Core Viewpoint - Cielo Waste Solutions Corp. asserts that Expander Energy Inc.'s recent press release contains material misstatements and is misleading, which could harm Cielo and its shareholders [1][2][7]. Group 1: Misstatements and Intentions - Cielo believes that Expander's press release aims to create distrust in Cielo's board and management, potentially causing irreparable harm [2][7]. - The company questions Expander's motives, suggesting that the request for shareholder approval to become a "Control Person" is unusual and indicative of Expander's intentions [8]. Group 2: Response and Engagement - Cielo invites all shareholders, including Expander, to engage in constructive dialogue for the betterment of the company and its stakeholders [3]. - The company is taking necessary steps to protect itself and its shareholders in light of the situation [7]. Group 3: Financial Statements and Requisition - Expander raised issues regarding Cielo's October 31, 2023 financial statements for the first time in its press release, despite these statements being available since December 15, 2023 [8]. - Cielo has disclosed that Expander submitted a requisition to seek shareholder approval for control, which the company views as a significant concern [8]. Group 4: Corporate Update - A corporate update webinar with Cielo's CEO and CFO has been rescheduled, with a new date to be announced later [9]. Group 5: Company Overview - Cielo Waste Solutions focuses on transforming waste materials into renewable fuels, aiming to address global waste challenges and contribute to the circular economy [10].

CALGARY, Alberta, April 02, 2025 (GLOBE NEWSWIRE) -- Cielo Waste Solutions Corp. (TSXV:CMC; OTC PINK:CWSFF) (“Cielo” or the “Company”) today announced that it has received a shareholder meeting requisition notice pursuant to Section 167(1) of the Business Corporations Act (British Columbia) (the “Requisition”) from Expander Energy Inc. (“Expander”), the Company’s largest shareholder, which holds in excess of five percent (5%) of the issued common shares of the Company. This follows Cielo’s announcement of A ...

Cielo is engaged in advanced discussions with a technology provider on a project in British Columbia that will utilize scrap railway ties as feedstock to produce Green Hydrogen for use in the British Columbia market. "As Cielo completes a shift in our strategy, we also continue to be flexible in our project execution. We are willing and prepared to pivot as the political and technological landscapes change. In addition, as the demand for renewable fuels changes, Cielo understands the need to revise our appr ...

Financial Performance - Net sales decreased by $93.9 million, or 5%, for the three months ended February 28, 2025, and decreased by $187.4 million, or 5%, for the six months ended February 28, 2025, compared to the corresponding periods [92]. - Net earnings for the three months ended February 28, 2025, were $25.5 million, down from $85.8 million in the corresponding period, while a net loss of $150.2 million was recorded for the six months ended February 28, 2025, compared to net earnings of $262.1 million in the prior period [93]. - The compression in steel and downstream products metal margins in the North America Steel Group segment significantly impacted net earnings for the three and six months ended February 28, 2025 [93]. - Net sales to external customers in the North America Steel Group segment decreased by 7% to $1,386.8 million for the three months ended February 28, 2025, and by 6% to $2,905.5 million for the six months ended February 28, 2025, compared to the corresponding periods [99]. - Adjusted EBITDA for the North America Steel Group was $128.8 million for the three months and $317.0 million for the six months ended February 28, 2025, down from $222.3 million and $489.1 million in the respective prior periods [100]. - In the Europe Steel Group, net sales to external customers increased by $5.5 million, or 3%, for the three months ended February 28, 2025, but decreased by $10.2 million, or 2%, for the six months ended February 28, 2025 [101]. - The Europe Steel Group experienced a 13% increase in steel products shipment volumes during the three months ended February 28, 2025, despite a $61 per ton decrease in average selling price [102]. - The Emerging Businesses Group reported net sales of $158.9 million for the three months ended February 28, 2025, showing a slight increase compared to $156.0 million in the prior year [103]. - Adjusted EBITDA for the Emerging Businesses Group increased by $5.6 million, or 31%, during the three months ended February 28, 2025, compared to the corresponding period [104]. Expenses and Costs - Selling, general and administrative expenses increased by $15.4 million during the six months ended February 28, 2025, primarily due to $12.1 million in incremental labor-related expenses and $5.4 million in additional legal expenses [94]. - Litigation expenses related to the Pacific Steel Group litigation amounted to $4.7 million and $354.7 million for the three and six months ended February 28, 2025, respectively [96]. - Corporate and Other segment reported an adjusted EBITDA loss of $34.9 million for the three months ended February 28, 2025, and a loss of $421.1 million for the six months, reflecting a significant increase due to litigation-related losses [105]. Tax and Financial Position - The effective income tax rate for the three months ended February 28, 2025, was 29.4%, compared to 26.6% in the corresponding period, while the rate for the six months remained relatively flat at 23.0% [97]. - As of February 28, 2025, the company had cash and cash equivalents of $758.4 million, indicating a strong liquidity position [110]. - Net cash flows from operating activities decreased to $245.5 million for the six months ended February 28, 2025, down from $350.0 million for the same period in 2024, primarily due to a decrease in net earnings and a $45.9 million decrease in cash used by operating assets and liabilities [119]. - Net cash flows used by investing activities increased to $175.1 million for the six months ended February 28, 2025, compared to $158.5 million in the prior year, driven by $43.7 million in incremental capital expenditures for the construction of the fourth micro mill [120]. - Net cash flows used by financing activities rose to $169.9 million for the six months ended February 28, 2025, from $147.8 million in the previous year, including a $22.1 million increase in treasury stock acquired under the share repurchase program [121]. - The company reported $354.7 million in litigation expenses for the six months ended February 28, 2025, related to ongoing legal matters, which were classified as current liabilities [124]. - As of February 28, 2025, the company had committed $35.4 million under stand-by letters of credit, with $1.0 million reducing availability under the Revolver [123]. Capital Expenditures and Growth Initiatives - The company anticipates capital spending between $550 million and $600 million for 2025, focusing on value-accretive growth and competitive cash returns to stockholders [113]. - The company repurchased $98.4 million of shares during the six months ended February 28, 2025, with remaining authorization to repurchase $305.3 million of shares [114]. - Incremental capital expenditures for the construction of the fourth micro mill were partially offset by $25.0 million of government assistance received [120]. - The third micro mill, located in Mesa, Arizona, was placed into service during the fourth quarter of 2023, with a production capacity approximately 40% greater than other micro mills [82]. - The planned fourth micro mill in Berkeley County, West Virginia, is expected to commence commissioning in late calendar 2025 [83]. - The Transform, Advance and Grow initiative aims to enhance operational value through sustained margin enhancement and greater capital efficiency [81]. - The company anticipates potential growth from acquisitions and strategic investments, although actual results may vary materially from expectations due to various risks [125]. Economic and Market Conditions - The company is monitoring macroeconomic trends, including the impact of tariffs and the Russian invasion of Ukraine, which has led to economic slowdowns and commodity price volatility [85][86]. - The company faces risks related to economic conditions, commodity pricing, and geopolitical factors that could impact future performance [126]. - The total gross foreign currency exchange contract commitments increased by $34.4 million, or 15%, as of February 28, 2025, compared to August 31, 2024, primarily due to forward contracts denominated in euro [129].

Q2 FY 2025 Supplemental Slides Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the federal securities laws with respect to general economic conditions, key macro-economic drivers that impact our business, the effects of ongoing trade actions, the effects of continued pressure on the liquidity of our customers, potential synergies and growth provided by acquisitions and strategic investments, demand for our products, shipment volumes, metal margins, the ...

Financial Data and Key Metrics Changes - CMC reported net earnings of $25.5 million or $0.22 per diluted share on net sales of $1.8 billion, which included $3.9 million of after-tax charges [10][38] - Adjusted earnings were $29.3 million or $0.26 per diluted share, down from $85.9 million or $0.73 per diluted share in the prior-year period [11][38] - Consolidated core EBITDA was $131 million, a decline from $212.1 million in the prior-year period, with consolidated core EBITDA margins at 7.5% compared to 11.5% in the prior-year period [39][41] Business Line Data and Key Metrics Changes - North American Steel Group generated adjusted EBITDA of $128.8 million, a 42% decrease compared to the prior-year period, driven by lower margins over scrap costs [41] - Europe Steel Group reported adjusted EBITDA of $0.8 million, an improvement from a loss of $8.6 million in the prior-year period, aided by cost management and increased shipment volumes [43] - Emerging Businesses Group net sales were $158.9 million, a 1.8% year-over-year increase, with adjusted EBITDA increasing by 31% [45] Market Data and Key Metrics Changes - Finished steel shipments in North America increased by 3.3% year-over-year, indicating resilient demand despite economic uncertainty [42] - The Dodge Momentum Index reached an all-time high, reflecting growth in planning across various market segments [16] - The construction and industrial activity driving product consumption remained resilient, with pent-up demand evident in downstream bid volumes [15][16] Company Strategy and Development Direction - CMC aims to achieve sustainably higher, less-volatile margins and returns through operational and commercial excellence initiatives [29] - The company is pursuing both organic and inorganic growth opportunities, targeting segments of the $150 billion early-stage construction market [36] - CMC's strategic initiatives include enhancing logistical capabilities and expanding production in specialized solutions, which are expected to generate significant returns [31][35] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the upcoming construction season, expecting a rebound in consolidated financial results in Q3 2025 [54][55] - The company noted that recent developments in North American markets, including improved scrap market conditions and an inflection in long steel price levels, indicate a potential recovery [19][55] - Management highlighted the importance of construction in adapting to economic changes and expressed confidence in the future of CMC's markets [22][23] Other Important Information - CMC's cash and cash equivalents totaled $758.4 million, with total liquidity just under $1.6 billion [47] - The company returned approximately $68 million to shareholders during the second quarter, repurchasing about 907,000 shares [52] - CMC expects to invest between $550 million and $600 million in capital expenditures for fiscal 2025, down from previous guidance [50] Q&A Session Summary Question: U.S. rebar market pricing outlook - Management noted that price increases are being seen across the portfolio, with expectations for rebar prices to rise as future orders are booked [62] Question: Financial performance of Arizona 2 mill - The mill did not break even in Q2 due to challenges, but management expects to reach breakeven in Q4 2025 [67] Question: North American margins recovery - Management anticipates a recovery in EBITDA per ton in the coming quarter, driven by improved metal margins and cost management [75] Question: Current supply-demand balance in North American rebar market - The supply-demand balance is currently well balanced, with strong demand supporting price increases [87] Question: Long-term demand drivers and trade policy impact - Management remains optimistic about infrastructure investments and reshoring trends driving substantial rebar demand in the coming years [99][100]

For the quarter ended February 2025, Commercial Metals (CMC) reported revenue of $1.75 billion, down 5.1% over the same period last year. EPS came in at $0.26, compared to $0.88 in the year-ago quarter.The reported revenue compares to the Zacks Consensus Estimate of $1.77 billion, representing a surprise of -1.04%. The company delivered an EPS surprise of -16.13%, with the consensus EPS estimate being $0.31.While investors closely watch year-over-year changes in headline numbers -- revenue and earnings -- a ...

Commercial Metals (CMC) came out with quarterly earnings of $0.26 per share, missing the Zacks Consensus Estimate of $0.31 per share. This compares to earnings of $0.88 per share a year ago. These figures are adjusted for non-recurring items.This quarterly report represents an earnings surprise of -16.13%. A quarter ago, it was expected that this manufacturer and recycler of steel and metal products would post earnings of $0.78 per share when it actually produced earnings of $0.78, delivering no surprise.Ov ...

Financial Performance - Second quarter net earnings were $25.5 million, or $0.22 per diluted share, compared to $85.8 million, or $0.73 per diluted share in the prior year period[2]. - Adjusted earnings for the second quarter were $29.3 million, or $0.26 per diluted share, down from $85.9 million, or $0.73 per diluted share year-over-year[3]. - Total net sales to external customers decreased to $1,754,376 from $1,848,287 year-over-year, reflecting a decline of 5.1%[25]. - Net earnings for the quarter were $25,473, a decrease from $85,847 in the same quarter last year, resulting in earnings per share of $0.22[25]. - Net earnings for the six months ended February 28, 2025, were a loss of $150,245 compared to a profit of $262,120 for the same period last year[28]. - Adjusted earnings per diluted share for the six months ended February 28, 2025, were $1.04, down from $2.22 in the previous year[33]. EBITDA and Margins - Consolidated core EBITDA was $131.0 million with a core EBITDA margin of 7.5%[5]. - Adjusted EBITDA for the Emerging Businesses Group increased by 31.2% year-over-year to $23.5 million, with an adjusted EBITDA margin of 14.8%[14]. - Adjusted EBITDA for North America Steel Group was $128,818, down 31.7% from $188,205 in the prior quarter, resulting in an adjusted EBITDA margin of 9.3%[22]. - The Europe Steel Group achieved adjusted EBITDA breakeven during the quarter, with an adjusted EBITDA margin of 0.4%, up from (4.5%) in the prior year[12]. - Total adjusted EBITDA for the company was $118,237, compared to a loss of $149,541 in the previous quarter[23]. - Adjusted EBITDA for the six months ended February 28, 2025, was $(31,304), a significant decrease from $502,737 in the prior year[32]. - Core EBITDA margin for the six months ended February 28, 2025, was 9.3%, down from 13.7% in the previous year[32]. Sales and Shipments - Finished steel shipments increased by 3.3% compared to the prior year second quarter, driven by solid North American construction demand[5]. - North America Steel Group reported net sales of $1,386,848, a decrease of 8.7% from $1,518,637 in the previous quarter[22]. - Emerging Businesses Group net sales were $158,864, down 6.5% from $169,415 in the previous quarter, with an adjusted EBITDA margin of 14.8%[23]. - The average selling price per ton for steel products in North America was $814, slightly down from $812 in the previous quarter[22]. - Net sales for the six months ended February 28, 2025, were $3,663,978, a decrease from $3,851,338 in the previous year, representing a decline of approximately 4.9%[32]. Cash and Liquidity - Cash and cash equivalents totaled $758.4 million, with available liquidity of nearly $1.6 billion as of February 28, 2025[6]. - Cash and cash equivalents at the end of the period were $759,426, compared to $639,897 at the end of the same period last year, reflecting an increase of approximately 18.7%[28]. Dividends and Shareholder Returns - The board declared a quarterly dividend of $0.18 per share, marking the 242 consecutive quarterly payments[7]. - The company declared cash dividends per share of $0.18, up from $0.16 in the previous quarter[25]. Future Outlook - The company expects consolidated financial results in the third quarter of fiscal 2025 to rebound, with improved finished steel shipments and adjusted EBITDA margins[15]. - The operational and commercial excellence program, Transform, Advance, and Grow (TAG), is expected to provide financial benefits in fiscal 2025 and beyond[6]. Costs and Liabilities - Cost of goods sold for the quarter was $1,534,829, compared to $1,552,046 in the same quarter last year[25]. - Total current liabilities increased to $1,109,127, up from $834,850, indicating a rise of approximately 32.8%[27]. - The company reported a litigation expense of $354,720 for the six months ended February 28, 2025, with no comparable expense in the prior year[28]. - Total assets decreased to $6,689,710, down from $6,817,839, representing a decline of approximately 1.9%[27]. Capital Expenditures - The company incurred capital expenditures of $204,454 during the six months ended February 28, 2025, compared to $160,772 in the prior year[28].

IRVING, Texas, March 20, 2025 /PRNewswire/ -- Commercial Metals Company (NYSE: CMC) today announced financial results for its fiscal second quarter ended February 28, 2025. Second quarter net earnings was $25.5 million, or $0.22 per diluted share, on net sales of $1.8 billion, compared to prior year period net earnings of $85.8 million, or $0.73 per diluted share, on net sales of $1.8 billion. During the second quarter of fiscal 2025, the Company recorded estimated net after-tax charges of $3.9 million prim ...