement of collection paths and operational strategy — supporting an efficient scale-up while actively managing technical and environmental risks throughout the life of the project. The PFS assumes that polymetallic nodules will be collected using self-propelled, tracked vehicles equipped with nozzles that direct a jet of seawater across the tops of the nodules to gently uplift them from the seafloor — without the need for digging, drilling, or blasting. Inside the collector, nodules are separated from the entrained sediment and excess water before being transported through a 500-meter flexible jumper hose to a riser system engineered by Allseas, which injects compressed air at a depth of 2,500 meters to lift the nodules 4,300 meters to the surface, enabling efficient transport to the production vessel. Once at the surface, nodules will be dewatered and transferred to the hold of the production vessel, with all remaining seawater and sediment returned into the water column at a depth of 2,000 meters as recommended by independent marine scientists. Far from a simple blueprint, the NORI-D mine plan is the product of years of advanced modeling, seafloor mapping, and geotechnical analysis. It weaves together exclusion zones for protected reference areas, environmental buffers around sensitive terrain, and slope-avoidance measures to create a meticulously sequenced extraction schedule—one that maximizes the recovery of valuable metals while minimizing disruption to the deep-sea environment. Each elongated mining block is precisely aligned with the natural contours of the seafloor and prevailing current patterns, guided by terabytes of bathymetric and sediment data collected over more than a decade. Delivering Scalable Processing with Proven Technology The PFS assumes that the NORI-D Project will employ well-established RKEF technology—commonly used in the processing of nickel laterites—to convert polymetallic nodules into high-value products, including nickel-copper-cobalt alloy and manganese silicate. TMC's flowsheet would then processes the alloy through sulfidation and converting steps to produce matte, which would be refined using hydrometallurgical techniques into copper cathode, nickel and cobalt sulfates, and fertilizer-grade ammonium sulfate. By adapting proven industrial technologies for use with a new and abundant feedstock, TMC will pursue a pragmatic and capital-efficient processing path that maximizes metal recovery while minimizing solid waste. The Company believes this approach offers a clear and scalable route to responsibly deliver critical minerals into global supply chains. *The table below outlines the anticipated steady state product mix and volumes of the wet nodules that would be recovered in the areas subject to the NORI-D Project. Initial Assessment: Evaluating the Full Scope of TMC's Resource In addition to the PFS, TMC also released an Initial Assessment (IA) outlining the potential of its remaining resource in the TOML and NORI areas outside of NORI-D. The IA presents a development plan for the NORI and TOML polymetallic nodule projects, encompassing a 23-year mining operation that employs advanced second-generation offshore collection systems with remotely operated Collector Vehicles and Production Vessels. The IA indicates collection of approximately 670 Mt of wet polymetallic nodules across the NORI and TOML contract areas, with average grades of 1.3% nickel, 0.2% cobalt, 1.1% copper, and 28.8% manganese. It outlines an After-tax Net Present Value of $18.1 billion and an After-tax Internal Rate of Return of 35.6%, with a steady-state average EBITDA margin of 57%. These findings underscore the massive scale and economic strength of a resource base that positions TMC to deliver on its long-term strategy to build secure, circular metals supply chains to support energy, defense, manufacturing and infrastructure for generations to come. *The table below sets forth the anticipated recoverable polymetallic nodules, the anticipated costs, the anticipated revenue, anticipated return and anticipated net project value in the NORI and TOML contract areas, excluding NORI-D Deploying Next-Gen Systems to Drive the Next Phase of Growth With a vast and scalable resource opportunity outlined in the Initial Assessment, we believe TMC is setting the stage for future growth. The development plan set out in the IA is preliminary in nature and intended to illustrate a potential scenario for future operations. Nodules are assumed to be transported to Indonesia for processing into a matte product and manganese silicate through a tolling arrangement utilising existing processing infrastructure. The matte product would then be shipped to Texas on existing bulk carriers for further refining through a new refining facility developed by TMC with support from strategic partners. Operations are assumed to commence in the TOML-F area with one PV producing 7 Mtpa of wet nodules and commencing in 2037. The IA assumes an additional two PVs would come online in 2038 and 2039 bringing total production from TOML-F to 21 Mtpa (wet). TOML-F is scheduled to be mined before the PVs relocate to the west for collection in other TOML and NORI areas that show lower abundance, reducing the production rate per PV to 5 Mtpa (wet). Upon arrival in Indonesia, the IA assumes that nodules would be offloaded from the Transport Vessels and transferred to existing RKEF facilities for processing into a nickel-copper-cobalt matte and manganese silicate product, thereby reducing upfront capital and aligning processing capabilities with the ramp-up of production capacity offshore. The processed matte would then be loaded to bulk carriers and shipped to Texas. Manganese silicate is planned to be sold to market. The IA refining strategy involves construction of two additional refining facilities (anticipated to be 12 Mtpa wet nodule equivalent nameplate capacity each) in the United States to refine the matte and produce copper cathode, nickel sulfate, and cobalt sulfate. CAPEX on offshore operations and RKEF facilities are expected to be managed as capital-light, by TMC entering operating agreements with contract miners and transport providers who would manage the collection and delivery of nodules to shore. The IA assumes that bulk carriers running between Indonesia and the United States are expected to be owned and operated by third parties, with TMC paying through standard shipping charges. All processing facilities in Indonesia are assumed to be owned and operated by third parties, with TMC paying for toll treatment per tonne of nodules. The IA assumes that all refining facilities in the U.S. would be TMC assets. Comparing the PFS and the IA *The table below summarizes the key findings under the PFS and IA, and presents combined results. The summary does not purport to be complete and is qualified in its entirety by the PFS and IA. Readers are encouraged to read the PFS and IA in their entirety. About The Metals Company The Metals Company is a developer of lower-impact critical metals from seafloor polymetallic nodules, on a dual mission: (1) supply metals for energy, defense, manufacturing and infrastructure with net positive impacts compared to conventional production routes and (2) trace, recover and recycle the metals we supply to help create a metal commons that can be used in perpetuity. The Company has conducted more than a decade of research into the environmental and social impacts of offshore nodule collection and onshore processing. More information is available at Cautionary Statements Regarding the Pre-Feasibility Study and the Initial Assessment The NORI-D Pre-Feasibility Study and the NORI and TOML Initial Assessment contain forward-looking information derived from preliminary economic assessments and conceptual development scenarios that are subject to significant uncertainty. The report for NORI-D does not represent a feasibility study and does not support a development decision. Similarly, the Initial Assessment of the TOML and NORI is not a declaration of mineral reserves and is not sufficient to determine the economic viability of a mining project. In addition, such Initial Assessment reports inferred mineral resources, which have a high degree of uncertainty as to their existence and to whether they can be economically or legally commercialized, under the SEC rules may not form the basis of an economic analysis and for which you cannot assume any part thereof will ever be upgraded to a higher category. Until mineral deposits are actually mined and processed, mineral resources and mineral reserves must be considered as estimates only. The estimates, projections, and analyses contained in the reports are based on numerous assumptions, including those related to recovery methods, costs, infrastructure, financing, regulatory approvals, and market conditions, many of which are beyond TMC's control. Actual results may differ materially from those presented. Investors are cautioned not to place undue reliance on these reports and are encouraged to review the full summaries and underlying assumptions. Forward Looking Statements This press release contains 'forward-looking' statements and information within the meaning of the Private Securities Litigation Reform Act of 1995 and other applicable U.S. securities laws. These statements may be identified by words such as 'believes,' 'could,' 'expects,' 'may,' 'plans,' 'possible,' 'potential,' 'will' and variations of these words or similar expressions, although not all forward-looking statements contain these words. Forward-looking statements in this press release include, but are not limited to, statements with respect to the results of the Pre-Feasibility Study (PFS) and Initial Assessment (IA), including estimated mine life, project economics, capital and operating cost projections, resource and reserve estimates, expected production volumes, recoveries and grades; TMC's plans to advance development of the NORI-D Project; the anticipated permitting path under U.S. law; the expected regulatory process with the International Seabed Authority; the feasibility and scalability of TMC's capital-light execution strategy; the potential timing of commercial production; TMC's ability to secure strategic partnerships, tolling arrangements, and refining capacity; and TMC's belief that the PFS and IA support the economic viability and long-term value of its polymetallic nodule resources. TMC may not actually achieve the plans, intentions or expectations disclosed in these forward-looking statements, and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in these forward-looking statements as a result of various factors, including, among other things: risks related to the accuracy of mineral resource and reserve estimates and technical assumptions in the PFS and IA; changes in demand for and prices of critical metals; risks related to TMC's ability to obtain necessary regulatory approvals, including those from the International Seabed Authority and under the U.S. Deep Seabed Hard Mineral Resources Act (DSHMRA); the outcome and timing of reviews by NOAA or other U.S. government agencies; uncertainties associated with TMC's dual-path permitting strategy; the availability and performance of future offshore and onshore processing infrastructure; risks related to environmental impacts and the ability to meet evolving environmental standards and obtain required environmental approvals; risks related to financing needs and the availability of capital; TMC's limited operating history; and other risks and uncertainties, any of which could cause actual results to differ from those expressed or implied in the forward-looking statements. For a discussion of these and other risks and uncertainties, and other important factors, any of which could cause TMC's actual results to differ materially from those contained in the forward-looking statements, see the section entitled 'Risk Factors' in TMC's Annual Report on Form 10-K for the year ended December 31, 2024, filed with the U.S. Securities and Exchange Commission (SEC) on March 27, 2025, as well as in TMC's subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC. Forward-looking statements are based on current expectations and assumptions and reflect TMC's views as of the date hereof. TMC undertakes no obligation to update any forward-looking statements contained herein, whether as a result of new information, future events or otherwise, except as required by law. Photos accompanying this announcement are available at:
Yahoo
12-05-2025
- Business
- Yahoo
Lument Finance Trust Reports First Quarter 2025 Results
NEW YORK, May 12, 2025 /PRNewswire/ -- Lument Finance Trust, Inc. (NYSE: LFT) ("we", "LFT" or "the Company") today reported its first quarter results. GAAP net loss attributable to common shareholders for the first quarter was $1.7 million, or $0.03 per share of common stock. Distributable earnings for the first quarter were $4.0 million, or $0.08 per share of common stock. The Company has also issued a detailed presentation of its results, which can be viewed at Conference Call and Webcast Information The Company will also host a conference call on Tuesday, May 13, 2025, at 8:30 a.m. ET to provide a business update and discuss the financial results for the first quarter of 2025. The conference call may be accessed by dialing 1-800-836-8184 (U.S.) or 1-646-357-8785 (international). Note: there is no passcode; please ask the operator to be joined into the Lument Finance Trust call. A live webcast, on a listen-only basis, is also available and can be accessed through the URL: For those unable to listen to the live broadcast, a recorded replay will be available for on-demand viewing approximately one hour after the end of the event through the Company's website and by telephone dial-in. The replay call-in number is 1-888-660-6345 (U.S.) or 1-646-517-4150 (international) with passcode 94575. Non-GAAP Financial Measures In this release, the Company presents certain financial measures that are not calculated according to generally accepted accounting principles in the United States ("GAAP"). Specifically, the Company is presenting distributable earnings, which constitutes a non-GAAP financial measure within the meaning of Item 10(e) of Regulation S-K and is net income under GAAP. While we believe the non-GAAP information included in this press release provides supplemental information to assist investors in analyzing our results, and to assist investors in comparing our results with other peer issuers, these measures are not in accordance with GAAP, and they should not be considered a substitute for, or superior to, our financial information calculated in accordance with GAAP. The methods of calculating non-GAAP financial measures may differ substantially from similarly titled measures used by other companies. Our GAAP financial results and the reconciliations from these results should be carefully evaluated. Distributable Earnings Distributable Earnings is a non-GAAP measure, which we define as GAAP net income (loss) attributable to holders of common stock computed in accordance with GAAP, including realized losses not otherwise included in GAAP net income (loss) and excluding (i) non-cash equity compensation, (ii) depreciation and amortization, (iii) any unrealized gains or losses or other similar non-cash items that are included in net income for that applicable reporting period, regardless of whether such items are included in other comprehensive income (loss) or net income (loss), and (iv) one-time events pursuant to changes in GAAP and certain material non-cash income or expense items after discussions with the Company's Board of Directors and approved by a majority of the Company's independent directors. Distributable Earnings mirrors how we calculate "Core Earnings" pursuant to the terms of our management agreement with our manager, Lument Investment Management, LLC ("Manager"), for purposes of calculating the incentive fee payable to our Manager. While Distributable Earnings excludes the impact of any unrealized provisions for credit losses, any loan losses are charged off and realized through Distributable Earnings when deemed non-recoverable. Non-recoverability is determined (i) upon the resolution of a loan (i.e. when the loan is repaid, fully or partially, or in the case of foreclosures, when the underlying asset is sold), or (ii) with respect to any amount due under any loan, when such amount is determined to be non-collectible. We believe that Distributable Earnings provides meaningful information to consider in addition to our net income (loss) and cash flows from operating activities determined in accordance with GAAP. We believe Distributable Earnings is a useful financial metric for existing and potential future holders of our common stock as historically, over time, Distributable Earnings has been a strong indicator of our dividends per share of common stock. As a REIT, we generally must distribute annually at least 90% of our taxable income, subject to certain adjustments, and therefore we believe our dividends are one of the principal reasons stockholders may invest in our common stock. Furthermore, Distributable Earnings help us to evaluate our performance excluding the effects of certain transactions and GAAP adjustments that we believe are not necessarily indicative of our current loan portfolio and operations and is a performance metric we consider when declaring our dividends. Distributable Earnings does not represent net income (loss) or cash generated from operating activities and should not be considered as an alternative to GAAP net income (loss), or an indication of GAAP cash flows from operations, a measure of our liquidity, or an indication of funds available for our cash needs. GAAP to Distributable Earnings Reconciliation Three Months Ended March 31, 2025 Reconciliation of GAAP to non-GAAP Information Net Income attributable to common shareholders$ (1,707,526) Adjustments for non-Distributable Earnings Unrealized loss (gain) on mortgage servicing rights Unrealized provision for credit losses 22,518 5,697,661 Subtotal5,720,179 Other Adjustments Adjustment for income taxes8,550 Subtotal8,550Distributable Earnings$ 4,021,203Weighted average shares outstanding - Basic and Diluted52,309,887 Distributable Earnings per weighted share outstanding - Basic and Diluted$ 0.08 About LFT LFT is a Maryland corporation focused on investing in, financing and managing a portfolio of commercial real estate debt investments. The Company primarily invests in transitional floating rate commercial mortgage loans with an emphasis on middle-market multi-family assets. LFT is externally managed and advised by Lument Investment Management LLC, a Delaware limited liability company. Additional Information and Where to Find It Investors, security holders and other interested persons may find additional information regarding the Company at the SEC's Internet site at or the Company website or by directing requests to: Lument Finance Trust, 230 Park Avenue, 20th Floor, New York, NY 10169, Attention: Investor Relations. Forward-Looking Statements Certain statements included in this press release constitute forward-looking statements intended to qualify for the safe harbor contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act, as amended. Forward-looking statements are subject to risks and uncertainties. You can identify forward-looking statements by use of words such as "believe," "expect," "anticipate," "project," "estimate," "plan," "continue," "intend," "should," "may," "will," "seek," "would," "could," or similar expressions or other comparable terms, or by discussions of strategy, plans or intentions. Forward-looking statements are based on the Company's beliefs, assumptions and expectations of its future performance, taking into account all information currently available to the Company on the date of this press release or the date on which such statements are first made. Actual results may differ from expectations, estimates and projections. You are cautioned not to place undue reliance on forward-looking statements in this press release and should consider carefully the factors described in Part I, Item IA "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, which is available on the SEC's website at and in other current or periodic filings with the SEC, when evaluating these forward-looking statements. Forward-looking statements are subject to substantial risks and uncertainties, many of which are difficult to predict and are generally beyond the Company's control. Except as required by applicable law, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. View original content to download multimedia: SOURCE Lument Finance Trust, Inc. Sign in to access your portfolio
Associated Press
30-04-2025
- Business
- Associated Press
Blackbaud Announces 2025 First Quarter Results
Company Reiterates FY 2025 Financial Guidance CHARLESTON, S.C., April 30, 2025 /PRNewswire/ -- Blackbaud (NASDAQ: BLKB), the leading provider of software for powering social impact, today announced financial results for its first quarter ended March 31, 2025. 'Our strong first quarter results are a testament to our continued execution against our strategic initiatives to drive long-term profitable growth,' said Mike Gianoni, president, CEO and vice chairman of the board of directors, Blackbaud. 'Financially, we grew the top line on an organic basis, while making substantial progress towards improved profitability and returning capital through stock repurchases. Blackbaud is a much stronger company than it was just one year ago and remains the clear leader in the social impact software market. Our solid first quarter gives me confidence that Blackbaud is well positioned for 2025 and beyond as we aim to be a Rule of 45 company by 2030.' First Quarter 2025 Results Compared to First Quarter 2024 Results: 'I'm pleased with our first quarter financial performance to start the year,' said Tony Boor, executive vice president and CFO, Blackbaud. 'When backing out the divested EVERFI contribution in Q1 last year, non-GAAP organic revenue grew 5.8%. Non-GAAP adjusted EBITDA margin in the quarter was 34.3%, a 250 basis points increase year over year. We repurchased approximately 4% of common stock outstanding in the quarter, and free cash flow performance was in line with expectations, with the year-over-year decline driven by the previously discussed Washington D.C. lease cash release payment, increased interest expense, and fluctuations in the timing of vendor payments. We remain committed to delivering an attractive financial investment balanced between top-line growth, profitability and cash flow, all of which are supported by our proven operating plan.' An explanation of all non-GAAP financial measures referenced in this press release, including the Rule of 40, is included below under the heading 'Non-GAAP Financial Measures.' A reconciliation of the company's non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included below in this press release. Recent Company Highlights Visit for more information about Blackbaud's recent highlights. Financial Outlook Blackbaud today reaffirmed its 2025 full year financial guidance: Included in its 2025 full year financial guidance are the following updated assumptions: Blackbaud has not reconciled forward-looking full-year non-GAAP financial measures contained in this news release to their most directly comparable GAAP measures, as permitted by Item 10(e)(1)(i)(B) of Regulation S-K. Such reconciliations would require unreasonable efforts at this time to estimate and quantify with a reasonable degree of certainty various necessary GAAP components, including for example those related to compensation, acquisition transactions and integration, tax items or others that may arise during the year. These components and other factors could materially impact the amount of the future directly comparable GAAP measures, which may differ significantly from their non-GAAP counterparts. In order to provide a meaningful basis for comparison, Blackbaud uses non-GAAP adjusted free cash flow in analyzing its operating performance. Non-GAAP adjusted free cash flow is defined as operating cash flow less capital expenditures, including costs required to be capitalized for software development, capital expenditures for property and equipment, plus cash outflows related to the previously disclosed Security Incident discovered in May 2020 (the 'Security Incident'). Total costs related to the Security Incident exceeded the limit of our insurance coverage during the first quarter of 2022. In line with the company's policy, all associated costs due to third-party service providers and consultants, including legal fees, are expensed as incurred. Please refer to the section below titled 'Non-GAAP Financial Measures' for more information on Blackbaud's use of non-GAAP financial measures. Stock Repurchase Program As of March 31, 2025, Blackbaud had approximately $545 million remaining under its common stock repurchase program that was expanded, replenished and reauthorized in July 2024. Reclassifications Our revenue from 'recurring' and 'one-time services and other' have been combined within 'revenue' beginning in 2025 due to the immateriality of our one-time services and other revenue. In order to provide comparability between periods presented, our 'recurring' and 'one-time services and other' revenue lines have been combined within 'revenue' in the previously reported consolidated statements of comprehensive income to conform to the presentation of the current period. Similarly, 'cost of recurring' and 'cost of one-time services and other' have been combined within 'cost of revenue' in the previously reported consolidated statements of comprehensive income to conform to the presentation of the current period. Conference Call Details What: Blackbaud's 2025 First Quarter Conference Call When: April 30, 2025 Time: 8:00 a.m. (Eastern Time) Live Call: 1-877-407-3088 (US/Canada) Webcast: Blackbaud's Investor Relations Webpage About Blackbaud Blackbaud (NASDAQ: BLKB) is the leading software provider exclusively dedicated to powering social impact. Serving the nonprofit and education sectors, companies committed to social responsibility and individual change makers, Blackbaud's essential software is built to accelerate impact in fundraising, nonprofit financial management, digital giving, grantmaking, corporate social responsibility and education management. With millions of users and over $100 billion raised, granted or managed through Blackbaud platforms every year, Blackbaud's solutions are unleashing the potential of the people and organizations who change the world. Blackbaud has been named to Newsweek's list of America's Most Responsible Companies, Quartz's list of Best Companies for Remote Workers and Forbes' list of America's Best Employers. A remote-first company, Blackbaud has operations in the United States, Australia, Canada, Costa Rica, India and the United Kingdom, supporting users in 100+ countries. Learn more at or follow us on X/Twitter, LinkedIn, Instagram, and Facebook. Investor Contact [email protected] Media Contact [email protected] Forward-Looking Statements Except for historical information, all of the statements, expectations, and assumptions contained in this news release are forward-looking statements which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding the predictability of our financial condition and results of operations. These statements involve a number of risks and uncertainties. Although Blackbaud attempts to be accurate in making these forward-looking statements, it is possible that future circumstances might differ from the assumptions on which such statements are based. In addition, other important factors that could cause results to differ materially include the following: management of integration of acquired companies; uncertainty regarding increased business and renewals from existing customers; a shifting revenue mix that may impact gross margin; continued success in sales growth; cybersecurity and data protection risks and related liabilities; potential litigation involving us; and the other risk factors set forth from time to time in the SEC filings for Blackbaud, copies of which are available free of charge at the SEC's website at or upon request from Blackbaud's investor relations department. Blackbaud assumes no obligation and does not intend to update these forward-looking statements, except as required by law. Trademarks All Blackbaud product names appearing herein are trademarks or registered trademarks of Blackbaud, Inc. Non-GAAP Financial Measures Blackbaud has provided in this release financial information that has not been prepared in accordance with GAAP. Blackbaud uses non-GAAP financial measures internally in analyzing its operational performance. Accordingly, Blackbaud believes these non-GAAP measures are useful to investors, as a supplement to GAAP measures, in evaluating its ongoing operational performance and trends and in comparing its financial results from period-to-period with other companies in Blackbaud's industry, many of which present similar non-GAAP financial measures to investors. However, these non-GAAP financial measures may not be completely comparable to similarly titled measures of other companies due to potential differences in the exact method of calculation between companies. The non-GAAP financial measures discussed above exclude the impact of certain transactions that Blackbaud believes are not directly related to its operating performance in any particular period, but are for its long-term benefit over multiple periods. Blackbaud believes these non-GAAP financial measures reflect its ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in its business. While Blackbaud believes these non-GAAP measures provide useful supplemental information, non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliations of these non-GAAP measures to their most directly comparable GAAP financial measures. Non-GAAP free cash flow is defined as operating cash flow less capital expenditures, including costs required to be capitalized for software development, and capital expenditures for property and equipment. In addition, and in order to provide a meaningful basis for comparison, Blackbaud also uses non-GAAP adjusted free cash flow in analyzing its operating performance. Non-GAAP adjusted free cash flow is defined as operating cash flow less capital expenditures, including costs required to be capitalized for software development, and capital expenditures for property and equipment, plus cash outflows related to the Security Incident. Blackbaud believes non-GAAP free cash flow and non-GAAP adjusted free cash flow provide useful measures of the company's operating performance. Non-GAAP free cash flow and Non-GAAP adjusted free cash flow are not intended to represent and should not be viewed as the amount of residual cash flow available for discretionary expenditures. In addition, Blackbaud uses non-GAAP organic revenue growth, non-GAAP organic revenue growth on a constant currency basis, non-GAAP organic recurring revenue growth and non-GAAP organic recurring revenue growth on a constant currency basis, in analyzing its operating performance. Blackbaud believes that these non-GAAP measures are useful to investors, as a supplement to GAAP measures, for evaluating the periodic growth of its business on a consistent basis. Each of these measures excludes incremental acquisition-related revenue attributable to companies, if any, acquired in the current fiscal year. For companies acquired in the immediately preceding fiscal year, each of these measures reflects presentation of full-year incremental non-GAAP revenue derived from such companies as if they were combined throughout the prior period. In addition, each of these measures excludes prior period revenue associated with divested businesses. The exclusion of the prior period revenue is to present the results of the divested businesses within the results of the combined company for the same period of time in both the prior and current periods. Blackbaud believes this presentation provides a more comparable representation of its current business' organic revenue growth and revenue run-rate. Rule of 40 is defined as non-GAAP organic revenue growth plus non-GAAP adjusted EBITDA margin. Non-GAAP adjusted EBITDA is defined as GAAP net income plus interest, net; income tax provision (benefit); depreciation; amortization of intangible assets from business combinations; amortization of software development costs; stock-based compensation; employee severance; acquisition and disposition-related costs; Security Incident-related costs; and impairment and disposition charges. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown above in the consolidated statements of cash flows: View original content to download multimedia: SOURCE Blackbaud
