ALBUQUERQUE, N.M., Aug. 25, 2025 /PRNewswire/ -- Today, TXNM Energy (NYSE: TXNM) filed applications for approval of its proposed acquisition by Blackstone Infrastructure with the New Mexico Public Regulation Commission (NMPRC), Public Utility Commission of Texas (PUCT) and Federal Energy Regulatory Commission (FERC).NMPRC ApplicationThe NMPRC regulates PNM, TXNM Energy's wholly owned utility in New Mexico that delivers electricity to approximately 550,000 customers.In addition to strong governance and overs ...

Transaction Overview - Crescent Energy will acquire Vital Energy in an all-stock transaction, with 1.9062 shares of Crescent exchanged per share of Vital[17] - The pro forma combined enterprise value is approximately $9.1 billion, assuming a Vital equity value of ~$750 million as of August 22, 2025, and the assumption of ~$2.3 billion in net indebtedness[17] - Pro forma ownership will be 77% Crescent and 23% Vital[17] - The transaction is expected to close by the end of Q4 2025[17] Financial and Strategic Benefits - The combined company anticipates strong free cash flow generation of over $4 billion over the next 5 years[17] - Targeting $90 - $100 million of estimated annual synergies over the next 12 months[17] - Expect ~1.5x leverage at close with a path to further deleveraging through organic FCF and ~$1 billion pipeline of non-core divestitures[17] - Pro forma Crescent is positioned as a Top 10 independent producer[15] - The combined company's 2025E production is estimated at ~397 Mboe/d, with ~64% liquids[31] Capital Allocation and Returns - Maintain a $0.12 per share quarterly dividend[17] - The acquisition is expected to be highly accretive to CFFO, FCF, and NAV per share[14] - The company targets a ~50% reinvestment rate to increase free cash flow[37]

Core Viewpoint - Foot Locker's shareholders have overwhelmingly approved the acquisition by DICK'S Sporting Goods, with approximately 99% of votes in favor, indicating strong support for the merger and the strategic direction of the combined entity [1][2]. Summary by Relevant Sections Merger Agreement - The merger agreement allows Foot Locker shareholders to choose between receiving $24.00 in cash or 0.1168 shares of DICK'S common stock for each share of Foot Locker owned, with no minimum or maximum limits on the cash or stock consideration [1][2]. Shareholder Support - The preliminary vote count showed that about 99% of votes cast were in favor of the merger, representing approximately 70% of all outstanding shares, highlighting significant shareholder confidence in the transaction [2]. Transaction Timeline - The transaction is expected to close in the second half of 2025, pending the satisfaction or waiver of customary closing conditions, including necessary regulatory approvals [3]. Company Background - Foot Locker, Inc. operates approximately 2,400 retail stores across 20 countries, focusing on footwear and apparel, and has a strong presence in sneaker culture through its various brands [4].

Core Insights - Gildan Activewear Inc. has entered into a definitive merger agreement to acquire HanesBrands Inc. for an equity value of approximately $2.2 billion and an enterprise value of about $4.4 billion [1][8] - The merger is expected to double Gildan's revenues and enhance its market position in the basic apparel sector, particularly in activewear and innerwear [2][3] - The transaction is anticipated to generate at least $200 million in annual run-rate cost synergies within three years, with immediate accretion to Gildan's adjusted diluted EPS [3][4] Transaction Overview - The merger agreement has been unanimously approved by the Boards of Directors of both companies, with HanesBrands shareholders set to receive 0.102 common shares of Gildan and $0.80 in cash for each share of HanesBrands [8][9] - The offer implies a value of $6.00 per HanesBrands share, representing a premium of approximately 24% to its closing price on August 11, 2025 [8] - Upon closing, HanesBrands shareholders will own approximately 19.9% of Gildan shares on a non-diluted basis [3][8] Strategic Rationale - The merger will create a global leader in basic apparel, combining Gildan's activewear leadership with HanesBrands' strong innerwear presence [3][4] - The combined company will benefit from a low-cost vertically integrated manufacturing network, enhancing operational efficiencies and innovation [3][7] - The merger is expected to enhance product diversification and resilience against seasonal and cyclical variations in demand [7] Financial Projections - Gildan anticipates adjusted diluted EPS CAGR in the low 20% range over the next three years, driven by the merger synergies [3][14] - The pro forma adjusted EBITDA of the combined business is projected to be approximately $1.6 billion for the trailing twelve months ended June 29, 2025 [3][7] - The total consideration for the acquisition represents an acquisition multiple of approximately 8.9x HanesBrands' LTM adjusted EBITDA or 6.3x including expected run-rate synergies [8] Operational Impact - Gildan's headquarters will remain in Montréal, Québec, while maintaining a strong presence in Winston-Salem, North Carolina [5] - Gildan plans to review strategic alternatives for HanesBrands Australia, which may include a sale or other transaction [5] - The transaction is expected to close in late 2025 or early 2026, subject to shareholder and regulatory approvals [9]

Core Insights - Getty Images reported solid growth in Q2 2025, driven by subscription momentum and strong demand across Corporate and Media sectors [2][5] - The company achieved its fifth consecutive quarter of revenue growth, emphasizing execution and fiscal discipline moving forward [2][5] Financial Performance - Q2 2025 revenue was $234.9 million, a 2.5% increase year-over-year and 1.8% on a currency-neutral basis [6] - Creative revenue decreased by 5.1% year-over-year to $130.8 million, while editorial revenue increased by 5.6% to $88.3 million [6] - Annual subscription revenue grew to 53.5% of total revenue, up from 52.9% in Q2 2024 [6] Profitability Metrics - The company reported a net loss of $34.4 million in Q2 2025, compared to a net income of $3.7 million in Q2 2024 [6] - Adjusted EBITDA for Q2 2025 was $68.0 million, down 1.2% year-over-year, with an adjusted EBITDA margin of 28.9% [6][44] - Free cash flow was $(9.6) million in Q2 2025, a decrease from $31.1 million in the prior year [6] Liquidity and Balance Sheet - The ending cash balance on June 30, 2025, was $110.3 million, down from $121.2 million a year earlier [6][35] - Total debt stood at $1.39 billion, including $539.9 million in Senior Secured Notes and a Term Loan balance of $550.3 million [7] Key Performance Indicators - Total purchasing customers decreased by 4.4% to 707,000, while active annual subscribers increased by 13.8% to 321,000 [9] - The annual subscriber revenue retention rate improved to 93.4%, up from 89.4% in the previous year [9] Business Highlights - The company reaffirmed its 2025 revenue guidance of $931 million to $968 million, with expected year-over-year growth of -0.9% to 3.1% [14] - Getty Images is working towards closing its merger with Shutterstock by the end of 2025, with regulatory reviews ongoing [19][18]

CHICAGO, Aug. 11, 2025 (GLOBE NEWSWIRE) -- Monroe Capital Corporation (NASDAQ: MRCC) today announced its financial results for the second quarter ended June 30, 2025. In a separate joint release issued on August 7, 2025, MRCC and Horizon Technology Finance Corporation ("HRZN") announced that they have entered into a definitive merger agreement (the "Merger Agreement"), under which MRCC would merge with and into HRZN (the "Merger"), subject to the receipt of certain shareholder approvals and the satisfaction ...

Q2 2025 Investor Presentation Additional Information and Where to Find It MasterBrand intends to file with the U.S. Securities and Exchange Commission ("SEC") a registration statement on Form S-4 (the "Registration Statement"), which will include a joint proxy statement of MasterBrand and American Woodmark that will also constitute a prospectus of MasterBrand. Each of MasterBrand and American Woodmark may also file other relevant documents with the SEC regarding the transaction. This presentation is not a s ...

Core Insights - TXNM Energy reported a significant decline in earnings for Q2 2025 compared to Q2 2024, with GAAP net earnings attributable to TXNM Energy at $21.6 million, down from $48.0 million, and ongoing net earnings at $24.5 million, down from $54.3 million [1][21] - The company issued $600 million in equity, including $400 million to affiliates of Blackstone Infrastructure Partners, and is undergoing debt refinancing related to the proposed acquisition by Blackstone [1][3] - TXNM Energy is not affirming its previously issued earnings guidance for 2025 due to the pending transaction with Blackstone Infrastructure [1] Financial Performance - Q2 2025 GAAP diluted EPS was $0.22, a decrease from $0.53 in Q2 2024, while ongoing diluted EPS was $0.25, down from $0.60 [1][21] - Year-to-date (YTD) 2025 results show GAAP net earnings of $30.5 million compared to $95.2 million in YTD 2024, and ongoing net earnings of $42.6 million compared to $91.3 million [1] - Electric operating revenues for Q2 2025 were $502.4 million, up from $488.1 million in Q2 2024 [21] Transaction and Regulatory Updates - TXNM Energy announced an agreement for Blackstone Infrastructure to acquire its outstanding common stock at $61.25 per share, reflecting a total enterprise value of $11.5 billion [3] - The transaction is subject to shareholder and regulatory approvals and is expected to close in the second half of 2026 [3] - TXNM's regulatory outcomes include the approval of a $176 million Distribution Cost Recovery Factor (DCRF) filing and a $105 million rate increase at PNM, with further rate recovery filings planned [4][5] Segment Reporting - In Q2 2025, PNM's GAAP diluted EPS was $0.25, down from $0.34 in Q2 2024, while TNMP's GAAP diluted EPS was $0.22, down from $0.33 [6] - Corporate and Other segment reported a loss of $0.25 per share in Q2 2025, compared to a loss of $0.14 in Q2 2024 [6] - The decline in earnings per share was attributed to the issuance of additional shares and costs related to the planned acquisition [6][7] Operational Insights - The company faced increased operating expenses, with total operating expenses for Q2 2025 at $429.7 million, compared to $382.4 million in Q2 2024 [21] - Key factors affecting PNM included higher retail load and increased costs from new capital investments, while TNMP's performance was impacted by lower weather-related usage [10]

Financial Data and Key Metrics Changes - The reported net income available to common shareholders was $16.8 million, with earnings per common share at $0.12. Adjusted operating earnings were $135.1 million or $0.95 per common share, resulting in an adjusted operating return on tangible common equity of 23.8% and an adjusted operating return on assets of 1.46% [18][19] - The CET1 capital ratio was 9.8%, and the loan to deposit ratio was approximately 88% at quarter end [9][24] - The tax equivalent net interest margin expanded by 38 basis points to 3.83%, driven by the addition of Sandy Spring acquired loans and deposits [19][20] Business Line Data and Key Metrics Changes - The total loan portfolio fair value mark discount was $789.7 million, with loans held for investment totaling $27.3 billion, an increase of $8.9 billion from the prior quarter [16][24] - Non-interest income increased by $52.3 million to $81.5 million, primarily due to gains from the sale of commercial real estate loans and equity interest [20][21] - Reported non-interest expense increased by $145.5 million to $279.7 million, driven by merger-related costs and the full quarter impact of the Sandy Spring acquisition [22][23] Market Data and Key Metrics Changes - Approximately 23% of total loans are in the Washington Metro Area, with the remaining 77% across other regions [12] - The unemployment rate in Maryland was reported at 3.3%, while Virginia's rate was 3.5%, indicating a robust economic environment [14] Company Strategy and Development Direction - The company is focused on organic growth opportunities in North Carolina, planning to open 10 new branches starting in 2026 [31][32] - The acquisition of Sandy Spring Bank is seen as a strategic move to enhance market presence in Maryland and Virginia, with a goal to leverage this for further growth [30][29] - The company aims to maintain a mid-40s efficiency ratio while investing in technology and organic growth initiatives [40][41] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the integration of Sandy Spring and the potential for sustainable growth, despite economic uncertainties [6][8] - The company anticipates solid loan growth in the second half of the year, supported by a robust loan pipeline [10][66] - The outlook for net charge-offs has been lowered to between 15 and 20 basis points for the full year, reflecting confidence in asset quality [12][25] Other Important Information - The company plans to host an Analyst Day in December to share a new three-year strategic plan [28] - The effective tax rate for the second quarter was a negative 13.2%, with an expected increase to 21% to 22% for the full year [23] Q&A Session Summary Question: How should we think about the pro forma growth outlook on a larger balance sheet and plans for The Carolinas? - Management indicated a strong pipeline and record levels of loan growth, particularly in The Carolinas, with optimism for the second half of the year [37][39] Question: What is the expense outlook beyond what has been provided for this year? - The company is targeting a mid-40s efficiency ratio, inclusive of investments in The Carolinas [40][41] Question: How are capital levels being managed, and is there interest in exploring the reversal of the CECL double count? - The CET1 ratio is expected to increase, with plans to evaluate the CECL double count impact and consider share repurchases in the future [43][46] Question: What is the credit quality perspective on the legacy Atlantic Union basis? - The overall credit quality remains stable, with the increase in NPAs attributed to the Sandy Spring portfolio [50][52] Question: What opportunities are there for growth in the DC market? - Management emphasized the focus on Maryland and Northern Virginia, with confidence in the existing team and capabilities to drive growth [95][100]

Core Viewpoint - Bleichmar Fonti & Auld LLP is investigating Olo Inc. and its leadership for potential breaches of fiduciary duties related to the company's pending acquisition by Thoma Bravo at a price of $10.25 per share, which values Olo at approximately $2 billion in equity [1][3][4]. Group 1: Company Overview - Olo Inc. operates an open SaaS platform designed for restaurants, facilitating digital commerce operations such as ordering, delivery, engagement, and payments [3]. - The company's stock is divided into Class A and Class B shares, with Class B shares having ten votes per share compared to one vote for Class A shares. As of December 31, 2024, directors and executive officers collectively owned about 82% of the voting power of Olo's outstanding capital stock [3]. Group 2: Acquisition Details - On July 3, 2025, Olo announced a definitive agreement to be acquired by Thoma Bravo in an all-cash transaction, with shareholders set to receive $10.25 per share [3]. - The purchase price represents a 65% premium over Olo's unaffected share price of $6.20 as of April 30, 2025, indicating a significant increase in value for shareholders [3]. Group 3: Legal Investigation - The investigation by BFA Law focuses on whether Olo's board of directors, executive officers, and CEO Noah H. Glass acted in the best interests of shareholders during the merger process [4]. - Current shareholders of Olo are encouraged to seek additional information regarding their legal options related to the merger [2][5].