Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___ to ___ Commission File Number 001-31792 CNO Financial Group, Inc. | Delaware | 75-3108137 | | --- | --- | | State of Incorporation | IRS Employer Ident ...

Table of Contents Exhibit 99.2 | | Page | | --- | --- | | Financial Highlights | 3 | | Consolidated Balance Sheets | 4 | | Consolidated Statements of Income (Loss) | 5 | | Consolidated Statements of Cash Flows | 6 | | Reconciliation of Net Income to Adjusted EBITDA excluding Non-Recurring Other Expense and Net Income (Loss) Attributable to Common Shareholders | | | to FFO and Normalized FFO | 7 | | Market Capitalization, Debt and Coverage Ratios | 8 | | Debt Analysis | 9 | | Debt Maturity | 10 | | Securitie ...

[Key Highlights and Updates](index=1&type=section&id=Key%20Highlights%20and%20Updates) Chord Energy exceeded Q2 2025 production guidance, managed capital efficiently, delivered strong shareholder returns, and improved its full-year outlook - **Q2 2025 Financial Highlights** | Metric | Value | Per Share | | :--- | :--- | :--- | | Net Cash from Operating Activities | $419.8MM | - | | Net Loss | ($389.9MM) | ($6.77)/diluted share | | Adjusted EBITDA (Non-GAAP) | $547.2MM | - | | Adjusted FCF (Non-GAAP) | $140.8MM | - | | Adjusted Net Income (Non-GAAP) | $103.2MM | $1.79/diluted share | - Returned over **90%** of Adjusted Free Cash Flow to shareholders via a **$1.30 per share** base dividend and share repurchases[6](index=6&type=chunk) - Repurchased **$55.0 million** of common stock in Q2 2025 and an additional **$45.2 million** subsequent to the quarter end through August 1, 2025[6](index=6&type=chunk) - The company updated its FY25 outlook, raising oil production guidance by **500 Bopd** and reducing capital expenditure guidance by **$20 million** at the midpoint[6](index=6&type=chunk) [Q2 2025 Operational and Financial Performance](index=2&type=section&id=Q2%202025%20Operational%20and%20Financial%20Performance) Chord Energy surpassed Q2 2025 production targets and managed capital efficiently, despite reporting a GAAP net loss due to a goodwill impairment [Performance vs. Guidance](index=2&type=section&id=Performance%20vs.%20Guidance) Q2 2025 production exceeded guidance across all commodities, with total volumes reaching **281.9 MBoepd**, while capital expenditures were at the low end of the forecast - **Q2 2025 Actuals vs. Guidance** | Metric | 2Q25 Actual | 2Q25 Guidance | | :--- | :--- | :--- | | Total Volumes (MBoepd) | 281.9 | 268.3 – 275.0 | | Oil Volumes (MBopd) | 156.7 | 153.0 – 156.0 | | E&P & Other CapEx ($MM) | $355.6 | $355 – $385 | - The company turned-in-line (TIL) **37 gross (29.3 net)** operated wells during the second quarter of 2025[8](index=8&type=chunk) [Key Financial Metrics](index=3&type=section&id=Key%20Financial%20Metrics) Q2 2025 revenues decreased to **$950.3 million** due to lower commodity prices, resulting in a **$389.9 million** GAAP net loss, while Adjusted Net Income was **$103.2 million** - **Selected Financial Data Comparison ($MM)** | Metric | 2Q25 | 1Q25 | 2Q24 | | :--- | :--- | :--- | :--- | | Total Revenues | $950.3 | $1,103.3 | $902.7 | | Net Cash from Ops | $1,076.7 | $656.9 | $460.9 | | Adjusted EBITDA | $547.2 | $695.5 | $567.9 | | Adjusted FCF | $140.8 | $290.5 | $216.1 | | Diluted EPS (GAAP) | $(6.77) | $3.66 | $4.25 | | Adjusted Diluted EPS | $1.79 | $4.04 | $4.69 | - **Production and Pricing Comparison** | Metric | 2Q25 | 1Q25 | 2Q24 | | :--- | :--- | :--- | :--- | | Total Production (MBoepd) | 281.9 | 270.9 | 207.2 | | Crude Oil Production (MBopd) | 156.7 | 153.7 | 118.1 | | Avg. Crude Oil Price ($/Bbl) | $61.62 | $69.11 | $78.89 | [Goodwill Impairment](index=4&type=section&id=Goodwill%20Impairment) A **$539.3 million** non-cash goodwill impairment charge was recognized in Q2 2025, reducing the goodwill balance to zero due to market capitalization decline - A non-cash impairment charge of **$539.3 million** was recognized to reduce the carrying value of goodwill to zero as of June 30, 2025[20](index=20&type=chunk) [Capital Expenditures](index=4&type=section&id=Capital%20Expenditures) Total capital expenditures for Q2 2025 were **$365.0 million**, with E&P capital expenditures remaining consistent at **$354.5 million** - **Capital Expenditures by Category ($ millions)** | Category | 2Q25 | 1Q25 | 1H25 | | :--- | :--- | :--- | :--- | | E&P | $354.5 | $354.8 | $709.3 | | Other | $1.1 | $0.6 | $1.7 | | **Total E&P and other CapEx** | **$355.6** | **$355.4** | **$711.0** | | Acquisitions | $8.3 | $17.9 | $26.2 | | **Total CapEx** | **$365.0** | **$374.4** | **$739.4** | [Shareholder Returns](index=2&type=section&id=Shareholder%20Returns) Chord Energy declared a **$1.30 per share** base dividend, repurchased **$55.0 million** in Q2, and authorized a new **$1 billion** share repurchase program - Declared a base dividend of **$1.30 per share**, payable on September 8, 2025, to shareholders of record as of August 21, 2025[9](index=9&type=chunk) - Repurchased **605,621 shares** for **$55.0 million** in Q2 2025 and an additional **423,902 shares** for **$45.2 million** subsequent to the quarter end[10](index=10&type=chunk) - The Board of Directors has authorized a new **$1 billion** share repurchase program, which replaces the existing program[11](index=11&type=chunk) [Updated 2025 Outlook](index=2&type=section&id=Updated%202025%20Outlook) Chord Energy updated its FY25 guidance, raising oil production by **500 Bopd** and reducing capital expenditures by **$20 million**, projecting a **20%** increase in Adjusted FCF - **Updated FY25 Guidance Highlights** | Metric | Change from Previous Guidance | New Midpoint | | :--- | :--- | :--- | | Oil Volumes | Raised +500 Bopd | 153.0 MBopd | | E&P and Other CapEx | Lowered -$20MM | $1.35B | | Cash Taxes (% of Adj. EBITDA) | Lowered to 3.5% - 6.5% | 5.0% | - The updated guidance implies a **~$120 million (~20%)** increase in FY25 Adjusted FCF compared to the original plan, driven by improved capital efficiency and lower operating costs[17](index=17&type=chunk) - **FY25 Guidance Details** | Metric | FY25 Guidance | | :--- | :--- | | Total Volumes (MBoepd) | 272.5 – 278.3 | | E&P & Other CapEx ($MM) | $1,320 – $1,380 | | LOE ($/Boe) | $9.35 – $9.85 | [Financial Position](index=5&type=section&id=Financial%20Position) As of June 30, 2025, Chord Energy reported over **$1.8 billion** in liquidity, with total debt at **$930.0 million** and cash of **$40.5 million** - **Balance Sheet and Liquidity as of June 30, 2025 ($ millions)** | Metric | Value | | :--- | :--- | | Revolving Credit Facility | $2,000.0 | | Revolver Borrowings | $180.0 | | Senior Notes | $750.0 | | **Total Debt** | **$930.0** | | Cash and Cash Equivalents | $40.5 | | **Liquidity** | **$1,830.6** | [Consolidated Financial Statements](index=8&type=section&id=Consolidated%20Financial%20Statements) Unaudited consolidated financial statements for Q2 2025 show total assets of **$12.5 billion**, a net loss of **$389.9 million**, and **$1.08 billion** in operating cash flow for the first half [Condensed Consolidated Balance Sheets](index=8&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets were **$12.55 billion** as of June 30, 2025, with total liabilities at **$4.45 billion** and stockholders' equity at **$8.10 billion** - **Balance Sheet Summary (in thousands)** | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Total Current Assets | $1,523,685 | $1,579,118 | | Total Assets | $12,546,596 | $13,032,007 | | Total Current Liabilities | $1,576,635 | $1,683,978 | | Total Liabilities | $4,450,372 | $4,329,745 | | Total Stockholders' Equity | $8,096,224 | $8,702,262 | [Condensed Consolidated Statements of Operations](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q2 2025 total revenues were **$1.18 billion**, resulting in a net loss of **$389.9 million** due to a **$541.9 million** impairment charge - **Statement of Operations Summary (in thousands)** | Account | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Total Revenues | $1,180,560 | $1,260,680 | | Total Operating Expenses | $1,583,253 | $987,145 | | Operating Income (Loss) | $(403,215) | $289,021 | | Net Income (Loss) | $(389,905) | $213,361 | [Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For H1 2025, net cash from operations was **$1.08 billion**, with **$677.8 million** used in investing and **$395.4 million** in financing activities - **Cash Flow Summary (Six Months Ended June 30, in thousands)** | Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net Cash from Operating Activities | $1,076,703 | $867,574 | | Net Cash used in Investing Activities | $(677,782) | $(1,150,576) | | Net Cash from (used in) Financing Activities | $(395,384) | $162,393 | [Non-GAAP Financial Measures](index=13&type=section&id=Non-GAAP%20Financial%20Measures) This section defines and reconciles non-GAAP measures like Adjusted EBITDA, Adjusted Free Cash Flow, and Adjusted Net Income, providing insight into core operational performance [Adjusted EBITDA and Adjusted Free Cash Flow](index=14&type=section&id=Adjusted%20EBITDA%20and%20Adjusted%20Free%20Cash%20Flow) Q2 2025 Adjusted EBITDA was **$547.2 million**, and Adjusted Free Cash Flow was **$140.8 million**, reflecting operational cash generation after key adjustments - **Reconciliation of Net Income to Adjusted EBITDA and Adjusted FCF (Q2 2025, in thousands)** | Metric | Value | | :--- | :--- | | Net Income (Loss) | $(389,905) | | Adjustments (Interest, Tax, DD&A, Impairment, etc.) | $937,131 | | **Adjusted EBITDA** | **$547,226** | | Cash Interest | $(18,642) | | E&P and other capital expenditures | $(355,589) | | Cash taxes paid | $(32,148) | | **Adjusted Free Cash Flow** | **$140,847** | [Adjusted Net Income and Adjusted Diluted Earnings Per Share](index=16&type=section&id=Adjusted%20Net%20Income%20and%20Adjusted%20Diluted%20Earnings%20Per%20Share) Q2 2025 Adjusted Net Income was **$103.2 million** (**$1.79 per diluted share**), contrasting with a GAAP net loss of **$389.9 million** due to impairment - **Reconciliation of Net Income to Adjusted Net Income (Q2 2025, in thousands)** | Metric | Value | | :--- | :--- | | Net Income (Loss) | $(389,905) | | Impairment | $539,317 | | Net (gain) loss on derivative instruments | $(82,231) | | Other Adjustments & Tax Impact | $36,587 | | **Adjusted Net Income** | **$103,768** | - **Reconciliation of Diluted EPS to Adjusted Diluted EPS (Q2 2025)** | Metric | Value | | :--- | :--- | | Diluted earnings (loss) per share | $(6.75) | | Impairment per share | $9.33 | | Other Adjustments per share | $(0.79) | | **Adjusted Diluted Earnings Per Share** | **$1.79** | [Other Non-GAAP Reconciliations](index=13&type=section&id=Other%20Non-GAAP%20Reconciliations) Q2 2025 cash-based metrics include Cash GPT of **$71.8 million**, Cash G&A of **$21.7 million**, and Cash Interest of **$18.6 million** - **Q2 2025 Cash-Based Metrics (in thousands)** | Metric | GAAP Value | Adjustments | Non-GAAP Value | | :--- | :--- | :--- | :--- | | GPT | $74,100 | $(2,270) | $71,830 | | G&A | $32,540 | $(10,840) | $21,700 | | Interest Expense | $18,788 | $(146) | $18,642 |

PART I. FINANCIAL INFORMATION [Item 1. Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) Unaudited H1 2025 financial statements reveal a net loss of $34.5 million, increased operating expenses, and initial collaboration revenue [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of June 30, 2025, total assets decreased to $322.1 million due to reduced cash, while liabilities also declined and the accumulated deficit grew to $287.3 million Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $220,330 | $354,349 | | Marketable securities (current & non-current) | $93,073 | $0 | | Total current assets | $301,697 | $357,103 | | **Total assets** | **$322,148** | **$358,234** | | **Liabilities & Equity** | | | | Total current liabilities | $22,837 | $27,775 | | Total liabilities | $27,367 | $35,107 | | Accumulated deficit | $(287,302) | $(252,811) | | **Total stockholders' equity** | **$294,781** | **$323,127** | [Condensed Consolidated Statements of Operations and Comprehensive Loss](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) The company reported increased net losses of $21.6 million and $34.5 million for the three and six months ended June 30, 2025, primarily due to higher operating expenses Statement of Operations Summary (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Collaboration revenue | $2,412 | $0 | $3,863 | $0 | | Research and development | $19,844 | $10,471 | $30,953 | $19,792 | | General and administrative | $7,339 | $4,798 | $14,127 | $8,290 | | Loss from operations | $(24,771) | $(15,269) | $(41,217) | $(28,082) | | **Net loss** | **$(21,563)** | **$(13,581)** | **$(34,491)** | **$(26,573)** | | Net loss per share | $(0.60) | $(7.94) | $(0.96) | $(15.70) | [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities increased to $37.3 million for H1 2025, with significant cash used in investing for marketable securities and financing for loan payments Cash Flow Summary for Six Months Ended June 30 (in thousands) | Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(37,332) | $(31,453) | | Net cash used in investing activities | $(93,629) | $(35) | | Net cash (used in) provided by financing activities | $(3,000) | $165,614 | | **Net (decrease) increase in cash** | **$(134,019)** | **$134,128** | [Notes to Unaudited Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's business, liquidity, the Novartis collaboration, term loan, and a pending securities class action lawsuit - The company is a **biopharmaceutical firm** focused on developing therapies for **metabolic diseases** like obesity by targeting the biology of aging[22](index=22&type=chunk) - As of June 30, 2025, the company had an accumulated deficit of **$287.3 million** but believes its current cash, cash equivalents, and marketable securities of **$313.4 million are sufficient to fund operations for at least one year**[25](index=25&type=chunk)[26](index=26&type=chunk) - In December 2024, the company entered into a **collaboration agreement with Novartis**, recognizing **$3.9 million in revenue** for the six months ended June 30, 2025, with potential future milestones up to **$530.0 million**[90](index=90&type=chunk)[92](index=92&type=chunk)[94](index=94&type=chunk) - A **securities class action lawsuit** was filed against the company and its directors/officers on January 7, 2025, alleging false and misleading statements in connection with the IPO[81](index=81&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=30&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's metabolic disease focus, increased R&D expenses for H1 2025, and strong liquidity projected to fund operations through 2029 [Overview](index=30&type=section&id=Overview) The company is a biopharmaceutical firm focused on metabolic diseases, with lead programs BGE-102 and APJ agonists, and has accumulated a deficit of $287.3 million - The lead program is **BGE-102**, an oral NLRP3 inhibitor for obesity, with a **Phase 1 clinical trial** planned for H2 2025 and initial data expected by year-end 2025[109](index=109&type=chunk)[110](index=110&type=chunk) - The company is also developing novel oral and parenteral **APJ agonists** for obesity, with plans to **file INDs** for both programs by the end of 2026[111](index=111&type=chunk) - The company has incurred **significant operating losses** since inception, with an **accumulated deficit of $287.3 million** as of June 30, 2025[115](index=115&type=chunk) [Results of Operations](index=39&type=section&id=Results%20of%20Operations) Net loss for H1 2025 increased to $34.5 million, driven by higher R&D and G&A expenses, partially offset by initial collaboration revenue Comparison of Results for the Six Months Ended June 30 (in thousands) | Metric | 2025 | 2024 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Collaboration revenue | $3,863 | $0 | $3,863 | 100% | | Research and development | $30,953 | $19,792 | $11,161 | 56% | | General and administrative | $14,127 | $8,290 | $5,837 | 70% | | **Loss from operations** | **$(41,217)** | **$(28,082)** | **$(13,135)** | **47%** | R&D Expense Breakdown for the Six Months Ended June 30 (in thousands) | Program | 2025 | 2024 | $ Change | | :--- | :--- | :--- | :--- | | azelaprag | $2,800 | $7,215 | $(4,415) | | BGE-102 | $5,158 | $0 | $5,158 | | Other programs | $10,626 | $2,078 | $8,548 | | Indirect costs | $12,369 | $10,499 | $1,870 | | **Total R&D** | **$30,953** | **$19,792** | **$11,161** | - The increase in G&A expenses was primarily driven by a **$3.5 million increase in personnel-related costs** (largely stock-based compensation) and a **$1.4 million increase in legal fees**[154](index=154&type=chunk) [Liquidity and Capital Resources](index=42&type=section&id=Liquidity%20and%20Capital%20Resources) As of June 30, 2025, the company held $313.4 million in liquidity, projected to fund operations through 2029, with significant cash used in operations and investing activities - The company possessed **$313.4 million in cash, cash equivalents, and marketable securities** as of June 30, 2025[156](index=156&type=chunk) - Based on the current operating plan, existing cash is estimated to be **sufficient to fund operations and capital expenses through 2029**[166](index=166&type=chunk) Cash Flow Summary for Six Months Ended June 30 (in thousands) | Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(37,332) | $(31,453) | | Net cash used in investing activities | $(93,629) | $(35) | | Net cash (used in) provided by financing activities | $(3,000) | $165,614 | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=52&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, the company is exempt from providing quantitative and qualitative market risk disclosures - As a smaller reporting company, **BioAge Labs is exempt from providing quantitative and qualitative disclosures about market risk**[191](index=191&type=chunk) [Item 4. Controls and Procedures](index=52&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2025, with no material changes in internal control over financial reporting - Management concluded that the company's **disclosure controls and procedures were effective** as of the end of the period covered by the report (June 30, 2025)[192](index=192&type=chunk) - **No changes in internal control over financial reporting** occurred during the quarter that materially affected, or are reasonably likely to materially affect, these controls[193](index=193&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=53&type=section&id=Item%201.%20Legal%20Proceedings) The company is subject to a securities class action lawsuit filed January 7, 2025, alleging IPO-related violations, which it intends to vigorously defend - A **securities class action lawsuit** was filed against the company on January 7, 2025, alleging false and misleading statements in connection with its initial public offering[81](index=81&type=chunk) [Item 1A. Risk Factors](index=53&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks including limited operating history, ongoing losses, capital needs, clinical development uncertainties, third-party reliance, and intense market competition - The company has a history of **significant operating losses** (**$287.3 million accumulated deficit** as of June 30, 2025) and will require substantial additional capital to finance operations[203](index=203&type=chunk)[208](index=208&type=chunk) - The business is highly dependent on the **successful development and commercialization of its lead product candidate, BGE-102**, which is in early development and faces an uncertain clinical and regulatory pathway[214](index=214&type=chunk) - The company relies on **third-party manufacturers in China and India**, exposing it to geopolitical risks, supply chain disruptions, and potential impacts from legislation like the BIOSECURE Act[308](index=308&type=chunk)[309](index=309&type=chunk) - The company is subject to a **securities class action lawsuit**, which could result in substantial costs and divert management's attention[428](index=428&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=130&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered equity sales and detailed the use of $217.2 million net proceeds from its September 2024 IPO and concurrent private placement Use of Proceeds from September 2024 Offerings | Offering | Gross Proceeds | Net Proceeds | | :--- | :--- | :--- | | Initial Public Offering | $227.7 million | $207.3 million | | Concurrent Private Placement | $10.6 million | $9.9 million | | **Total** | **$238.3 million** | **$217.2 million** | [Item 3. Defaults Upon Senior Securities](index=130&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) No defaults upon senior securities occurred during the reporting period [Item 4. Mine Safety Disclosures](index=130&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's operations [Item 5. Other Information](index=130&type=section&id=Item%205.%20Other%20Information) No Rule 10b5-1 or non-Rule 10b5-1 trading arrangements were adopted or terminated by directors or officers during the quarter [Item 6. Exhibits](index=131&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including CEO/CFO certifications and Inline XBRL data files

Part I. Financial Information [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents Piper Sandler Companies' unaudited consolidated financial statements as of June 30, 2025, including statements of financial condition, operations, cash flows, and detailed notes [Consolidated Statements of Financial Condition](index=4&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) Total assets decreased to **$1.96 billion** by June 30, 2025, from **$2.26 billion** at year-end 2024, mainly due to reduced cash and cash equivalents Consolidated Statements of Financial Condition (in thousands) | Account | June 30, 2025 (Unaudited) | December 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | **$1,959,140** | **$2,255,936** | | Cash and cash equivalents | $123,323 | $482,834 | | Total financial instruments owned | $488,579 | $425,728 | | Goodwill | $311,944 | $312,024 | | **Total Liabilities** | **$559,726** | **$840,163** | | Accrued compensation | $299,903 | $563,088 | | **Total Shareholders' Equity** | **$1,399,414** | **$1,415,773** | [Consolidated Statements of Operations](index=5&type=section&id=Consolidated%20Statements%20of%20Operations) Q2 2025 net revenues increased **17.0%** to **$396.8 million**, with diluted EPS rising to **$2.38**, while six-month net revenues grew **10.5%** to **$754.1 million** Q2 2025 vs Q2 2024 Performance (in thousands, except per share data) | Metric | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Total Revenues | $398,577 | $340,844 | | Net Revenues | $396,778 | $339,179 | | Net Income Attributable to Piper Sandler | $42,182 | $34,773 | | Diluted EPS | $2.38 | $1.97 | Six Months 2025 vs 2024 Performance (in thousands, except per share data) | Metric | Six Months 2025 | Six Months 2024 | | :--- | :--- | :--- | | Total Revenues | $757,131 | $685,283 | | Net Revenues | $754,050 | $682,235 | | Net Income Attributable to Piper Sandler | $107,097 | $77,266 | | Diluted EPS | $6.03 | $4.40 | [Consolidated Statements of Cash Flows](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities was **$175.1 million** for the six months ended June 30, 2025, reversing from **$69.3 million** provided in 2024, leading to a **$359.5 million** decrease in cash Six Months Ended June 30 Cash Flow Summary (in thousands) | Cash Flow Category | 2025 | 2024 | | :--- | :--- | :--- | | Net cash provided by/(used in) operating activities | $(175,081) | $69,289 | | Net cash used in investing activities | $(25,364) | $(4,652) | | Net cash used in financing activities | $(162,229) | $(126,291) | | **Net decrease in cash and cash equivalents** | **$(359,511)** | **$(62,163)** | | Cash and cash equivalents at end of period | $123,323 | $320,935 | [Notes to the Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) Detailed notes cover accounting policies, acquisitions like Aviditi Advisors and G Squared Capital Partners, fair value measurements, equity activities, and compensation plans - On August 23, 2024, the company completed the acquisition of Aviditi Capital Advisors, LLC, an alternative investment bank, adding private capital advisory capabilities, which resulted in **$10.2 million** of goodwill[34](index=34&type=chunk)[35](index=35&type=chunk) - The company declared and paid quarterly cash dividends aggregating **$1.30 per share** and a special cash dividend of **$3.00 per share** during the first six months of 2025[113](index=113&type=chunk) - On August 1, 2025, the company announced a definitive agreement to acquire G Squared Capital Partners LLC, a boutique investment bank specializing in government services and defense technology, with the transaction expected to close in Q3 2025[177](index=177&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=37&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q2 and H1 2025 financial performance, highlighting revenue growth, strategic acquisitions, market conditions, liquidity, capital resources, and risk management [Executive Overview](index=38&type=section&id=Executive%20Overview) The company, focusing on middle-market investment banking, completed the Aviditi Advisors acquisition and announced G Squared Capital Partners, with Q2 2025 GAAP net revenues up **17.0%** to **$396.8 million** - Recent strategic growth initiatives include the completed acquisition of Aviditi Advisors on August 23, 2024, and the announced definitive agreement to acquire G Squared Capital Partners LLC on August 1, 2025[184](index=184&type=chunk) Q2 2025 Financial Highlights (U.S. GAAP) | Metric | Q2 2025 | Q2 2024 | % Change | | :--- | :--- | :--- | :--- | | Net revenues | $396,778 | $339,179 | 17.0% | | Net income attributable to Piper Sandler | $42,182 | $34,773 | 21.3% | | Earnings per diluted common share | $2.38 | $1.97 | 20.8% | [Results of Operations](index=41&type=section&id=Results%20of%20Operations) Q2 2025 net revenues increased **17.0%** to **$396.8 million**, driven by **9.0%** growth in investment banking and **22.5%** in institutional brokerage, despite a decline in corporate financing Q2 2025 vs Q2 2024 Revenue Breakdown (in thousands) | Revenue Source | Q2 2025 | Q2 2024 | % Change | | :--- | :--- | :--- | :--- | | Total investment banking | $283,085 | $259,782 | 9.0% | | - Advisory services | $206,202 | $183,908 | 12.1% | | - Corporate financing | $34,976 | $50,641 | (30.9)% | | - Municipal financing | $41,907 | $25,233 | 66.1% | | Total institutional brokerage | $112,374 | $91,737 | 22.5% | | **Net revenues** | **$396,778** | **$339,179** | **17.0%** | - Compensation expenses for Q2 2025 increased **10.0%** to **$258.2 million** due to higher revenues, but the compensation ratio improved, decreasing to **65.1%** from **69.2%** in Q2 2024[209](index=209&type=chunk) - Restructuring and integration costs for Q2 2025 were **$5.0 million**, primarily consisting of **$2.9 million** in severance benefits and **$1.8 million** for vacated office space related to the Aviditi Advisors acquisition[216](index=216&type=chunk) [Liquidity, Funding and Capital Resources](index=54&type=section&id=Liquidity%2C%20Funding%20and%20Capital%20Resources) The company maintains robust liquidity, with an adjusted leverage ratio of **1.6x** as of June 30, 2025, and **$222.7 million** in net capital, significantly exceeding regulatory minimums - The company's board authorized a **$150.0 million** share repurchase program effective February 5, 2025, with **$16.6 million** in shares repurchased during the first six months of 2025 under this authorization[261](index=261&type=chunk) Leverage Ratios | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Leverage ratio | 1.4 | 1.6 | | Adjusted leverage ratio | 1.6 | 1.9 | - At June 30, 2025, the company's net capital was **$222.7 million**, which was **$221.7 million** in excess of the SEC's minimum requirement[278](index=278&type=chunk) [Risk Management](index=60&type=section&id=Risk%20Management) The company employs a formal risk management process to identify and monitor strategic, market, liquidity, credit, operational, human capital, and legal/regulatory risks, overseen by internal committees and the board - The company's principal risks are identified as strategic, market, liquidity, credit, operational, human capital, and legal/regulatory risk[291](index=291&type=chunk) - As of June 30, 2025, the company estimates that a parallel **50 basis point** adverse change in interest rates would result in a decrease of approximately **$0.7 million** in the carrying value of its fixed income securities inventory, including hedging effects[300](index=300&type=chunk) Credit Rating of Long Fixed Income Securities (June 30, 2025) | Rating | % of Total | | :--- | :--- | | AAA | 11.2% | | AA | 73.8% | | A | 11.1% | | BBB | 0.1% | | BB | 0.0% | | Not Rated | 3.8% | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=65&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section incorporates by reference the detailed discussion of market risk from the 'Risk Management' section in Item 2 of this report - The disclosures about market risk are incorporated by reference from the 'Risk Management' section in Part I, Item 2 of the report[324](index=324&type=chunk) [Item 4. Controls and Procedures](index=65&type=section&id=Item%204.%20Controls%20and%20Procedures) The CEO and CFO concluded that disclosure controls and procedures were effective as of June 30, 2025, with no material changes to internal control over financial reporting - The CEO and CFO concluded that the company's disclosure controls and procedures are effective as of the end of the period[325](index=325&type=chunk) - No changes in internal control over financial reporting occurred during the second quarter that materially affected, or are reasonably likely to materially affect, internal controls[326](index=326&type=chunk) Part II. Other Information [Item 1. Legal Proceedings](index=65&type=section&id=Item%201.%20Legal%20Proceedings) This section incorporates legal proceedings from Note 13, with management believing pending actions will not materially affect financial condition or operations - The discussion of legal proceedings is incorporated by reference from Note 13 to the consolidated financial statements[327](index=327&type=chunk) [Item 1A. Risk Factors](index=65&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors previously disclosed in the Annual Report on Form 10-K for the year ended December 31, 2024 - There have been no material changes to the risk factors disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2024[329](index=329&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=66&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) In Q2 2025, the company repurchased **84,608** shares at an average of **$246.88** per share, with **$133.4 million** remaining for future repurchases Share Repurchases for the Quarter Ended June 30, 2025 | Period | Total Shares Purchased | Average Price Paid per Share | Shares Purchased as Part of Program | | :--- | :--- | :--- | :--- | | April 2025 | 11,894 | $230.04 | — | | May 2025 | 64,777 | $249.02 | 61,850 | | June 2025 | 7,937 | $254.69 | 4,908 | | **Total** | **84,608** | **$246.88** | **66,758** | - As of the end of Q2 2025, **$133.4 million** remained under the company's share repurchase authorization, which is effective through December 31, 2026[332](index=332&type=chunk)

Washington, DC 20549 ——————— FORM 10-Q ——————— ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended June 30, 2025 Or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period From _________ to _________ UNITED STATES SECURITIES AND EXCHANGE COMMISSION ——————— CROSS COUNTRY HEALTHCARE, INC. (Exact name of registrant as specified in its charter) ——————— Delaware 0-33169 13-4066229 (St ...

EXHIBIT 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among WESTERN MIDSTREAM PARTNERS, LP, ARRAKIS OPCO MERGER SUB LLC, ARRAKIS HOLDINGS INC., ARRAKIS UNIT MERGER SUB LLC, ARRAKIS CASH MERGER SUB LLC, ARIS WATER SOLUTIONS, INC., and ARIS WATER HOLDINGS, LLC Dated as of August 6, 2025 ______________________________________________________________________________ ______________________________________________________________________________ TABLE OF CONTENTS ARTICLE I. THE MERGERS | Section 1.1 | ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 For the transition period from ______ to_______ Commission file number: 1-14260 The GEO Group, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCH ...

Pampa Energía, an independent company with active participation in the Argentine oil, gas and electricity, announces the results for the six-month period and quarter ended on June 30, 2025. Stock information | Buenos Aires Stock | | --- | | Exchange | | Ticker: PAMP | | New York Stock Exchange | Basis of presentation Buenos Aires, August 6, 2025 Q2 25 main results Sales recorded US$486 million in Q2 25, a 3% year-on-year slight decline, driven by lower deliveries under the Plan Gas GSA and a drop in petroch ...

[Forward-Looking Statements](index=4&type=section&id=FORWARD-LOOKING%20STATEMENTS) This section outlines the inherent risks and uncertainties associated with forward-looking statements in the report - The report contains forward-looking statements, identified by specific terms, which are inherently subject to **risks and uncertainties**[8](index=8&type=chunk) - Key risks encompass **global pandemics, inflation, tariffs, customer relations, rising costs, labor issues, competition, litigation, cybersecurity threats, and various operational and regulatory challenges**[8](index=8&type=chunk)[11](index=11&type=chunk) [Part I. Financial Information](index=6&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) This part presents the company's unaudited condensed financial statements and management's discussion and analysis of financial performance [Item 1. Financial Statements](index=6&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) This section provides the unaudited condensed financial statements and detailed notes for Warrior Met Coal, Inc [Condensed Statements of Operations](index=7&type=section&id=Condensed%20Statements%20of%20Operations) This section presents the company's unaudited condensed statements of operations for the specified periods Condensed Statements of Operations (in thousands, except per-share amounts) | Metric | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Total Revenues | $297,523 | $396,524 | $597,466 | $900,036 | | Total Costs and Expenses | $289,800 | $325,620 | $607,127 | $680,055 | | Operating Income (Loss) | $7,723 | $70,904 | $(9,661) | $219,982 | | Net Income (Loss) | $5,606 | $70,711 | $(2,562) | $207,700 | | Basic Net Income (Loss) per Share | $0.11 | $1.35 | $(0.05) | $3.98 | | Diluted Net Income (Loss) per Share | $0.11 | $1.35 | $(0.05) | $3.97 | | Dividends per Share | $0.08 | $0.08 | $0.16 | $0.66 | [Condensed Balance Sheets](index=8&type=section&id=Condensed%20Balance%20Sheets) This section presents the company's unaudited condensed balance sheets as of June 30, 2025, and December 31, 2024 Condensed Balance Sheets (in thousands) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------- | :-------------------------- | :---------------- | | Total Current Assets | $852,745 | $887,062 | | Total Assets | $2,645,402 | $2,591,516 | | Total Current Liabilities | $185,627 | $170,430 | | Total Liabilities | $565,117 | $500,699 | | Total Stockholders' Equity | $2,080,285 | $2,090,817 | [Condensed Statements of Cash Flows](index=9&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) This section presents the company's unaudited condensed statements of cash flows for the specified periods Condensed Statements of Cash Flows (in thousands) | Metric | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :------------------------------------------ | :----------------------------- | :----------------------------- | | Net Cash Provided by Operating Activities | $48,463 | $251,033 | | Net Cash Used in Investing Activities | $(172,097) | $(223,309) | | Net Cash Provided by (Used in) Financing Activities | $15,490 | $(56,898) | | Net Decrease in Cash, Cash Equivalents and Restricted Cash | $(108,144) | $(29,174) | | Cash, Cash Equivalents and Restricted Cash at End of Period | $390,988 | $709,023 | [Condensed Statements of Changes in Stockholders' Equity](index=10&type=section&id=Condensed%20Statements%20of%20Changes%20in%20Stockholders'%20Equity) This section presents the company's unaudited condensed statements of changes in stockholders' equity Condensed Statements of Changes in Stockholders' Equity (in thousands) | Metric | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :------------------------------------ | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Common Stock, End of Period | $548 | $545 | $548 | $545 | | Additional Paid in Capital, End of Period | $290,677 | $281,801 | $290,677 | $281,801 | | Retained Earnings, End of Period | $1,839,636 | $1,816,617 | $1,839,636 | $1,816,617 | | Total Stockholders' Equity, End of Period | $2,080,285 | $2,048,387 | $2,080,285 | $2,048,387 | [Notes to Condensed Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Financial%20Statements) This section provides detailed explanations of the company's accounting policies and specific financial line items [Note 1. Business and Basis of Presentation](index=11&type=section&id=Note%201.%20Business%20and%20Basis%20of%20Presentation) This note describes Warrior Met Coal's business as a steelmaking coal supplier and the basis of financial statement presentation - Warrior Met Coal is a U.S.-based, low-cost producer and exporter of **premium quality steelmaking coal (HCC)** from Alabama, primarily serving Europe, South America, and Asia[23](index=23&type=chunk)[80](index=80&type=chunk) - Ancillary revenues are generated from **natural gas** extracted as a byproduct and **royalty revenues** from leased properties[23](index=23&type=chunk)[71](index=71&type=chunk) - The Collective Bargaining Agreement with the labor union expired on **April 1, 2021**, with negotiations for a new contract ongoing[25](index=25&type=chunk)[89](index=89&type=chunk) [Note 2. Summary of Significant Accounting Policies](index=11&type=section&id=Note%202.%20Summary%20of%20Significant%20Accounting%20Policies) This note outlines the company's significant accounting policies, including revenue recognition and estimates - Significant accounting policies remain **consistent with the 2024 Annual Report**[26](index=26&type=chunk) - Financial statements rely on **management estimates and assumptions**, which may differ from actual results[27](index=27&type=chunk) - Revenue is recognized upon **transfer of control of goods** to customers, with pricing for average pricing contracts based on estimated consideration[33](index=33&type=chunk) - The company maintains **trade credit insurance** on most customers, historically recognizing no material credit losses[35](index=35&type=chunk)[36](index=36&type=chunk) [Note 3. Inventories, net](index=12&type=section&id=Note%203.%20Inventories%2C%20net) This note provides a breakdown of the company's net inventories, including coal and raw materials Inventories, net (in thousands) | Inventory Type | June 30, 2025 | December 31, 2024 | | :------------------------------------------ | :------------ | :---------------- | | Coal | $105,972 | $118,504 | | Raw materials, parts, supplies and other, net | $108,943 | $89,086 | | Total inventories, net | $214,915 | $207,590 | [Note 4. Income Taxes](index=13&type=section&id=Note%204.%20Income%20Taxes) This note details income tax expenses and benefits, including the impact of the new One, Big, Beautiful Bill Act (OBBBA) Income Tax Expense (Benefit) (in thousands) | Period | 2025 | 2024 | | :--------------------- | :--------------- | :--------------- | | 3 Months Ended June 30 | $4,310 (expense) | $8,519 (expense) | | 6 Months Ended June 30 | $(1,720) (benefit) | $27,641 (expense) | - The **One, Big, Beautiful Bill Act (OBBBA)**, enacted July 4, 2025, updates the IRC Section 250 Deduction to FDDEI, reducing the statutory tax rate to **14%** for such income, effective after December 31, 2025[40](index=40&type=chunk)[121](index=121&type=chunk)[134](index=134&type=chunk) - OBBBA also classifies metallurgical coal as a **critical mineral** eligible for a **2.5% advanced manufacturing production tax credit (45X Credit)** through 2029 and temporarily decreases the royalty rate for coal leases on federal lands to not more than **7%** through 2034[40](index=40&type=chunk)[88](index=88&type=chunk) [Note 5. Debt](index=13&type=section&id=Note%205.%20Debt) This note outlines the company's debt structure, primarily Senior Secured Notes and the ABL Facility Debt Summary (in thousands) | Debt Type | June 30, 2025 | December 31, 2024 | Interest Rate | Final Maturity | | :------------------- | :------------ | :---------------- | :------------ | :------------- | | Senior Secured Notes | $156,517 | $156,517 | 7.875% | December 2028 | | ABL Borrowings | $— | $— | Varies | December 2026 | | Debt discount | $(2,592) | $(2,905) | | | | Total debt | $153,925 | $153,612 | | | - The company has paid down **$193.5 million** in principal on the Senior Secured Notes since inception[42](index=42&type=chunk)[164](index=164&type=chunk) - As of June 30, 2025, there were **no outstanding loans** under the ABL Facility, with **$2.5 million** in letters of credit issued and **$113.5 million** of availability[46](index=46&type=chunk)[159](index=159&type=chunk) [Note 6. Leases](index=14&type=section&id=Note%206.%20Leases) This note details the company's lease arrangements, including finance lease assets and liabilities Lease Information (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :-------------------------------------- | :------------ | :---------------- | | Finance lease right-of-use assets, net | $128,787 | $56,702 | | Total finance lease liabilities | $81,780 | $19,425 | | Weighted average remaining lease term (months) | 76.9 | 17.9 | | Weighted average discount rate | 7.24% | 7.25% | Lease Expense (in thousands) | Lease Cost Type | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Operating lease cost | $6,233 | $8,206 | $12,679 | $20,812 | | Amortization of leased assets | $5,733 | $5,775 | $11,457 | $11,533 | | Interest on lease liabilities | $1,858 | $2,322 | $3,167 | $2,673 | | Net lease cost | $13,824 | $16,303 | $27,303 | $35,018 | [Note 7. Net Income (Loss) per Share](index=15&type=section&id=Note%207.%20Net%20Income%20(Loss)%20per%20Share) This note details the calculation of basic and diluted net income (loss) per share for the specified periods Net Income (Loss) per Share (in thousands, except per share data) | Metric | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :---------------- | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Net income (loss) | $5,606 | $70,711 | $(2,562) | $207,700 | | Basic EPS | $0.11 | $1.35 | $(0.05) | $3.98 | | Diluted EPS | $0.11 | $1.35 | $(0.05) | $3.97 | [Note 8. Commitments and Contingencies](index=16&type=section&id=Note%208.%20Commitments%20and%20Contingencies) This note covers environmental accruals, litigation, transportation agreements, and coal royalty expenses - The company accrues for environmental expenses related to mine reclamation but had **no other environmental or litigation accruals** as of June 30, 2025[53](index=53&type=chunk)[54](index=54&type=chunk) - Transportation and throughput agreements include annual minimum tonnage guarantees, but **no liability was recorded** as of June 30, 2025[55](index=55&type=chunk) Coal Royalty Expenses (in millions) | Period | 2025 | 2024 | | :--------------------- | :---- | :---- | | 3 Months Ended June 30 | $18.9 | $33.2 | | 6 Months Ended June 30 | $41.2 | $76.1 | [Note 9. Stockholders' Equity](index=16&type=section&id=Note%209.%20Stockholders'%20Equity) This note details authorized shares, stock repurchase programs, and dividend declarations - The company has **$59.4 million** remaining authorized for share repurchases under the New Stock Repurchase Program[61](index=61&type=chunk) - The regular quarterly cash dividend was increased to **$0.08 per share** in February 2024[62](index=62&type=chunk)[156](index=156&type=chunk) - A special cash dividend of **$0.50 per share** was declared and paid in February/March 2024[62](index=62&type=chunk)[158](index=158&type=chunk) [Note 10. Derivative Instruments](index=17&type=section&id=Note%2010.%20Derivative%20Instruments) This note describes the company's use of natural gas swap contracts to hedge price exposure - The company uses natural gas swap contracts to hedge price exposure, with **2,750,000 MMBtu contracts outstanding** as of June 30, 2025, a decrease from 5,500,000 MMBtu at December 31, 2024[64](index=64&type=chunk)[175](index=175&type=chunk) Natural Gas Swap Contract Gains/Losses (in millions) | Period | Realized Loss (2025) | Unrealized Gain (2025) | Unrealized Loss (2025) | | :--------------------- | :------------------- | :--------------------- | :--------------------- | | 3 Months Ended June 30 | $(0.4) | $1.8 | N/A | | 6 Months Ended June 30 | $(0.9) | N/A | $(0.4) | [Note 11. Fair Value of Financial Instruments](index=18&type=section&id=Note%2011.%20Fair%20Value%20of%20Financial%20Instruments) This note presents the fair value measurements of financial liabilities, including natural gas swap contracts and Senior Secured Notes Fair Value Measurements of Natural Gas Swap Contracts (in thousands) | Date | Level 2 | Total | | :-------------- | :------ | :---- | | June 30, 2025 | $1,356 | $1,356 | | December 31, 2024 | $1,835 | $1,835 | - The estimated fair value of the Senior Secured Notes was approximately **$158.9 million** as of June 30, 2025, based on Level 2 observable market data[70](index=70&type=chunk) [Note 12. Segment Information](index=18&type=section&id=Note%2012.%20Segment%20Information) This note details the company's operating segments, now including Blue Creek, aggregated into a single Mining segment - The company now has three operating segments: Mine No. 4, Mine No. 7, and the Blue Creek mine, aggregated into one reportable segment called **"Mining"**[72](index=72&type=chunk)[90](index=90&type=chunk)[91](index=91&type=chunk) - Natural gas and royalty businesses are reported under an **"All Other"** category, as they do not meet the criteria for reportable segments[73](index=73&type=chunk)[92](index=92&type=chunk) - The Chief Executive Officer (CODM) measures financial performance and allocates resources based on **Segment Adjusted EBITDA**[72](index=72&type=chunk)[95](index=95&type=chunk) Segment Revenues (in thousands) | Segment | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :------------- | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Mining | $288,491 | $390,424 | $583,424 | $888,423 | | All other | $9,032 | $6,099 | $14,042 | $11,613 | | Total revenues | $297,523 | $396,524 | $597,466 | $900,036 | Segment Profit (in thousands) | Segment | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :------------- | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Segment profit | $62,079 | $129,120 | $111,277 | $341,531 | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=ITEM%202.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) This section provides a detailed narrative of the company's financial condition and operational results for the specified periods [Overview](index=21&type=section&id=Overview) This overview describes Warrior Met Coal's business as a premium steelmaking coal producer and market dynamics - As of December 31, 2024, Mine No. 4 and Mine No. 7 had approximately **82.4 million metric tons** of recoverable reserves, with the undeveloped Blue Creek mine containing **69.0 million metric tons**[81](index=81&type=chunk) - The company's high-quality coal is ideally suited as **coking coal for steel manufacturing** due to its low sulfur and low-to-medium ash content[81](index=81&type=chunk) - Demand for the company's coal is highly correlated to the **global steelmaking industry**, influenced by cyclicality, technology, and substitutes[82](index=82&type=chunk) [Update on the Development of Blue Creek](index=21&type=section&id=Update%20on%20the%20Development%20of%20Blue%20Creek) This section provides an update on the Blue Creek mine development, including increased capacity and production milestones - Blue Creek mine's nameplate capacity increased by **25% to 5.4 million metric tons**, boosting overall company capacity by **75% to 12.7 million metric tons per year**[83](index=83&type=chunk) - The Blue Creek project is **ahead of schedule**, with longwall startup anticipated in early Q1 2026[84](index=84&type=chunk) - First commercial sales of **217 thousand metric tons** from Blue Creek occurred in Q2 2025, ahead of schedule[85](index=85&type=chunk) Blue Creek Production and Investment | Metric | 2025 (Expected) | 2026 (Expected) | 2027 (Expected) | To Date (Investment) | Total Project Cost (Estimate) | | :------------------------- | :-------------- | :-------------- | :-------------- | :------------------- | :---------------------------- | | Production (k metric tons) | 900 | 3,600 | 4,400 | N/A | N/A | | Investment (millions) | $225-$250 | N/A | N/A | $823.5 | $995-$1,075 | [Recent Developments](index=23&type=section&id=Recent%20Developments) This section covers recent market conditions, including coal prices, and the impact of the One, Big, Beautiful Bill Act (OBBBA) - Premium low-vol index prices declined **24% YoY in Q2 2025**, averaging **$184.22 per metric ton**, due to weak steel demand and economic slowdown[86](index=86&type=chunk) - The Platts Index price for premium LV coal was **$182.00 per metric ton** as of July 14, 2025, expected to remain between $182.00 and $195.00 for the rest of the year[86](index=86&type=chunk) - The OBBBA introduces a permanent **33.34% deduction for FDDEI** (reducing tax rate to 14%), a **2.5% 45X Credit** for metallurgical coal, and temporarily decreases federal coal lease royalty rates to not more than **7%** through 2034[88](index=88&type=chunk) [Collective Bargaining Agreement](index=23&type=section&id=Collective%20Bargaining%20Agreement) This section notes the expiration of the Collective Bargaining Agreement and ongoing negotiations - The Collective Bargaining Agreement expired on **April 1, 2021**, with negotiations for a new contract ongoing[89](index=89&type=chunk) [How We Evaluate Our Operations](index=23&type=section&id=How%20We%20Evaluate%20Our%20Operations) This section describes the company's operating segments and key metrics used for performance evaluation - The company's operating segments now include Mine No. 4, Mine No. 7, and the Blue Creek mine, aggregated into a single **"Mining"** reportable segment[90](index=90&type=chunk)[91](index=91&type=chunk) - Key performance metrics include **Segment Adjusted EBITDA, sales volumes, average net selling price, cash cost of sales, and Adjusted EBITDA**[93](index=93&type=chunk) Key Operating Metrics | Metric | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | :----------------------------- | | Segment Adjusted EBITDA | $62,079 | $129,120 | $111,277 | $341,531 | | Metric tons sold (thousands) | 2,013 | 1,904 | 3,983 | 3,835 | | Metric tons produced (thousands) | 2,094 | 1,970 | 4,139 | 3,831 | | Average net selling price per metric ton | $143.31 | $205.05 | $146.48 | $231.66 | | Cash cost of sales per metric ton | $111.53 | $136.39 | $117.63 | $141.82 | | Adjusted EBITDA | $53,568 | $115,943 | $93,056 | $316,140 | [Results of Operations](index=27&type=section&id=Results%20of%20Operations) This section provides a detailed breakdown of the company's financial performance for the specified periods [Three Months Ended June 30, 2025 and 2024](index=27&type=section&id=Three%20Months%20Ended%20June%2030%2C%202025%20and%202024) This section analyzes the company's financial performance for the three months ended June 30, 2025, compared to 2024 Key Financials (3 Months Ended June 30, in thousands) | Metric | 2025 | 2024 | Change ($) | Change (%) | | :------------------------ | :------- | :------- | :--------- | :--------- | | Total Revenues | $297,523 | $396,524 | $(99,001) | (25.0)% | | Net Income | $5,606 | $70,711 | $(65,105) | (92.1)% | | Sales | $288,491 | $390,424 | $(101,933) | (26.1)% | | Other revenues | $9,032 | $6,099 | $2,933 | 48.1% | | Cost of sales | $226,412 | $261,305 | $(34,893) | (13.4)% | | Depreciation & depletion | $43,255 | $38,150 | $5,105 | 13.4% | | SG&A | $11,923 | $15,492 | $(3,569) | (23.0)% | | Interest expense | $2,890 | $915 | $1,975 | 215.8% | | Interest income | $5,083 | $9,241 | $(4,158) | (45.0)% | Per Unit Metrics (3 Months Ended June 30) | Metric | 2025 | 2024 | Change ($) | Change (%) | | :-------------------------------------- | :------ | :------ | :--------- | :--------- | | Metric tons sold (thousands) | 2,013 | 1,904 | 109 | 5.7% | | Metric tons produced (thousands) | 2,094 | 1,970 | 124 | 6.3% | | Average net selling price per metric ton | $143.31 | $205.05 | $(61.74) | (30.1)% | | Cash cost of sales per metric ton | $111.53 | $136.39 | $(24.86) | (18.2)% | - The geographic customer sales volume mix for Q2 2025 was **52% Asia, 37% Europe, and 11% South America**, shifting from 41% Asia, 38% Europe, and 21% South America in Q2 2024[112](index=112&type=chunk) [Six Months Ended June 30, 2025 and 2024](index=29&type=section&id=Six%20Months%20Ended%20June%2030%2C%202025%20and%202024) This section analyzes the company's financial performance for the six months ended June 30, 2025, compared to 2024 Key Financials (6 Months Ended June 30, in thousands) | Metric | 2025 | 2024 | Change ($) | Change (%) | | :------------------------ | :------- | :------- | :--------- | :--------- | | Total Revenues | $597,466 | $900,036 | $(302,570) | (33.6)% | | Net (Loss) Income | $(2,562) | $207,700 | $(210,262) | (101.2)% | | Sales | $583,424 | $888,423 | $(304,999) | (34.3)% | | Other revenues | $14,042 | $11,613 | $2,429 | 20.9% | | Cost of sales | $472,147 | $546,892 | $(74,745) | (13.7)% | | Depreciation & depletion | $88,532 | $78,173 | $10,359 | 13.2% | | SG&A | $30,365 | $34,352 | $(3,987) | (11.6)% | | Interest expense | $4,997 | $2,036 | $2,961 | 145.4% | | Interest income | $10,376 | $17,395 | $(7,019) | (40.3)% | Per Unit Metrics (6 Months Ended June 30) | Metric | 2025 | 2024 | Change ($) | Change (%) | | :-------------------------------------- | :------ | :------ | :--------- | :--------- | | Metric tons sold (thousands) | 3,983 | 3,835 | 148 | 3.9% | | Metric tons produced (thousands) | 4,139 | 3,831 | 308 | 8.0% | | Average net selling price per metric ton | $146.48 | $231.66 | $(85.18) | (36.8)% | | Cash cost of sales per metric ton | $117.63 | $141.82 | $(24.19) | (17.1)% | - The geographic customer sales volume mix for the six months ended June 30, 2025, was **47% Asia, 37% Europe, and 16% South America**, compared to 44% Asia, 37% Europe, 18% South America, and 1% United States in the prior year[125](index=125&type=chunk) [Liquidity and Capital Resources](index=30&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the company's liquidity position, cash flows, capital expenditures, and capital allocation policy Total Liquidity (in millions) | Metric | June 30, 2025 | | :-------------------------------------- | :------------ | | Cash and cash equivalents | $383.3 | | Short-term investments (net of collateral) | $38.1 | | Long-term investments | $10.1 | | ABL Facility availability | $113.5 | | **Total Liquidity** | **$545.0** | - Net cash provided by operating activities decreased significantly to **$48.5 million** for the six months ended June 30, 2025, from $251.0 million in the prior year, primarily due to a net loss and changes in working capital[149](index=149&type=chunk)[150](index=150&type=chunk) - Capital expenditures for Blue Creek development were **$107.0 million** for the six months ended June 30, 2025, with **$823.6 million** spent on the project to date[151](index=151&type=chunk)[168](index=168&type=chunk) - The company's Capital Allocation Policy includes a regular quarterly cash dividend of **$0.08 per share** and allows for special dividends or stock repurchases based on excess cash generation and market conditions[153](index=153&type=chunk)[154](index=154&type=chunk) - The company is responsible for black lung liabilities, appealing a DOL requirement to increase collateral to **$28 million** (from $39.8 million initially requested), with new rules requiring **100% security** for self-insured operators[140](index=140&type=chunk)[141](index=141&type=chunk) - Total capital spending for full year 2025 is expected to range from **$315.0 million to $350.0 million**, including **$225.0 million to $250.0 million** for Blue Creek development[169](index=169&type=chunk) [Critical Accounting Policies](index=35&type=section&id=Critical%20Accounting%20Policies) This section confirms no material changes to critical accounting estimates as of June 30, 2025 - No material changes to critical accounting estimates as of June 30, 2025, as described in the **2024 Annual Report**[172](index=172&type=chunk) [Off-Balance Sheet Arrangements](index=35&type=section&id=Off-Balance%20Sheet%20Arrangements) This section details the company's use of surety bonds and letters of credit for various obligations Off-Balance Sheet Arrangements (as of June 30, 2025, in millions) | Purpose | Amount | | :--------------------------- | :----- | | Post-mining reclamation | $47.0 | | Self-insured black lung related claims | $18.6 | | Miscellaneous purposes | $12.6 | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=36&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) This section discusses the company's exposure to commodity price, credit, interest rate, inflation, and tariff risks [Commodity Price Risk](index=36&type=section&id=Commodity%20Price%20Risk) This section addresses the company's exposure to price fluctuations in steelmaking coal and natural gas - Steelmaking coal sales are subject to **market price fluctuations** due to indexed pricing terms in supply contracts[174](index=174&type=chunk) - Natural gas swap contracts are used to hedge price exposure, with **2,750,000 MMBtu contracts outstanding** as of June 30, 2025[175](index=175&type=chunk) - Price risk for production supplies like diesel fuel and steel is managed through **strategic sourcing contracts**[176](index=176&type=chunk) [Credit Risk](index=36&type=section&id=Credit%20Risk) This section outlines the company's credit risk from trade receivables and mitigation strategies - Credit risk is concentrated in trade receivables, mitigated by **trade credit insurance, letters of credit, cash collateral, or prepayments**[177](index=177&type=chunk) - Historically, the company has recognized **no material credit losses**[177](index=177&type=chunk) [Interest Rate Risk](index=36&type=section&id=Interest%20Rate%20Risk) This section details the company's exposure to interest rate fluctuations on its variable-rate ABL Facility - Senior Secured Notes have a **fixed interest rate of 7.875%**[178](index=178&type=chunk) - The ABL Facility has a **variable interest rate** based on SOFR or an alternate base rate[179](index=179&type=chunk) - A **100-basis point change** in interest rates would impact annual interest expense under the ABL Facility by approximately **$1.1 million**, assuming full utilization[179](index=179&type=chunk) [Impact of Inflation](index=36&type=section&id=Impact%20of%20Inflation) This section discusses the impact of inflation on production costs and mitigation strategies - Inflationary pressures on production supplies and labor have led to **rising costs**[180](index=180&type=chunk) - Mitigation strategies include **earlier purchase orders, short-term contracts, and leveraging supplier relationships**[180](index=180&type=chunk) [Tariff Risks](index=36&type=section&id=Tariff%20Risks) This section addresses potential impacts of new or retaliatory tariffs on the company's operations and demand - Tariffs could result in **reduced economic activity, increased operating costs, decreased demand for steelmaking coal, supply chain disruptions, and material pricing changes**[181](index=181&type=chunk)[182](index=182&type=chunk) - The company is currently **assessing the impact of tariffs** on its financial statements and business[182](index=182&type=chunk) [Item 4. Controls and Procedures](index=37&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management evaluated the effectiveness of disclosure controls and procedures, concluding they were effective as of June 30, 2025 - Disclosure controls and procedures were evaluated and deemed **effective** as of June 30, 2025[183](index=183&type=chunk) - No material changes in internal control over financial reporting occurred during the most recently completed fiscal quarter[184](index=184&type=chunk) - Management acknowledges that controls provide only **reasonable assurance** due to inherent limitations and resource constraints[185](index=185&type=chunk) [Part II. Other Information](index=38&type=section&id=PART%20II.%20OTHER%20INFORMATION) This part covers legal proceedings, risk factors, equity sales, defaults, mine safety, and other disclosures [Item 1. Legal Proceedings](index=38&type=section&id=Item%201.%20Legal%20Proceedings) This section addresses the company's involvement in ordinary course lawsuits and their potential financial impact - The company is party to lawsuits in the ordinary course of business, accruing costs when a loss is **probable and estimable**[188](index=188&type=chunk) - The company believes the final outcome of current litigation will **not have a material adverse effect** on its financial statements[188](index=188&type=chunk) [Item 1A. Risk Factors](index=38&type=section&id=Item%201A.%20Risk%20Factors) This section reiterates that no material changes occurred to the risk factors disclosed in the 2024 Annual Report - No material changes to the risk factors disclosed in the **2024 Annual Report**[189](index=189&type=chunk) - The company's performance can be impacted by numerous factors, and new or currently immaterial risks may become material[189](index=189&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=38&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section reports no share repurchases under the New Stock Repurchase Program during Q2 2025 - No shares were repurchased under the New Stock Repurchase Program during the three months ended June 30, 2025[190](index=190&type=chunk) - Approximately **$59.0 million** remains authorized for share repurchases under the New Stock Repurchase Program[190](index=190&type=chunk) [Item 3. Defaults on Senior Securities](index=39&type=section&id=Item%203.%20Defaults%20on%20Senior%20Securities) This section confirms that the company reported no defaults on senior securities - No defaults on senior securities were reported[192](index=192&type=chunk) [Item 4. Mine Safety Disclosures](index=39&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section indicates that mine safety disclosures are provided as Exhibit 95 to the Form 10-Q - Mine safety disclosures are provided in **Exhibit 95** of this Form 10-Q[193](index=193&type=chunk) [Item 5. Other Information](index=39&type=section&id=Item%205.%20Other%20Information) This section notes that no directors or officers adopted or terminated Rule 10b5-1 trading plans during Q2 2025 - No directors or officers adopted or terminated **Rule 10b5-1 trading arrangements** during the three months ended June 30, 2025[194](index=194&type=chunk) [Item 6. Exhibits](index=40&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including corporate governance documents and certifications - The report includes a list of exhibits, such as **corporate governance documents, certifications, and XBRL data**[195](index=195&type=chunk) [Signatures](index=41&type=section&id=SIGNATURES) This section confirms the report was signed by Dale W. Boyles, CFO, on August 6, 2025 - The report was signed by **Dale W. Boyles, Chief Financial Officer**, on August 6, 2025[201](index=201&type=chunk)