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Celcuity Announces Publication of Results from PIK3CA Wild-Type Cohort of Phase 3 VIKTORIA-1 Study of Gedatolisib Regimens in HR+/HER2- Advanced Breast Cancer in Journal of Clinical Oncology

  • As previously presented, gedatolisib + palbociclib + fulvestrant (“gedatolisib triplet”) and gedatolisib + fulvestrant (“gedatolisib doublet”) reduced the risk of disease progression or death versus fulvestrant by 76% and 67%, respectively

MINNEAPOLIS, March 09, 2026 (GLOBE NEWSWIRE) — Celcuity Inc. (Nasdaq: CELC), a clinical-stage biotechnology company pursuing development of targeted therapies for oncology, today announced publication of efficacy and safety results from the PIK3CA wild-type (“WT”) cohort of the Phase 3 VIKTORIA-1 clinical trial of gedatolisib, an investigational pan-PI3K/mTORC1/2 inhibitor, in the Journal of Clinical Oncology. The cohort consists of patients with hormone receptor positive (“HR+”), human epidermal growth factor receptor 2 negative (“HER2-”) PIK3CA WT advanced breast cancer (“ABC”), following progression on or after treatment with a CDK4/6 inhibitor and an aromatase inhibitor.

The publication is titled “VIKTORIA-1 Trial of Gedatolisib Plus Fulvestrant With or Without Palbociclib in Hormone Receptor-Positive/HER2-/PIK3CA Wild-Type Advanced Breast Cancer.”

“VIKTORIA-1 is the first Phase 3 study to show a significant improvement in median progression-free survival with inhibition of the PI3K/AKT/mTOR pathway in patients with PIK3CA wild-type HR+/HER2- advanced breast cancer who previously received a CDK4/6 inhibitor,” said Sara Hurvitz, MD, lead study author and Senior Vice President, Clinical Research Division, Fred Hutchinson Cancer Center, Smith Family Endowed Chair in Women’s Health, Professor and Head, Division of Hematology and Oncology, University of Washington, Department of Medicine.

In the PIK3CA WT cohort of the Phase 3 VIKTORIA-1 trial, median progression-free survival (“PFS”) with the gedatolisib triplet was 9.3 months versus 2.0 months with fulvestrant, an incremental improvement of 7.3 months (HR=0.24; 95% CI: 0.17-0.35; p<0.0001). The objective response rate (“ORR”) of the gedatolisib triplet was 31.5% compared to 1% with fulvestrant and the median duration of response (“DOR”) was 17.5 months. For the gedatolisib doublet, the median PFS was 7.4 months versus 2.0 months with fulvestrant, an incremental improvement of 5.4 months (HR=0.33; 95% CI: 0.24-0.48; p<0.0001). The ORR of the gedatolisib doublet was 28.3% and the median DOR was 12.0 months. The median DOR was not determinable for fulvestrant because there was only one objective response.

The gedatolisib triplet and doublet were generally well tolerated in the trial with mostly low-grade treatment-related adverse events (“TRAEs”). The most common grade 3 TRAEs for the gedatolisib triplet, gedatolisib doublet, and fulvestrant groups included neutropenia (52.3%, 0%, and 0.8% of patients, respectively); stomatitis (19.2%, 12.3%, and 0%) rash (4.6%, 5.4%, and 0%); and hyperglycemia (2.3%, 2.3%, and 0%). The primary grade 4 TRAEs for the gedatolisib triplet and gedatolisib doublet groups were neutropenia (10.0% and 0.8%, respectively), leukopenia (0.8% in the gedatolisib triplet group), and pneumonitis (0.8% in gedatolisib doublet group). TRAEs led to the discontinuation of study treatment in 2.3% of patients in the gedatolisib triplet group, 3.1% in the gedatolisib doublet group, and 0% in the fulvestrant group.

“The efficacy data from the VIKTORIA-1 PIK3CA wild-type cohort represent an important addition to the clinical evidence in HR-positive, HER2-negative, PIK3CA wild-type advanced breast cancer,” said Igor Gorbatchevsky, MD, Chief Medical Officer of Celcuity. “Importantly, these findings are potentially practice changing for patients with limited options.”

The U.S. Food and Drug Administration has granted Priority Review of Celcuity’s New Drug Application for gedatolisib and assigned a Prescription Drug User Fee Act goal date of July 17, 2026.

About HR+/HER2- Breast Cancer

Breast cancer is the second most common cancer and one of the leading causes of cancer-related deaths worldwide.1 More than two million breast cancer cases were diagnosed globally in 2022.1 While survival rates are high for those diagnosed with early breast cancer, approximately 30% of patients who are diagnosed with or who progress to metastatic disease are expected to live five years after their diagnosis.2 HR+/HER2- breast cancer is the most common subtype of breast cancer, accounting for approximately 70% of all breast cancers.2

Three interconnected signaling pathways, estrogen, cyclin D1-CDK4/6, and PI3K/AKT/mTOR (PAM), are primary oncogenic drivers of HR+, HER2- breast cancer.3 Therapies inhibiting these pathways are approved and used in various combinations for advanced breast cancer. Currently approved inhibitors of the PAM pathway for breast cancer target a single PAM pathway component, such as PI3Kα, AKT, or mTORC1.4,5,6,7 However, resistance to CDK4/6 inhibitors and current endocrine therapies develops in many patients with advanced disease.8 Optimizing the inhibition of the PAM pathway is an active area of focus for breast cancer research.

About the VIKTORIA-1 Phase 3 Trial

VIKTORIA-1 is a Phase 3 open-label, randomized clinical trial to evaluate the efficacy and safety of gedatolisib in combination with fulvestrant, with or without palbociclib, in adults with HR+/HER2- ABC whose disease progressed on or after prior CDK4/6 therapy in combination with an aromatase inhibitor. The clinical trial is fully enrolled. The trial enrolled subjects regardless of PIK3CA status while enabling separate evaluation of subjects according to their PIK3CA status. Subjects who met eligibility criteria and did not have confirmed PI3KCA mutations (WT) were randomly assigned (1:1:1) to receive a regimen of either gedatolisib, palbociclib, and fulvestrant, gedatolisib and fulvestrant, or fulvestrant. Subjects who met eligibility criteria and had confirmed PI3KCA mutations (MT) were randomly assigned (3:3:1) to receive a regimen of either the gedatolisib triplet, alpelisib and fulvestrant, or the gedatolisib doublet.

About Gedatolisib

Gedatolisib is an investigational, multi-target PAM inhibitor that potently targets all four class I PI3K isoforms, mTORC1, and mTORC2 to induce comprehensive blockade of the PAM pathway.9,10,11 As a multi-target PAM inhibitor, gedatolisib’s mechanism of action is highly differentiated from currently approved single-target inhibitors of the PAM pathway.11 Inhibition of only a single PAM component gives tumors an escape mechanism through cross-activation of the uninhibited targets. Gedatolisib’s comprehensive PAM pathway inhibition ensures full suppression of PAM activity by eliminating adaptive resistance cross-activation that occurs with single-target inhibitors. Unlike single-target inhibitors of the PAM pathway, gedatolisib has demonstrated equal potency and comparable cytotoxicity in PIK3CA-mutant and wild-type breast tumor cells in nonclinical studies and early clinical data.11,12

About Celcuity

Celcuity is a clinical-stage biotechnology company pursuing the development of targeted therapies for the treatment of multiple solid tumor indications. The company’s lead therapeutic candidate is gedatolisib, a potent, pan-PI3K and mTORC1/2 inhibitor that comprehensively blockades the PI3K/AKT/mTOR (“PAM”) pathway. Its mechanism of action and pharmacokinetic properties are differentiated from other currently approved and investigational therapies that target PI3Kα, AKT, or mTORC1 alone or together. A Phase 3 clinical trial, VIKTORIA-1, evaluating gedatolisib in combination with fulvestrant, with or without palbociclib, in patients with HR+/HER2- advanced breast cancer (“ABC”), has completed enrollment, and the company has reported detailed results for the PIK3CA wild-type cohort. A Phase 3 clinical trial, VIKTORIA-2, evaluating gedatolisib plus a CDK4/6 inhibitor and fulvestrant as first-line treatment for patients with HR+/HER2- ABC, is ongoing. A Phase 1/2 clinical trial, CELC-G-201, evaluating gedatolisib in combination with darolutamide in patients with metastatic castration resistant prostate cancer, is ongoing. More detailed information about Celcuity’s active clinical trials can be found at ClinicalTrials.gov. Celcuity is headquartered in Minneapolis. Further information about Celcuity can be found at www.celcuity.com. Follow us on LinkedIn and X.

Forward-Looking Statements

This press release contains statements that constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 including statements relating to the potential therapeutic benefits of gedatolisib; the size, design and timing of our clinical trials; our interpretation of topline clinical trial data; the status and timing of the FDA’s review of our New Drug Application for gedatolisib; and other expectations with respect to gedatolisib. Words such as, but not limited to, “look forward to,” “believe,” “expect,” “anticipate,” “estimate,” “intend,” “confidence,” “encouraged,” “potential,” “plan,” “targets,” “likely,” “may,” “will,” “would,” “should” and “could,” and similar expressions or words identify forward-looking statements. The forward-looking statements included in this press release are based on management’s current expectations and beliefs which are subject to a number of risks, uncertainties and factors, including that our topline results are based on a preliminary analysis of key efficacy and safety data, and such data may change following a more comprehensive review of the data related to the clinical trial; unforeseen delays in our clinical trials or the FDA’s review of our NDA for gedatolisib; and unanticipated developments that may impact the design of our clinical trials. In addition, all forward-looking statements are subject to other risks detailed in our Annual Report on Form 10-K for the year ended December 31, 2024, as such risks may be updated in our subsequent filings with the Securities and Exchange Commission. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. All forward-looking statements are qualified in their entirety by these cautionary statements, and we undertake no obligation to revise or update this press release to reflect events or circumstances after the date hereof.

References:

  1. Ferlay J, Ervik M, Lam F, Laversanne M, Colombet M, Mery L, Piñeros M, Znaor A, Soerjomataram I, Bray F (2024). Global Cancer Observatory: Cancer Today. Lyon, France: International Agency for Research on Cancer. Available from: https://gco.iarc.who.int/today, accessed 09 March 2026.
  2. National Cancer Institute. Surveillance, Epidemiology and End Results Program (Accessed July 2025). 
    https://seer.cancer.gov/statfacts/html/breast-subtypes.html
  3. Alves, C. L., & Ditzel, H. J. Drugging the PI3K/AKT/mTOR Pathway in ER+ Breast Cancer. Int J Mol Sci, 2023;24(5),4522. https://doi.org/10.3390/ijms24054522
  4. United States Package Insert, US FDA, ITOVEBI
  5. United States Package Insert, US FDA, PIQRAY
  6. United States Package Insert, US FDA, TRUCAP
  7. United States Package Insert, US FDA, AFINITOR
  8. Lloyd M R, et al. Mechanisms of Resistance to CDK4/6 Blockade in Advanced Hormone Receptor-positive, HER2-negative Breast Cancer and Emerging Therapeutic Opportunities. Clin Cancer Res. 2022;28(5):821-30
  9. Venkatesan, A. M., et al. Bis(morpholino-1,3,5-triazine) derivatives: potent adenosine 5′-triphosphate competitive phosphatidylinositol-3-kinase/mammalian target of rapamycin inhibitors: discovery of compound 26 (PKI-587), a highly efficacious dual inhibitor. J Med Chem, 2010;53(6), 2636-2645. https://doi.org/10.1021/jm901830p
  10. Mallon, R., et al. Antitumor efficacy of PKI-587, a highly potent dual PI3K/mTOR kinase inhibitor. Clin Cancer Res, 2011;17(10), 3193-3203. https://doi.org/10.1158/1078-0432.CCR-10-1694
  11. Rossetti, S., et al. Gedatolisib shows superior potency and efficacy versus single-node PI3K/AKT/mTOR inhibitors in breast cancer models. NPJ Breast Cancer, 2024;10(1), 40. https://doi.org/10.1038/s41523-024-00648-0
  12. Layman, R., et al. Gedatolisib in combination with palbociclib and endocrine therapy in women with hormone receptor-positive, HER2-negative advanced breast cancer: results from the dose expansion groups of an open-label, phase 1b study. Lancet Oncol, 2024;25(4), 474-487. https://doi.org/10.1016/S1470-2045(24)00034-2

Contacts:

For investors:
Brian Sullivan, [email protected]
Vicky Hahne, [email protected]
(763) 392-0123
Jodi Sievers, [email protected]
(415) 494-9924

For media:
Sam Brown LLC
Mike Beyer, mikebeyer@sambrown.com
(312) 961-2502



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Iris Acquisition Corp II Signs Letter of Intent for a Business Combination to form Freedom Metals Corporation – A U.S. Strategic Antimony & Tungsten Platform

NEW YORK, March 09, 2026 (GLOBE NEWSWIRE) — Iris Acquisition Corp II (“IRIS”) (NYSE: IRAB), a publicly traded special purpose acquisition company, today announced the signing of a non-binding letter-of-intent (“LOI”) for a business combination with Freedom Metals Corporation, a new entity expected to be formed by American Tungsten & Antimony Ltd (ASX: AT4) (“AT4”).

Under the proposed transaction structure, AT4 is expected to contribute the Sage Hen Nevada Tungsten Project and the Central Idaho Antimony Project into Freedom Metals, which would become the combined publicly listed entity following the completion of the business combination with IRIS.

Freedom Metals is being developed as a U.S.-focused critical minerals platform advancing high-grade antimony and tungsten assets, two metals that are widely recognised as essential to modern defence systems, advanced manufacturing and energy technologies.

Strategic Minerals Critical to Defence and Industrial Supply Chains

Antimony and tungsten are essential inputs across a wide range of defence and industrial applications, including aerospace alloys, night-vision technologies, military electronics, semiconductors and advanced battery technologies.

Global supply of both minerals is currently highly concentrated in a small number of jurisdictions. Freedom Metals is designed to help address this challenge by advancing U.S.-based projects capable of supplying these strategic materials into the American defence and industrial base.

Sumit Mehta, Chief Executive Officer of Iris Acquisition Corp II, commented:

“The global demand for critical minerals continues to accelerate, driven by the energy transition and the growing need for resilient, diversified supply chains for defence and industrial technologies.

Critical mineral companies have been among the strongest performers in equity markets over the past year, with leading sector indices posting returns well above 100%. We see this as the early stages of a long-term repricing, and this transaction is designed to position our shareholders at the forefront of that opportunity.

We believe the Company’s assets, management team, and operational roadmap position it to become a cornerstone supplier of critical minerals and look forward to working closely with the Company’s leadership to bring this transaction to completion.”

Timothy Morrison, Executive Chairman of AT4, added:

“Antimony and tungsten are essential materials for modern defence systems and advanced industrial technologies, yet global supply remains heavily concentrated outside the United States.

Through this proposed transaction we aim to establish Freedom Metals as a leading developer of U.S.-based antimony and tungsten assets capable of supporting the rebuilding of secure domestic supply chains.”

Under the terms of the LOI, IRIS and Freedom Metals would combine into a publicly listed entity, with AT4 expected to roll 100% of its interest in Sage Hen Nevada Tungsten Project and the Central Idaho Antimony Project into the combined company.

The proposed transaction remains subject to negotiation and execution of definitive agreements, completion of due diligence, regulatory approvals, customary closing conditions, and approval by the boards and shareholders of both parties.

About Iris Acquisition Corp II

Iris Acquisition Corp II (NYSE: IRAB) is a blank check company incorporated as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses.

About American Tungsten & Antimony Ltd

American Tungsten & Antimony Ltd (ASX: AT4) is an Australian-listed critical minerals company focused on the exploration, development and potential production of antimony and tungsten assets. Through its portfolio of U.S. and Australian based projects, AT4 aims to support the development of secure domestic supply chains for strategic minerals used in defence, semiconductor and advanced industrial applications.

Advisors

Hall Chadwick and Cohen & Company Capital Markets are serving as corporate, financial and capital markets advisors in connection with the proposed transaction.
Hall Chadwick is acting as exclusive corporate advisor to American Tungsten & Antimony Ltd, while Cohen & Company Capital Markets is acting as capital markets advisor to Iris Acquisition Corp II.
Loeb & Loeb LLP is serving as legal counsel to Iris Acquisition Corp II.
Duane Morris LLP is serving as legal counsel to American Tungsten & Antimony Ltd.

Important Information and Where to Find It

If a legally binding definitive agreement with respect to the proposed business combination is executed, IRIS intends to file a proxy statement (a “Deal Proxy Statement”) with the Securities and Exchange Commission (“SEC”). A definitive Deal Proxy Statement will be mailed to shareholders of IRIS as of a record date to be established for voting on the proposed transaction. The preliminary and definitive Deal Proxy Statement, once available, can be obtained, without charge, at the SEC’s website (www.sec.gov). IRIS urges investors, shareholders and other interested persons to read, when available, the preliminary Deal Proxy Statement as well as other documents filed with the SEC because these documents will contain important information about IRIS, the potential target company and the proposed transaction.

Participants in the Solicitation

IRIS and its directors and executive officers may be considered participants in the solicitation of proxies with respect to the proposed business combination and the potential transaction described herein under the rules of the SEC. Information about the directors and executive officers of IRIS is set forth in IRIS’s prospectus for its initial public offering, which was filed with the SEC on February 3, 2026. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the shareholders in connection with the potential transaction will be set forth in the Deal Proxy Statement when it is filed with the SEC. These documents can be obtained free of charge from the sources indicated above.

No Offer or Solicitation

This press release shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities or in respect of the proposed business combination. This press release shall also not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.

Forward-Looking Statements

The disclosure herein includes certain statements that are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding projections, estimates and forecasts of revenue and other financial and performance metrics and projections of market opportunity and expectations, IRIS’s ability to enter into a definitive agreement or consummate a transaction with the target company and IRIS’s ability to obtain the financing necessary to consummate the potential transaction. These statements are based on various assumptions and on the current expectations of IRIS’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of IRIS and the target company. These forward-looking statements are subject to a number of risks and uncertainties, including: IRIS’s ability to enter into a definitive agreement with respect to the proposed business combination or consummate a transaction with the target company; the risk that the approval of the shareholders of IRIS for the potential transaction is not obtained; failure to realize the anticipated benefits of the potential transaction, including as a result of a delay in consummating the potential transaction; the amount of redemption requests made by IRIS’s shareholders and the amount of funds remaining in IRIS’s trust account after satisfaction of such requests; those factors discussed in IRIS’s prospectus for its initial public offering, which was filed with the SEC on February 3, 2026 under the heading “Risk Factors,” and other documents of IRIS filed, or to be filed, with the SEC. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that IRIS presently does not know or that IRIS currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect IRIS’s expectations, plans or forecasts of future events and views as of the date hereof. IRIS anticipates that subsequent events and developments will cause IRIS’s assessments to change. However, while IRIS may elect to update these forward-looking statements at some point in the future, IRIS specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing IRIS’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.

Investor & Media Contacts

Iris Acquisition Corp II

[email protected]

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/8af6c0fc-465d-4df4-9392-11d285ae5f0f



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Franklin Street Properties Corp. Announces Fourth Quarter and Full Year 2025 Results

Franklin Street Properties Corp. Announces Fourth Quarter and Full Year 2025 Results

WAKEFIELD, Mass.–(BUSINESS WIRE)–
Franklin Street Properties Corp. (the “Company”, “FSP”, “we” or “our”) (NYSE American: FSP), a real estate investment trust (REIT), announced its results for the fourth quarter and the year ended December 31, 2025.

George J. Carter, Chairman and Chief Executive Officer, commented as follows:

“As previously announced on February 27, 2026, the Company closed a $320 million secured credit facility with an affiliate of TPG Credit. The Company repaid in full all of its then outstanding approximately $249 million aggregate principal amount of indebtness with borrowings under the facility. The facility has an original stated maturity of February 26, 2029, subject to potential extension of up to one year at the option of the Company, subject to certain conditions. The facility includes up to $45 million of delayed draw term loans, which, subject to certain conditions, will be used to fund tenant improvements, leasing commissions, building improvements and other uses approved by the lender.

FSP continues to maintain its focus on trying to improve leasing and occupancy across our portfolio. Nationally, the overall office sector continues to face headwinds from capital markets volatility and evolving workplace dynamics, but we have recently seen some encouraging signs of stabilization and “return-to-office” trends in many cities across the United States. While overall leasing volume within the FSP portfolio during the year ended December 31, 2025 has been modest, we have seen more signs of improved tenant activity in our markets. National office vacancy rates have finally declined slightly for the first time since early 2019. Importantly, we are also seeing and competing for a greater number of larger potential lease transactions at our properties. More prospective tenants are in the market seeking to expand their office space footprints. The increased demand from these prospective tenants is pushing up against a reduced supply of office space from a lack of new development and inventory removal.

Now that our near-term debt maturity has been addressed and while leasing and property operations are ongoing, we are continuing our review of potential strategic alternatives. Our Board of Directors and management team remain deeply committed to continuing to explore ways to maximize shareholder value. We believe that successfully addressing our near-term debt maturities has reduced a significant source of near-term uncertainty and avoided putting the Company in a position of having to make forced or suboptimal decisions, thereby enabling us to focus on executing strategic initiatives in what continues to be an uneven office market environment.”

Financial Highlights

  • GAAP net loss was $7.3 million and $45.0 million, or $0.07 and $0.43 per basic and diluted share for the three and twelve months ended December 31, 2025, respectively.

  • Funds From Operations (FFO) was $3.4 million and $11.0 million, or $0.03 and $0.11 per basic and diluted share, for the three and twelve months ended December 31, 2025, respectively.

Leasing Highlights

  • During the year ended December 31, 2025, we leased approximately 413,000 square feet of space of which approximately 320,000 were from renewals and expansions of existing tenants.

  • Our directly-owned real estate portfolio of 14 properties, totaling approximately 4.8 million square feet, was approximately 68.9% leased as of December 31, 2025, compared to approximately 70.3% leased as of December 31, 2024. The decrease in the leased percentage is due to lease expirations exceeding new executed leases during the year ended December 31, 2025.

  • The weighted average GAAP base rent per square foot achieved on leasing activity during the year ended December 31, 2025, was $32.42, or 5.7% higher than average rents in the respective properties for the year ended December 31, 2024. The average lease term on leases signed during the year ended December 31, 2025, was 5.7 years compared to 6.3 years during the year ended December 31, 2024. Overall, the portfolio weighted average rent per occupied square foot was $30.86 as of December 31, 2025, compared to $31.77 as of December 31, 2024.

  • We believe that our continuing portfolio of real estate is well located within their respective markets, primarily in the Sunbelt and Mountain West geographic regions, and consists of high-quality assets with long-term upside leasing potential.

Strategic Review

George J. Carter, Chairman and Chief Executive Officer, commented as follows with respect to the Company’s review of strategic alternatives:

“Our Board of Directors continues to work with our financial advisor, BofA Securities, in connection with a review of strategic alternatives in order to explore ways to maximize shareholder value. To date, we have evaluated a broad range of strategic alternatives, including portfolio-level transactions, individual asset dispositions, joint venture structures, corporate-level transactions, and liquidation scenarios in addition to the refinancing alternatives that resulted in the new secured credit facility with an affiliate of TPG Credit. No assurances can be given regarding the outcome or timetable for completion of the strategic review process.

Management and the Board continue to believe that the intrinsic value of the Company’s real estate portfolio exceeds its current public market valuation. However, the Company’s ability to realize that value is dependent upon transaction and financing liquidity in the relevant capital markets and property submarkets, including for assets of similar quality, occupancy levels, and weighted average lease terms. Based on market evidence, transaction comparables, and discussions with potential counterparties, the Board, in consultation with our professional advisors, determined that, to date, market conditions have not been supportive of transactions at pricing levels that would reasonably reflect the intrinsic value of the Company’s assets. Accordingly, pursuing asset sales or liquidation under such market conditions would likely not maximize value for our shareholders. We believe that current transaction activity in many office markets continues to reflect limited capital availability and highly selective buyer demand rather than the underlying long-term value of institutional quality assets.

Our review of potential strategic alternatives remains ongoing and continues to include evaluation of a broad range of alternatives, including asset sales. We look forward to updating the market as and when appropriate.”

Dividend

The Company is today announcing that the Board of Directors has determined to suspend the payment of quarterly dividends. The Board did so in part to support the Company’s efforts to reduce operating expenses and to redeploy that capital into leasing efforts intended to enhance the value of our portfolio.

The Company estimates that suspension of the dividend will preserve approximately $4.1 million in cash on an annualized basis. The Board and the Company will reassess, on a quarterly basis, when and if quarterly dividend payments can be reinstated.

Consolidation of Sponsored REIT

As of January 1, 2023, we consolidated the operations of our Monument Circle sponsored REIT into our financial statements and on June 6, 2025, the property held by Monument Circle was sold and Monument Circle and the corporation that had been its sole member were dissolved on December 9, 2025. Additional information about the consolidation of Monument Circle can be found in Note 2, “Significant Accounting Policies – Variable Interest Entities (VIEs)”, Note 3, “Related Party Transactions and Investments in Non-Consolidated Entities – Management fees and interest income from loans” and Note 10, “Disposition of Properties and Assets Held for Sale”, in the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for year ended December 31, 2025.

Non-GAAP Financial Information

A reconciliation of Net loss to FFO, Adjusted Funds From Operations (AFFO) and Sequential Same Store NOI and our definitions of FFO, AFFO and Sequential Same Store NOI can be found on Supplementary Schedules H and I.

2025 Net Income (Loss), FFO and Disposition Guidance

At this time, due primarily to economic conditions and uncertainty surrounding the timing and amount of proceeds received from property dispositions, we are continuing suspension of Net Income (Loss), FFO and property disposition guidance.

Real Estate Update

Supplementary schedules provide property information for the Company’s owned and consolidated properties as of December 31, 2025. The Company will also be filing an updated supplemental information package that will provide stockholders and the financial community with additional operating and financial data. The Company will file this supplemental information package with the SEC and make it available on its website at www.fspreit.com.

Today’s news release, along with other news about Franklin Street Properties Corp., is available on the Internet at www.fspreit.com. We routinely post information that may be important to investors in the Investor Relations section of our website. We encourage investors to consult that section of our website regularly for important information about us and, if they are interested in automatically receiving news and information as soon as it is posted, to sign up for E-mail Alerts.

About Franklin Street Properties Corp.

Franklin Street Properties Corp., based in Wakefield, Massachusetts, is focused on infill and central business district (CBD) office properties in the U.S. Sunbelt and Mountain West, as well as select opportunistic markets. FSP is focused on long-term growth and appreciation. FSP is a Maryland corporation that operates in a manner intended to qualify as a real estate investment trust (REIT) for federal income tax purposes. To learn more about FSP please visit our website at www.fspreit.com.

Earnings Call

A conference call is scheduled for March 10, 2026, at 10:00 a.m. (ET) to discuss the fourth quarter and full year 2025 results. To access the call, please dial 800-715-9871 and use conference ID 5455485. Internationally, the call may be accessed by dialing 646-307-1963 and using conference ID 5455485. To listen via live audio webcast, please visit the Events & Presentations section in the Investor Relations section of the Company’s website (www.fspreit.com) at least ten minutes prior to the start of the call and follow the posted directions. The webcast will also be available via replay from the above location starting one hour after the call is finished.

Forward-Looking Statements

Statements made in this press release that state FSP’s or management’s intentions, beliefs, expectations, or predictions for the future may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This press release may also contain forward-looking statements, such as those relating to our review of strategic alternatives, expectations for future potential leasing activity, the payment of dividends in future periods, value creation/enhancement in future periods and expectations for growth and leasing activities in future periods that are based on current judgments and current knowledge of management and are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those indicated in such forward-looking statements. Accordingly, readers are cautioned not to place undue reliance on forward-looking statements. Investors are cautioned that our forward-looking statements involve risks and uncertainty, including without limitation, adverse changes in general economic or local market conditions, including as a result of the long-term effects of the COVID-19 pandemic, wars, terrorist attacks or other acts of violence, which may negatively affect the markets in which we and our tenants operate, impacts of changes in tariffs that the United States and other countries have announced or implemented, as well as any additional new tariffs, trade restrictions or export regulations that may be implemented or reversed in the future, inflation rates, interest rates, disruptions in the debt markets, economic conditions in the markets in which we own properties, risks of a lessening of demand for the types of real estate owned by us, adverse changes in energy prices, which if sustained, could negatively impact occupancy and rental rates in the markets in which we own properties, including energy-influenced markets such as Dallas, Denver and Houston, changes in government regulations and regulatory uncertainty, uncertainty about governmental fiscal policy, geopolitical events and expenditures that cannot be anticipated, such as utility rate and usage increases, increases in the level of general and administrative costs as a percentage of revenues as revenues decrease as a result of property dispositions, unanticipated repairs, additional staffing, insurance increases and real estate tax valuation reassessments. See the “Risk Factors” set forth in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025, which may be further updated from time to time in subsequent filings with the United States Securities and Exchange Commission. Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, acquisitions, dispositions, performance or achievements. We will not update any of the forward-looking statements after the date of this press release to conform them to actual results or to changes in our expectations that occur after such date, other than as required by law.

Franklin Street Properties Corp.

Earnings Release

Supplementary Information

Table of Contents

 

 

Franklin Street Properties Corp. Financial Results

A-C

Real Estate Portfolio Summary Information

D

Portfolio and Other Supplementary Information

E

Percentage of Leased Space

F

Largest 20 Tenants – FSP Owned Portfolio

G

Reconciliation and Definitions of Funds From Operations (FFO) and Adjusted

 

Funds From Operations (AFFO)

H

Reconciliation and Definition of Sequential Same Store results to Property Net

 

Operating Income (NOI) and Net Loss

I

Franklin Street Properties Corp. Financial Results

Supplementary Schedule A

Condensed Consolidated Statements of Operations

(Unaudited)

 

 

 

 

 

 

For the

 

For the

 

Three Months Ended

 

Year Ended

 

December 31,

 

December 31,

(in thousands, except per share amounts)

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

 

 

 

 

 

Revenue:

 

 

 

 

Rental

$

26,040

 

$

28,375

 

$

107,162

 

$

120,080

 

Other

 

—

 

 

—

 

 

—

 

 

32

 

Total revenue

 

26,040

 

 

28,375

 

 

107,162

 

 

120,112

 

 

 

 

 

 

Expenses:

 

 

 

 

Real estate operating expenses

 

10,573

 

 

11,423

 

 

42,040

 

 

45,043

 

Real estate taxes and insurance

 

3,389

 

 

5,541

 

 

18,211

 

 

22,716

 

Depreciation and amortization

 

10,609

 

 

10,756

 

 

42,609

 

 

44,774

 

General and administrative

 

2,628

 

 

2,815

 

 

12,427

 

 

13,884

 

Interest

 

6,340

 

 

5,911

 

 

24,718

 

 

26,424

 

Total expenses

 

33,539

 

 

36,446

 

 

140,005

 

 

152,841

 

 

 

 

 

 

Loss on extinguishment of debt

 

—

 

 

(428

)

 

(12

)

 

(1,042

)

Loss on sale of properties and impairment of assets held for sale, net

 

(2

)

 

(367

)

 

(12,902

)

 

(20,826

)

Interest income

 

230

 

 

394

 

 

986

 

 

2,090

 

Loss before taxes

 

(7,271

)

 

(8,472

)

 

(44,771

)

 

(52,507

)

Tax expense

 

52

 

 

54

 

 

189

 

 

216

 

Net loss

$

(7,323

)

$

(8,526

)

$

(44,960

)

$

(52,723

)

 

 

 

 

 

Weighted average number of shares outstanding, basic and diluted

 

103,690

 

 

103,567

 

 

103,640

 

 

103,510

 

 

 

 

 

 

Loss per share, basic and diluted:

 

 

 

 

Net loss per share, basic and diluted

$

(0.07

)

$

(0.08

)

$

(0.43

)

$

(0.51

)

Franklin Street Properties Corp. Financial Results

Supplementary Schedule B

Condensed Consolidated Balance Sheets

(Unaudited)

 

 

 

 

 

 

 

December 31,

 

December 31,

(in thousands, except share and par value amounts)

 

 

2025

 

 

 

2024

 

Assets:

 

 

Real estate assets:

 

 

Land

$

98,883

 

$

105,298

 

Buildings and improvements

 

1,091,728

 

 

1,096,265

 

Fixtures and equipment

 

11,572

 

 

11,053

 

 

 

1,202,183

 

 

1,212,616

 

Less accumulated depreciation

 

408,461

 

 

377,708

 

Real estate assets, net

 

793,722

 

 

834,908

 

Acquired real estate leases, less accumulated amortization of $14,648 and $13,613, respectively

 

2,490

 

 

4,205

 

Cash, cash equivalents and restricted cash

 

30,571

 

 

42,683

 

Tenant rent receivables

 

471

 

 

1,283

 

Straight-line rent receivable

 

38,744

 

 

37,727

 

Prepaid expenses and other assets

 

4,080

 

 

3,114

 

Office computers and furniture, net of accumulated depreciation of $1,047 and $1,073, respectively

 

136

 

 

70

 

Deferred leasing commissions, net of accumulated amortization of $14,566 and $14,195, respectively

 

22,670

 

 

22,941

 

Total assets

$

892,884

 

$

946,931

 

 

 

 

Liabilities and Stockholders’ Equity:

 

 

Liabilities:

 

 

Term loans payable, less unamortized financing costs of $441 and $2,220, respectively

$

125,555

 

$

124,491

 

Series A & Series B Senior Notes, less unamortized financing costs of $236 and $1,191, respectively

 

122,686

 

 

122,430

 

Accounts payable and accrued expenses

 

28,724

 

 

34,067

 

Accrued compensation

 

2,394

 

 

3,097

 

Tenant security deposits

 

6,198

 

 

6,237

 

Lease liability

 

316

 

 

707

 

Acquired unfavorable real estate leases, less accumulated amortization of $56 and $89, respectively

 

34

 

 

45

 

Total liabilities

 

285,907

 

 

291,074

 

 

 

 

Commitments and contingencies

 

 

 

 

 

Stockholders’ Equity:

 

 

Preferred stock, $.0001 par value, 20,000,000 shares authorized, none issued or outstanding

 

—

 

 

—

 

Common stock, $.0001 par value, 180,000,000 shares authorized, 103,690,340 and 103,566,715 shares issued and outstanding, respectively

 

10

 

 

10

 

Additional paid-in capital

 

1,335,586

 

 

1,335,361

 

Accumulated distributions in excess of accumulated earnings

 

(728,619

)

 

(679,514

)

Total stockholders’ equity

 

606,977

 

 

655,857

 

Total liabilities and stockholders’ equity

$

892,884

 

$

946,931

 

Franklin Street Properties Corp. Financial Results

Supplementary Schedule C

Condensed Consolidated Statements of Cash Flows

(Unaudited)

 

 

 

 

 

 

 

For the

 

 

Year Ended

 

 

December 31,

(in thousands)

 

 

2025

 

 

 

2024

 

Cash flows from operating activities:

 

 

Net loss

$

(44,960

)

$

(52,723

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

Depreciation and amortization expense

 

45,330

 

 

47,742

 

Amortization of above and below market leases

 

—

 

 

(17

)

Amortization of other comprehensive income into interest expense

 

—

 

 

(355

)

Shares issued as compensation

 

225

 

 

270

 

Loss on extinguishment of debt

 

12

 

 

1,042

 

Loss on sale of properties and impairment of assets held for sale, net

 

12,902

 

 

20,826

 

Changes in operating assets and liabilities:

 

 

Tenant rent receivables

 

812

 

 

908

 

Straight-line rents

 

147

 

 

1,970

 

Lease acquisition costs

 

(1,171

)

 

(666

)

Prepaid expenses and other assets

 

(593

)

 

355

 

Accounts payable and accrued expenses

 

(3,982

)

 

(3,708

)

Accrued compensation

 

(703

)

 

(547

)

Tenant security deposits

 

(39

)

 

33

 

Payment of deferred leasing commissions

 

(4,227

)

 

(6,143

)

Net cash provided by operating activities

 

3,753

 

 

8,987

 

Cash flows from investing activities:

 

 

Property improvements, fixtures and equipment

 

(16,415

)

 

(25,213

)

Proceeds received from sales of properties

 

6,109

 

 

95,497

 

Net cash provided by (used in) investing activities

 

(10,306

)

 

70,284

 

Cash flows from financing activities:

 

 

Distributions to stockholders

 

(4,145

)

 

(4,140

)

Repayments of Bank note payable

 

—

 

 

(22,667

)

Repayments of Term loans payable

 

(716

)

 

(55,622

)

Repayments of Series A&B Senior Notes

 

(698

)

 

(76,379

)

Deferred financing costs

 

—

 

 

(5,660

)

Net cash used in financing activities

 

(5,559

)

 

(164,468

)

Net decrease in cash, cash equivalents and restricted cash

 

(12,112

)

 

(85,197

)

Cash, cash equivalents and restricted cash, beginning of year

 

42,683

 

 

127,880

 

Cash, cash equivalents and restricted cash, end of period

$

30,571

 

$

42,683

 

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule D

Real Estate Portfolio Summary Information

(Unaudited & Approximated)

 

 

 

Commercial portfolio lease expirations (1)

 

 

 

Total

% of

Year

Square Feet

Portfolio

2026

365,916

7.6

%

2027

500,108

10.4

%

2028

242,046

5.0

%

2029

561,561

11.7

%

2030

268,950

5.6

%

Thereafter (2)

2,869,082

59.7

%

 

4,807,663

100.0

%

____________________

(1) Percentages are determined based upon total square footage.

(2) Includes 1,496,641 square feet of vacancies at our owned properties as of December 31, 2025.

 

 

 

 

 

 

 

 

 

 

 

(dollars & square feet in 000’s)

 

As of December 31, 2025

 

 

 

 

 

 

% of

 

Square

 

% of

State

 

Properties

 

Investment

 

Portfolio

 

Feet

 

Portfolio

 

 

 

 

 

 

 

 

 

 

 

Colorado

 

4

 

$

427,404

 

53.8

%

 

2,142

 

44.5

%

Texas

 

7

 

 

256,088

 

32.3

%

 

1,908

 

39.7

%

Minnesota

 

3

 

 

110,230

 

13.9

%

 

758

 

15.8

%

Total

 

14

 

$

793,722

 

100.0

%

 

4,808

 

100.0

%

____________________

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule E

Portfolio and Other Supplementary Information

(Unaudited & Approximated)
 

Recurring Capital Expenditures

 

 

 

 

 

 

 

 

For the

(in thousands)

For the Three Months Ended

Year Ended

 

31-Mar-25

30-Jun-25

30-Sep-25

31-Dec-25

31-Dec-25

Tenant improvements

$

2,374

$

1,415

$

4,469

$

2,023

$

10,281

Deferred leasing costs

 

545

 

1,702

 

929

 

1,050

 

4,226

Non-investment capex

 

1,258

 

750

 

753

 

1,154

 

3,915

 

$

4,177

$

3,867

$

6,151

$

4,227

$

18,422

 

 

 

 

 

 

(in thousands)

For the Three Months Ended

Year Ended

 

31-Mar-24

30-Jun-24

30-Sep-24

31-Dec-24

31-Dec-24

Tenant improvements

$

2,619

$

2,558

$

4,444

$

4,173

$

13,794

Deferred leasing costs

 

2,237

 

511

 

421

 

2,974

 

6,143

Non-investment capex

 

1,019

 

1,480

 

1,658

 

2,568

 

6,725

 

$

5,875

$

4,549

$

6,523

$

9,715

$

26,662

 

 

 

 

Square foot & leased percentages

 

December 31,

 

December 31,

 

 

2025

 

2024

Owned Properties:

 

 

 

 

Number of properties

 

14

 

 

14

 

Square feet

 

4,807,663

 

 

4,806,253

 

Leased percentage

 

68.9

%

 

70.3

%

 

 

 

 

 

Consolidated Property – Single Asset REIT (SAR):

 

 

 

 

Number of properties

 

—

 

 

1

 

Square feet

 

—

 

 

213,760

 

Leased percentage

 

—

 

 

4.1

%

 

 

 

 

 

Total Owned and Consolidated Properties:

 

 

 

 

Number of properties

 

14

 

 

15

 

Square feet

 

4,807,663

 

 

5,020,013

 

Leased percentage

 

68.9

%

 

67.5

%

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule F

Percentage of Leased Space

(Unaudited & Estimated)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Third

 

 

 

Fourth

 

 

 

 

 

 

 

 

% Leased (1)

 

Quarter

 

% Leased (1)

 

Quarter

 

 

 

 

 

 

 

 

as of

 

Average %

 

as of

 

Average %

 

 

Property Name

 

Location

 

Square Feet

 

30-Sep-25

 

Leased (2)

 

31-Dec-25

 

Leased (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

 

PARK TEN

 

Houston, TX

 

157,609

 

86.8

%

 

91.6

%

 

86.8

%

 

86.8

%

2

 

PARK TEN PHASE II

 

Houston, TX

 

156,746

 

76.3

%

 

75.7

%

 

76.3

%

 

76.3

%

3

 

GREENWOOD PLAZA

 

Englewood, CO

 

196,236

 

65.0

%

 

65.0

%

 

65.0

%

 

65.0

%

4

 

ADDISON

 

Addison, TX

 

289,333

 

67.7

%

 

67.7

%

 

67.7

%

 

67.7

%

5

 

LIBERTY PLAZA

 

Addison, TX

 

217,841

 

65.4

%

 

66.5

%

 

66.9

%

 

66.4

%

6

 

ELDRIDGE GREEN

 

Houston, TX

 

248,399

 

100.0

%

 

100.0

%

 

100.0

%

 

100.0

%

7

 

121 SOUTH EIGHTH ST

 

Minneapolis, MN

 

297,744

 

78.5

%

 

77.9

%

 

80.4

%

 

79.1

%

8

 

801 MARQUETTE AVE

 

Minneapolis, MN

 

129,691

 

91.8

%

 

91.8

%

 

91.8

%

 

91.8

%

9

 

LEGACY TENNYSON CTR

 

Plano, TX

 

209,562

 

60.9

%

 

60.9

%

 

60.9

%

 

60.9

%

10

 

WESTCHASE I & II

 

Houston, TX

 

629,025

 

66.2

%

 

65.7

%

 

66.2

%

 

66.2

%

11

 

1999 BROADWAY

 

Denver, CO

 

682,639

 

50.2

%

 

50.4

%

 

50.7

%

 

50.3

%

12

 

1001 17TH STREET

 

Denver, CO

 

650,607

 

75.1

%

 

75.1

%

 

76.4

%

 

75.6

%

13

 

PLAZA SEVEN

 

Minneapolis, MN

 

330,096

 

51.0

%

 

51.0

%

 

51.0

%

 

51.0

%

14

 

600 17TH STREET

 

Denver, CO

 

612,135

 

72.5

%

 

72.5

%

 

69.1

%

 

69.4

%

 

 

OWNED PORTFOLIO

 

 

 

4,807,663

 

68.9

%

 

69.0

%

 

68.9

%

 

68.6

%

____________________

(1) % Leased as of month’s end includes all leases that expire on the last day of the quarter.

(2) Average quarterly percentage is the average of the end of the month leased percentage for each of the three months during the quarter.

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule G

Largest 20 Tenants – FSP Owned Portfolio

(Unaudited & Estimated)

The following table includes the largest 20 tenants in FSP’s owned portfolio based on total square feet:

As of December 31, 2025

 

 

 

 

 

 

 

 

 

 

 

 

 

% of

 

 

Tenant

 

Sq Ft

 

Portfolio

1

 

CITGO Petroleum Corporation

 

248,399

 

5.2

%

2

 

EOG Resources, Inc.

 

169,167

 

3.5

%

3

 

US Government

 

168,573

 

3.5

%

4

 

Kaiser Foundation Health Plan, Inc.

 

120,979

 

2.5

%

5

 

Deluxe Corporation

 

98,922

 

2.0

%

6

 

Ping Identity Corp.

 

89,856

 

1.9

%

7

 

Olin Corporation

 

81,480

 

1.7

%

8

 

Permian Resources Operating, LLC

 

67,856

 

1.4

%

9

 

Hall and Evans LLC

 

65,878

 

1.4

%

10

 

Cyxtera Management, Inc.

 

61,826

 

1.3

%

11

 

Precision Drilling (US) Corporation

 

59,569

 

1.2

%

12

 

PwC US Group

 

54,334

 

1.1

%

13

 

Coresite, LLC

 

49,518

 

1.0

%

14

 

Schwegman, Lundberg & Woessner, P.A.

 

46,269

 

1.0

%

15

 

Ark-La-Tex Financial Services, LLC.

 

41,011

 

0.9

%

16

 

Invenergy, LLC.

 

35,088

 

0.7

%

17

 

Chevron U.S.A., Inc.

 

35,088

 

0.7

%

18

 

Moss, Luse & Womble, LLC

 

34,071

 

0.7

%

19

 

QB Energy Operating, LLC.

 

34,063

 

0.7

%

20

 

International Business Machines Corporation

 

31,564

 

0.7

%

 

 

Total

 

1,593,511

 

33.1

%

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule H

Reconciliation and Definitions of Funds From Operations (“FFO”) and

Adjusted Funds From Operations (“AFFO”)

A reconciliation of Net loss to FFO and AFFO is shown below and a definition of FFO and AFFO is provided on Supplementary Schedule I. Management believes FFO and AFFO are used broadly throughout the real estate investment trust (REIT) industry as measurements of performance. The Company has included the National Association of Real Estate Investment Trusts (NAREIT) FFO definition as of May 17, 2016 in the table and notes that other REITs may not define FFO in accordance with the current NAREIT definition or may interpret the current NAREIT definition differently. The Company’s computation of FFO and AFFO may not be comparable to FFO or AFFO reported by other REITs or real estate companies that define FFO or AFFO differently.

 

 

 

 

 

 

 

 

 

Reconciliation of Net loss to FFO and AFFO:

 

Three Months Ended

 

Year Ended

 

 

December 31,

 

December 31,

(In thousands, except per share amounts)

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(7,323

)

 

$

(8,526

)

 

$

(44,960

)

 

$

(52,723

)

Loss on sale of properties and impairment of asset held for sale, net

 

 

2

 

 

 

367

 

 

 

12,902

 

 

 

20,826

 

Depreciation & amortization

 

 

10,609

 

 

 

10,755

 

 

 

42,609

 

 

 

44,757

 

NAREIT FFO

 

 

3,288

 

 

 

2,596

 

 

 

10,551

 

 

 

12,860

 

Lease Acquisition costs

 

 

153

 

 

 

111

 

 

 

456

 

 

 

426

 

Funds From Operations (FFO)

 

$

3,441

 

 

$

2,707

 

 

$

11,007

 

 

$

13,286

 

 

 

 

 

 

 

 

 

 

Funds From Operations (FFO)

 

$

3,441

 

 

$

2,707

 

 

$

11,007

 

 

$

13,286

 

Loss on extinguishment of debt

 

 

—

 

 

 

428

 

 

 

12

 

 

 

1,042

 

Amortization of deferred financing costs

 

 

677

 

 

 

703

 

 

 

2,722

 

 

 

2,968

 

Shares issued as compensation

 

 

—

 

 

 

—

 

 

 

225

 

 

 

270

 

Straight-line rent

 

 

188

 

 

 

720

 

 

 

147

 

 

 

1,969

 

Tenant improvements

 

 

(2,023

)

 

 

(4,173

)

 

 

(10,281

)

 

 

(13,794

)

Leasing commissions

 

 

(1,050

)

 

 

(2,974

)

 

 

(4,226

)

 

 

(6,143

)

Non-investment capex

 

 

(1,154

)

 

 

(2,568

)

 

 

(3,915

)

 

 

(6,725

)

Adjusted Funds From Operations (AFFO)

 

$

79

 

 

$

(5,157

)

 

$

(4,309

)

 

$

(7,127

)

 

 

 

 

 

 

 

 

 

Per Share Data

 

 

 

 

 

 

 

 

EPS

 

$

(0.07

)

 

$

(0.08

)

 

$

(0.43

)

 

$

(0.51

)

FFO

 

$

0.03

 

 

$

0.03

 

 

$

0.11

 

 

$

0.13

 

AFFO

 

$

0.00

 

 

$

(0.05

)

 

$

(0.04

)

 

$

(0.07

)

 

 

 

 

 

 

 

 

 

Weighted average shares (basic and diluted)

 

 

103,690

 

 

 

103,567

 

 

 

103,640

 

 

 

103,510

 

Funds From Operations (“FFO”)

The Company evaluates performance based on Funds From Operations, which we refer to as FFO, as management believes that FFO represents the most accurate measure of activity and is the basis for distributions paid to equity holders. The Company defines FFO as net income or loss (computed in accordance with GAAP), excluding gains (or losses) from sales of property, hedge ineffectiveness, acquisition costs of newly acquired properties that are not capitalized and lease acquisition costs that are not capitalized plus depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges on mortgage loans, properties or investments in non-consolidated REITs, and after adjustments to exclude equity in income or losses from, and, to include the proportionate share of FFO from, non-consolidated REITs.

FFO should not be considered as an alternative to net income or loss (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs.

Other real estate companies and the National Association of Real Estate Investment Trusts, or NAREIT, may define this term in a different manner. We have included the NAREIT FFO as of May 17, 2016 in the table and note that other REITs may not define FFO in accordance with the current NAREIT definition or may interpret the current NAREIT definition differently than we do.

We believe that in order to facilitate a clear understanding of the results of the Company, FFO should be examined in connection with net income or loss and cash flows from operating, investing and financing activities in the consolidated financial statements.

Adjusted Funds From Operations (“AFFO”)

The Company also evaluates performance based on Adjusted Funds From Operations, which we refer to as AFFO. The Company defines AFFO as (1) FFO, (2) excluding loss on extinguishment of debt that is non-cash, (3) excluding our proportionate share of FFO and including distributions received, from non-consolidated REITs, (4) excluding the effect of straight-line rent, (5) plus the amortization of deferred financing costs, (6) plus the value of shares issued as compensation and (7) less recurring capital expenditures that are generally for maintenance of properties, which we call non-investment capex or are second generation capital expenditures. Second generation costs include re-tenanting space after a tenant vacates, which include tenant improvements and leasing commissions.

We exclude development/redevelopment activities, capital expenditures planned at acquisition and costs to reposition a property. We also exclude first generation leasing costs, which are generally to fill vacant space in properties we acquire or were planned for at acquisition.

AFFO should not be considered as an alternative to net income or loss (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs. Other real estate companies may define this term in a different manner. We believe that in order to facilitate a clear understanding of the results of the Company, AFFO should be examined in connection with net income or loss and cash flows from operating, investing and financing activities in the consolidated financial statements.

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule I

Reconciliation and Definition of Sequential Same Store results to property Net Operating Income (NOI) and Net Income

Net Operating Income (“NOI”)

The Company provides property performance based on Net Operating Income, which we refer to as NOI. Management believes that investors are interested in this information. NOI is a non-GAAP financial measure that the Company defines as net income or loss (the most directly comparable GAAP financial measure) plus general and administrative expenses, depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges, interest expense, less equity in earnings of nonconsolidated REITs, interest income, management fee income, hedge ineffectiveness, gains or losses on extinguishment of debt, gains or losses on the sale of assets and excludes non-property specific income and expenses. The information presented includes footnotes and the data is shown by region with properties owned in the periods presented, which we call Sequential Same Store. The comparative Sequential Same Store results include properties held for all periods presented. We exclude properties that have been placed in service, but that do not have operating activity for all periods presented, dispositions and significant nonrecurring income such as bankruptcy settlements and lease termination fees. NOI, as defined by the Company, may not be comparable to NOI reported by other REITs that define NOI differently. NOI should not be considered an alternative to net income or loss as an indication of our performance or to cash flows as a measure of the Company’s liquidity or its ability to make distributions. The calculations of NOI and Sequential Same Store are shown in the following table:

 

 

Rentable

Square Feet

 

Three Months Ended

 

Three Months Ended

 

Inc

 

%

(in thousands)

 

or RSF

 

31-Dec-25

 

30-Sep-25

 

(Dec)

 

Change

Region

 

 

 

 

 

 

 

 

 

 

MidWest

 

758

 

 

1,320

 

 

 

1,489

 

 

 

(169

)

 

(11.3

)%

South

 

1,908

 

 

4,740

 

 

 

4,144

 

 

 

596

 

 

14.4

%

West

 

2,142

 

 

5,683

 

 

 

5,450

 

 

 

233

 

 

4.3

%

Property NOI* from Owned Properties

 

4,808

 

 

11,743

 

 

 

11,083

 

 

 

660

 

 

6.0

%

Disposition and Acquisition Properties (a)

 

–

 

 

61

 

 

 

9

 

 

 

52

 

 

0.4

%

NOI*

 

4,808

 

$

11,804

 

 

$

11,092

 

 

$

712

 

 

6.4

%

 

 

 

 

 

 

 

 

 

 

 

Sequential Same Store

 

 

 

$

11,743

 

 

$

11,083

 

 

$

660

 

 

6.0

%

 

 

 

 

 

 

 

 

 

 

 

Less Nonrecurring

 

 

 

 

 

 

 

 

 

 

Items in NOI* (b)

 

 

 

 

194

 

 

 

52

 

 

 

142

 

 

(1.3

)%

 

 

 

 

 

 

 

 

 

 

 

Comparative

 

 

 

 

 

 

 

 

 

 

Sequential Same Store

 

 

 

$

11,549

 

 

$

11,031

 

 

$

518

 

 

4.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation to

 

 

 

Three Months Ended

 

Three Months Ended

 

 

 

 

Net loss

 

 

 

31-Dec-25

 

30-Sep-25

 

 

 

 

Net loss

 

 

 

$

(7,323

)

 

$

(8,326

)

 

 

 

 

Add (deduct):

 

 

 

 

 

 

 

 

 

 

Loss on extinguishment of debt

 

 

 

 

—

 

 

 

7

 

 

 

 

 

(Gain) loss on sale of properties and impairment of assets held for sale, net

 

 

 

 

2

 

 

 

—

 

 

 

 

 

Management fee income

 

 

 

 

(363

)

 

 

(345

)

 

 

 

 

Depreciation and amortization

 

 

 

 

10,609

 

 

 

10,550

 

 

 

 

 

Amortization of above/below market leases

 

 

 

 

—

 

 

 

—

 

 

 

 

 

General and administrative

 

 

 

 

2,628

 

 

 

3,034

 

 

 

 

 

Interest expense

 

 

 

 

6,340

 

 

 

6,348

 

 

 

 

 

Interest income

 

 

 

 

(230

)

 

 

(249

)

 

 

 

 

Non-property specific items, net

 

 

 

 

141

 

 

 

73

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOI*

 

 

 

$

11,804

 

 

$

11,092

 

 

 

 

 

(a) We define Disposition and Acquisition Properties as properties that were sold acquired or consolidated and do not have operating activity for all periods presented.

(b) Nonrecurring Items in NOI include proceeds from bankruptcies, lease termination fees or other significant nonrecurring income or expenses, which may affect comparability.

*Excludes NOI from investments in and interest income from secured loans to non-consolidated REITs.

 

For Franklin Street Properties Corp.

Georgia Touma (877) 686-9496

KEYWORDS: Massachusetts United States North America

INDUSTRY KEYWORDS: Other Construction & Property Commercial Building & Real Estate Construction & Property REIT

MEDIA:

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Dynagas LNG Partners LP Announces Date for the Release of the Fourth Quarter and Year Ended 2025 Results

ATHENS, Greece, March 09, 2026 (GLOBE NEWSWIRE) — Dynagas LNG Partners LP (NYSE: “DLNG”) (“Dynagas Partners” or the “Partnership”), an owner and operator of LNG carriers, today announced that it will release its financial results for the fourth quarter and year ended December 31, 2025, before market opens in New York on Friday, March 13, 2026.

An accompanying slide presentation of the fourth quarter and year end 2025 financial results will be available on the Dynagas LNG Partners website under the Presentations section of the Investor Relations page.

About Dynagas
LNG
Partners
LP

Dynagas LNG Partners LP (NYSE: DLNG) is a master limited partnership which owns and operates LNG carriers employed on multi-year charters. The Partnership’s current fleet consists of six LNG carriers, with aggregate carrying capacity of approximately 914,000 cubic meters.

Visit the Partnership’s website at www.dynagaspartners.com.

Contact
Information:

Dynagas
LNG
Partners
LP
Attention: Michael Gregos
Tel. +30 210 8917960
Email: [email protected]

Investor
Relations
/
Financial
Media
Nicolas Bornozis/Markella Kara
Capital Link, Inc.
230 Park Avenue, Suite 1540
New York, NY 10169
Tel. (212) 661-7566
E-mail: [email protected]



Posted on

Voyager Reports Fourth Quarter and Full Year 2025 Financial Results, Enters 2026 with Record Backlog, Increases 2026 Revenue Guidance

Voyager Reports Fourth Quarter and Full Year 2025 Financial Results, Enters 2026 with Record Backlog, Increases 2026 Revenue Guidance

DENVER–(BUSINESS WIRE)–
Voyager Technologies, Inc. (NYSE: VOYG) (“Voyager” or the “Company”), today announced financial results for the fourth quarter and full year 2025.

Based on record year-end 2025 Backlog of $265.6 million, Voyager is increasing its 2026 revenue guidance to be in the range of $225 million – $255 million.

Fourth Quarter and Full-Year 2025 Business Highlights

  • Delivered record fourth quarter net sales of $46.7 million, including 63% growth from the Defense and National Security segment

  • Net sales for the full year of $166.4 million up 15% year over year

  • Record year-end Total Backlog of $265.6 million, an increase of 33% over the prior year

  • Strengthened portfolio capabilities across propulsion, energetics, space infrastructure and defense systems, completing five strategic acquisitions, including ExoTerra Resource and Estes Energetics during the fourth quarter

  • Advanced development of Starlab, achieving ten NASA milestones in 2025 (four during the fourth quarter) and 31 milestones to date, receiving $56.0 million during 2025 and $183.2 million inception-to-date in cash milestone proceeds

  • Ended full year 2025 with total liquidity of $704.7 million, a 15% sequential quarterly increase

  • Incurred fourth quarter net loss of $(30.2) million and loss per share of $(0.52); non-GAAP adjusted loss of $(21.7) million and non-GAAP adjusted loss per share of $(0.37), full year net loss of $(116.1) million and loss per share of $(2.89); non-GAAP adjusted loss of $(82.4) million and non-GAAP adjusted loss per share of $(2.05)

  • Fourth quarter Non-GAAP Adjusted EBITDA of $(21.8) million, and full year of $(69.9) million

“2025 was a transformational year for Voyager. We successfully completed our IPO, delivered record fourth quarter revenue, and closed the year with record backlog and liquidity over $700 million. Demand across defense, national security and space continues to accelerate and we are investing to address that increasing demand,” said Voyager Technologies CEO Dylan Taylor.

Taylor continued, “The strategic acquisitions completed this year — particularly ExoTerra and Estes Energetics — significantly enhance our propulsion and energetics platform, deepen our vertical integration, and expand our ability to support Golden Dome missile defense programs, resilient space infrastructure, and mission-critical national security priorities. Starlab accomplished meaningful milestones, ending the year with the completion of our commercial Critical Design Review, validating the maturity of the program as we transition to full system procurement and development. With record backlog, enhanced capabilities, and ample liquidity, we are entering 2026 from a position of strength — focused on converting accelerating demand into sustained revenue growth and long-term shareholder value.”

Business Outlook for the Full Year 2026

For the full year 2026, Voyager now expects total net sales in the range of $225 million to $255 million, representing year-over-year growth in the range of 35% to 53%. This outlook underscores the resilience of our business model and reflects the successful execution of its growth strategy, including contributions from recently acquired businesses, while recognizing uncertainty in the near-term attributable to the government shutdown.

The foregoing estimates are forward-looking and reflect management’s view of current and future market conditions, subject to certain risks and uncertainties, including certain assumptions with respect to our ability to efficiently and on a timely basis integrate acquisitions, obtain and retain contracts, changes in the timing and/or amount of government spending, react to changes in the demand for our products, activities of competitors, changes in the regulatory environment, and general economic and business conditions in the United States and elsewhere in the world. Investors are reminded that actual results may differ materially from these estimates and investors should review all risks related to achievement of the guidance reflected under “forward-looking statements” below and in the Company’s filings with the Securities and Exchange Commission.

Business and Financial Performance Results

Voyager’s net sales for the three months ended December 31, 2025, were $46.7 million, up 24% year over year, and up 46% when adjusted for the planned wind-down of the NASA services contract within the Space Solutions segment. For the full year, achieved net sales of $166.4 million, up 15% year over year, and up 27% when adjusted for the planned wind-down of the NASA services contract within the Space Solutions segment.

Voyager’s Defense and National Security segment provides leading technology capabilities that support marquee programs with expertise in defense systems, signals intelligence, communication technologies, and guidance, navigation and control systems. For the three month ended December 31, 2025, the Defense and National Security segment net sales increased $13.7 million, or 63% year over year, to $35.7 million, primarily driven by progress on the Next Generation Interceptor (“NGI”) program and an undisclosed program. For the full year the Defense and National Security segment increased net sales 59% to $123.0 million.

Voyager’s Space Solutions segment operates at the forefront of space technology, specializing in mission enabling, reliable hardware, software and engineering services for space missions. For the three month ended December 31, 2025, the Space Solutions segment net sales declined $5.2 million, or 29% year over year, to $12.5 million primarily due to the anticipated conclusion of a multi-year service contract with NASA. For the full year the Space Solutions segment experienced decreased net sales of (36)% to $47.6 million.

Our Starlab Space Stations segment is a Voyager-led, majority-owned joint venture focused on developing the commercial replacement for the International Space Station. While Starlab does not generate revenue today, nor is expected to generate revenue in the near term, we have received significant funding from NASA under our Space Act Agreement. In the fourth quarter of 2025, Starlab achieved four key milestones and received $9.5 million in cash from NASA, highlighting strong progress and continued momentum.

Backlog

As of December 31, 2025, total backlog was $265.6 million, including $146.1 million of funded backlog from signed contracts with remaining work. Funded contracts represent definitized contracts for performance obligations from customers that contain the right to receive consideration in exchange for goods transferred to the customer. The unfunded portion (also referred to as unfunded contract options) includes contract options not yet exercised and potential work under Indefinite Delivery/Indefinite Quantity contracts.

Innovation Spend

Innovation is a foundational pillar of our long-term strategy and a key differentiator across the defense, national security and space sectors. For the three month ended December 31, 2025, innovation spend was 21.9% of net sales, excluding Starlab, and 132% on a consolidated basis. See Table 5 for additional details.

Conference Call and Live Webcast

Voyager Technologies, Inc. will host its fourth quarter 2025 earnings conference call Tuesday, March 10, 2026, at 9 a.m. ET. Hosting the call to review results will be Dylan Taylor, Chief Executive Officer; Phil De Sousa, Chief Financial Officer; and Adi Padva, Senior Vice President, Corporate Development and Investor Relations.

A live webcast of the call will be made available on the Events & Presentations section of Voyager’s Investor Relations website at investors.voyagertechnologies.com. The earnings release and presentation will be posted to the Investor Relations website prior to the call.

A replay of the call will be available approximately one hour after the call through the archived webcast on the Events & Presentations section of Voyager’s Investor Relations website.

Audio Replay

An audio replay of the event will be archived on the Investor Relations section of the Company’s website at https://investors.voyagertechnologies.com.

About Voyager Technologies, Inc.

Voyager Technologies is a defense and space technology company committed to advancing and delivering transformative, mission-critical solutions. By tackling the most complex challenges, Voyager aims to unlock new frontiers for human progress, fortify national security, and protect critical assets from ground to space. For more information visit: voyagertechnologies.com and follow on LinkedIn and X.

Non-GAAP Financial Measures

Non-GAAP financial measures are not calculated or presented in accordance with GAAP and other companies in our industry may calculate them differently than we do. As a result, non-GAAP financial measures have limitations as analytical and comparative tools and you should not consider them in isolation, or as a substitute, for analysis of our results as reported under GAAP. In addition, in evaluating Adjusted EBITDA, adjusted earnings per share and free cash flow, you should be aware that in the future we may incur expenses similar to those eliminated in this presentation. Our presentation of Adjusted EBITDA, adjusted loss per share and free cash flow should not be construed as an inference that our future results will be unaffected by unusual items. Management compensates for these limitations by primarily relying on our GAAP results in addition to using Adjusted EBITDA, adjusted earnings per share and free cash flow supplementally.

Adjusted EBITDA

We consider Adjusted EBITDA to be a useful, supplemental, measure of our operating performance. We use Adjusted EBITDA to supplement GAAP measures in evaluating the performance of our business and the effectiveness of our strategies, to make budgeting decisions, make certain compensation decisions, and to compare our performance against that of our peer companies, many of which present similar non-GAAP financial measures.

In addition, we believe Adjusted EBITDA provides a useful measure for period-to-period comparisons of our business, as they remove the impact of our capital structure and other items not indicative of our core operating performance from operating results.

We define EBITDA as net loss attributable to Voyager Technologies, Inc. plus (less) finance and interest expense, provision for income tax expense (benefit), and depreciation and amortization. We define Adjusted EBITDA as EBITDA adjusted for stock-based compensation, business acquisition costs, restructuring charges, impairment losses, income (loss) attributable to noncontrolling interests, and other items we do not believe are indicative of our core operating performance, including incremental organizational costs attributable to our initial public offering, changes in the fair value of earnout liabilities, and foreign exchange gain/loss.

Free Cash Flow

We consider free cash flow to be a useful, supplemental measure of our ability to generate cash on a normalized basis. We use free cash flow to supplement GAAP measures in evaluating our flexibility to allocate capital and pursue opportunities that may enhance shareholder value and the effectiveness of our strategies, to make budgeting decisions and to compare our performance against that of our peer companies, many of which present similar non-GAAP financial measures.

We believe that while expenditures and dispositions of property, plant and equipment will fluctuate on a period-to-period basis, we seek to ensure that we have adequate capital on hand to maintain ongoing operations and enable growth of the business. Additionally, free cash flow is of limited usefulness in that it does not represent residual cash flows available for discretionary expenditures due to the fact the measures do not deduct the payments required for debt service and other contractual obligations or payments.

We define free cash flow as the sum of our cash (used in) provided by operating activities less our net capital expenditures. The net capital expenditures of the Company are defined as the gross capital expenditures for the purchase of property and equipment less the grant funding we received in order to make such purchases. Based on the nature of government grants for purposes of funding capital expenditures on our Starlab program, these grants are pass through for purposes of making capital expenditures as they are directly used to source funding on capital expenditures. Our calculation of free cash flow may not be comparable to the calculation of similarly titled measures reported by other companies.

Adjusted Earnings Per Share

We consider adjusted earnings per share to be a useful, supplemental measure of our operations on a per share basis adjusting for items that are considered either non-operational or significant infrequent expenses or that are sources of income that are not recurring to the business on a frequent basis. We define adjusted earnings per share as the net income/loss attributable to common stockholders adjusted for stock-based compensation, business acquisition costs, restructuring, and other items mainly related to financing expenses and other individually immaterial items divided by our diluted basis number of weighted average shares outstanding during the period. Since the adjustments made for presentational purposes do not impact the tax basis of the Company, the adjustments have been presented on a tax free basis.

Innovation Spend

We are focused on delivering innovative solutions to the defense, national security and space end markets, and research and development is at the core of our business. We believe innovation spend and innovation spend excluding Starlab provide our management and investors useful measures of our aggregate spend on research and development type activities in support of our customers’ needs and our future growth.

However, innovation spend is an operating metric, not a financial measure calculated or presented in accordance with GAAP, and companies in our industry may calculate innovation spend or similar operating metrics differently than we do. We define innovation spend as research and development costs associated with IRS Section 174 categorization, as well as spend on designated development programs. Development programs are defined as initiatives that, when developed, will expand the Company’s product offerings under a customer funded arrangement. Innovation spend is comprised of various costs recognized in cost of sales and research and development costs within the consolidated statements of operations, as well as certain costs capitalized within property and equipment, net on our consolidated balance sheets. We define innovation spend excluding Starlab as innovation spend, minus the portion of innovation spend attributable to Starlab Space Stations.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. We intend all forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements in this presentation that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding Voyager’s financial outlook, anticipated financial and operational performance and liquidity, including without limitation, long-term cash generation, and other projections. The words “expect,” “expectation,” “believe,” “anticipate,” “may,” “could,” “intend,” “belief,” “plan,” “estimate,” “target,” “predict,” “likely,” “seek,” “project,” “model,” “ongoing,” “will,” “should,” “forecast,” “outlook” or similar terminology are intended to identify forward-looking statements, though not all forward-looking statements use these words or expressions. These forward-looking statements are based on and reflect our current expectations, estimates, assumptions and/or projections, our perception of historical trends and current conditions, as well as other factors that we believe are appropriate and reasonable under the circumstances. Forward-looking statements are neither promises nor guarantees of future events, circumstances or performance and are inherently subject to known and unknown risks, uncertainties and other important factors that could cause our actual results, performance or achievements to differ materially from those indicated by those statements including, but not limited to: our ability to generate, sustain and manage our growth given our limited operating history in an evolving industry; factors out of our control that affect our success and revenue growth; our ability to generate a sustainable order rate for our products and services and develop new technologies to meet customer needs; our compliance with development contracts with third-parties and losses from fixed price contracts; our history of losses and ability to achieve profitability; risks related to Starlab; the unpredictable environment of space; our customer concentration and risks with contracting with the U.S. government; risk related to our international operations, currency fluctuations and political or economic instability in markets in which we operate; risks related to our compliance with new or existing data privacy, cybersecurity and other applicable regulations; our inability to adequately enforce and protect our intellectual property; our ability to consummate future acquisitions on satisfactory terms or effectively integrate acquired operations; and other important factors discussed in the section entitled “Risk Factors” in our Annual Report on Form 10-K to be filed with the Securities and Exchange Commission (the “SEC”) , as any such factors may be updated from time to time in our other filings with the SEC, accessible on the SEC’s website at www.sec.gov and our investor relations site at investors.voyagertechnologies.com.

The forward-looking statements included in this announcement are only made as of the date of this press release. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable law.

Website Disclosure

Investors and others should note that we announce material financial and operational information to our investors using press releases, SEC filings and public conference calls and webcasts, as well as our investor relations site at investors.voyagertechnologies.com. We may also use our website as a distribution channel of material information about the company. In addition, you may automatically receive email alerts and other information about Voyager when you enroll your email address by visiting the “Investor Email Alerts” option under the Resources tab on investors.voyagertechnologies.com.

CONSOLIDATED BALANCE SHEETS

(Unaudited, in thousands, except share and per share amounts)
 

 

December 31,

 

 

2025

 

 

 

2024

 

ASSETS

Current assets:

 

 

 

Cash and cash equivalents

$

491,329

 

 

$

55,930

 

Accounts receivable, net

 

29,819

 

 

 

15,360

 

Contract assets

 

29,786

 

 

 

17,304

 

Inventories

 

3,825

 

 

 

1,526

 

Prepaid expenses and other current assets

 

26,541

 

 

 

11,461

 

TOTAL CURRENT ASSETS

 

581,300

 

 

 

101,581

 

Property and equipment, net

 

164,286

 

 

 

49,439

 

Operating lease right-of-use assets

 

18,164

 

 

 

8,167

 

Intangible assets, net

 

98,982

 

 

 

34,684

 

Goodwill

 

157,674

 

 

 

46,515

 

Other assets

 

30,048

 

 

 

7,210

 

TOTAL ASSETS(1)

$

1,050,454

 

 

$

247,596

 

 

 

 

 

LIABILITIES, MEZZANINE EQUITY, AND EQUITY (DEFICIT)

 

 

 

Current liabilities:

 

 

 

Accounts payable

$

27,386

 

 

$

22,787

 

Contract liabilities

 

24,338

 

 

 

21,365

 

Operating lease liabilities

 

5,831

 

 

 

3,000

 

SMI promissory note, current

 

—

 

 

 

665

 

Accrued expenses and other current liabilities

 

75,472

 

 

 

39,594

 

TOTAL CURRENT LIABILITIES

 

133,027

 

 

 

87,411

 

Term loan, net

 

—

 

 

 

56,991

 

Operating lease liabilities, non-current

 

13,336

 

 

 

6,205

 

Contract liabilities, non-current

 

7,899

 

 

 

2,762

 

Convertible notes, net

 

447,634

 

 

 

7,435

 

Embedded derivatives

 

—

 

 

 

2,723

 

Deferred tax liabilities

 

8,858

 

 

 

112

 

SMI promissory note

 

—

 

 

 

23,928

 

Other long-term liabilities

 

10,167

 

 

 

102

 

TOTAL LIABILITIES(1)

$

620,921

 

 

$

187,669

 

Mezzanine equity:

 

 

 

Class A-1 redeemable preferred stock: $0.0001 par value; 0 shares authorized, issued and outstanding at December 31, 2025; 7,500,000 shares authorized and 6,967,720 shares issued and outstanding at December 31, 2024; redeemable at the option of the holder with a liquidation preference of $105,581 at December 31, 2024

$

—

 

 

$

93,496

 

Redeemable noncontrolling interests

 

—

 

 

 

32,431

 

Equity (Deficit):

 

 

 

Class A preferred stock: $0.0001 par value per share; 0 shares authorized, issued, and outstanding at December 31, 2025; 1 share authorized, issued, and outstanding at December 31, 2024; liquidation preference of $1 at December 31, 2024

 

—

 

 

 

—

 

Class B convertible preferred stock: $0.0001 par value per share; 0 shares authorized, issued, and outstanding at December 31, 2025; 4,400,000 shares authorized and 3,285,995 shares issued and outstanding at December 31, 2024; liquidation preference of $146,454 at December 31, 2024

 

—

 

 

 

132,835

 

Class C preferred stock: $0.0001 par value per share; 0 shares authorized, issued, and outstanding at December 31, 2025; 4,600,000 shares authorized and 1,537,818 shares issued and outstanding at December 31, 2024

 

—

 

 

 

63,464

 

Common stock: $0.0001 par value per share; 0 shares authorized, issued, and outstanding at December 31, 2025; 375,000,000 shares authorized and 13,297,289 shares issued and outstanding at December 31, 2024

 

—

 

 

 

1

 

Class A common stock: $0.0001 par value per share; 400,000,000 shares authorized; 54,546,859 shares issued and 53,383,859 outstanding at December 31, 2025, 0 shares authorized, issued, and outstanding at December 31, 2024

 

5

 

 

 

—

 

Class B common stock: $0.0001 par value per share; 50,000,000 shares authorized; 5,758,566 shares issued and outstanding at December 31, 2025, 0 shares issued and outstanding at December 31, 2024

 

1

 

 

 

—

 

Additional paid-in capital

 

797,438

 

 

 

15,081

 

Treasury stock, at cost

 

(27,702

)

 

 

—

 

Accumulated other comprehensive (loss) income

 

(95

)

 

 

28

 

Accumulated deficit

 

(385,927

)

 

 

(281,113

)

Total Voyager Technologies, Inc. equity (deficit)

 

383,720

 

 

 

(69,704

)

Noncontrolling interests

 

45,813

 

 

 

3,704

 

TOTAL EQUITY (DEFICIT)

 

429,533

 

 

 

(66,000

)

TOTAL LIABILITIES, MEZZANINE EQUITY, AND EQUITY (DEFICIT)

$

1,050,454

 

 

$

247,596

 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in thousands, except share and per share amounts)
 

 

Three Months Ended

 

Years Ended

 

December 31, 2025

 

December 31, 2024

 

December 31, 2025

 

December 31, 2024

Net sales

$

46,651

 

 

$

37,712

 

 

$

166,419

 

 

$

144,180

 

Cost of sales

 

36,661

 

 

 

27,564

 

 

 

136,544

 

 

 

109,265

 

Selling, general, and administrative

 

35,452

 

 

 

18,512

 

 

 

117,085

 

 

 

62,570

 

Research and development

 

5,173

 

 

 

371

 

 

 

12,753

 

 

 

7,611

 

Impairment losses

 

—

 

 

 

—

 

 

 

—

 

 

 

3,594

 

Amortization of acquired intangibles

 

3,394

 

 

 

3,047

 

 

 

8,535

 

 

 

9,582

 

Loss from operations

$

(34,029

)

 

$

(11,782

)

 

$

(108,498

)

 

$

(48,442

)

Other income (expense):

 

 

 

 

 

 

 

Change in fair value of embedded derivatives

$

—

 

 

$

387

 

 

$

—

 

 

$

387

 

Loss on debt extinguishment

 

—

 

 

 

1,905

 

 

 

(7,804

)

 

 

(9,392

)

Finance and interest expense, net

 

(1,369

)

 

 

(2,987

)

 

 

(6,821

)

 

 

(12,016

)

Other income, net

 

3,589

 

 

 

1,173

 

 

 

10,351

 

 

 

2,127

 

Loss before income taxes

 

(31,809

)

 

 

(11,304

)

 

 

(112,772

)

 

 

(67,336

)

Income tax expense (benefit)

 

1,193

 

 

 

(1,926

)

 

 

(440

)

 

 

(1,708

)

Net loss

 

(33,002

)

 

 

(9,378

)

 

 

(112,332

)

 

 

(65,628

)

Net loss attributable to noncontrolling interests

 

(2,781

)

 

 

(418

)

 

 

(7,518

)

 

 

(3,556

)

Net loss attributable to Voyager Technologies, Inc.

 

(30,221

)

 

 

(8,960

)

 

 

(104,814

)

 

 

(62,072

)

Less: dividends accrued on preferred stock

 

(1

)

 

 

5,737

 

 

 

11,258

 

 

 

21,816

 

Net loss available to common shareholders

$

(30,220

)

 

$

(14,697

)

 

$

(116,072

)

 

$

(83,888

)

 

 

 

 

 

 

 

 

Net loss per common share:

 

 

 

 

 

 

 

Basic

$

(0.52

)

 

$

(1.68

)

 

$

(2.89

)

 

$

(6.59

)

Diluted

$

(0.52

)

 

$

(1.68

)

 

$

(2.89

)

 

$

(7.01

)

Weighted-average shares outstanding:

 

 

 

 

 

 

 

Basic

 

58,410,709

 

 

 

8,758,462

 

 

 

40,213,015

 

 

 

12,736,454

 

Diluted

 

58,410,709

 

 

 

8,758,462

 

 

 

40,213,015

 

 

 

12,746,454

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in thousands)
 

 

Years Ended December 31,

 

 

2025

 

 

 

2024

 

Cash Flows from Operating Activities:

 

 

 

Net loss

$

(112,332

)

 

$

(65,628

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

Depreciation and amortization

$

13,416

 

 

 

13,595

 

Impairment losses

 

—

 

 

 

3,594

 

Stock-based compensation

 

18,916

 

 

 

3,761

 

Amortization of operating lease right-of-use assets

 

2,976

 

 

 

2,782

 

Loss on debt extinguishment

 

7,804

 

 

 

9,392

 

Amortization of debt issuance costs and other non-cash interest expense

 

3,038

 

 

 

5,667

 

Reduction in fair value of earnout

 

—

 

 

 

(5,659

)

Deferred taxes

 

(478

)

 

 

(2,614

)

Non-cash services acquired

 

13,752

 

 

 

12,669

 

Other

 

667

 

 

 

(160

)

Change in operating assets and liabilities, net of acquisitions:

 

 

 

Accounts receivable

$

(5,156

)

 

 

(4,432

)

Prepaid expenses and other current assets

 

(4,943

)

 

 

101

 

Contract assets

 

(556

)

 

 

(1,485

)

Inventories

 

(341

)

 

 

1,576

 

Other assets

 

(4,228

)

 

 

(5,432

)

Accounts payable

 

4,073

 

 

 

(6,070

)

Contract liabilities

 

(6,657

)

 

 

7,408

 

Accrued expenses

 

12,084

 

 

 

8,554

 

Operating lease liabilities

 

(2,766

)

 

 

(2,829

)

Other liabilities

 

(212

)

 

 

(292

)

Net cash used in operating activities

$

(60,943

)

 

 

(25,502

)

 

 

 

 

Cash Flows from Investing Activities:

 

 

 

Purchases of property and equipment

$

(144,673

)

 

 

(82,703

)

Grant funding for property and equipment

 

50,400

 

 

 

54,930

 

Acquisitions, net of cash acquired

 

(151,834

)

 

 

—

 

Purchase of investments

 

(15,500

)

 

 

—

 

Net cash (used in) provided by investing activities

$

(261,607

)

 

 

(27,773

)

 

 

 

 

Cash Flows from Financing Activities:

 

 

 

Proceeds from Term Loan, net

$

—

 

 

 

57,922

 

Repayment of Term Loan

 

(64,420

)

 

 

(56,574

)

Borrowings from the credit facility

 

64,500

 

 

 

—

 

Repayments on the credit facility

 

(64,500

)

 

 

—

 

Proceeds from the issuance of Common stock, net

 

45,886

 

 

 

—

 

Proceeds from the issuance of Class B convertible preferred stock, net

 

—

 

 

 

—

 

Proceeds from the issuance of Class C preferred stock, net

 

116,047

 

 

 

66,598

 

Proceeds from the issuance of Class A common stock upon IPO, net of underwriting costs

 

409,406

 

 

 

—

 

Costs associated with initial public offering

 

(8,550

)

 

 

—

 

Sale of noncontrolling interest

 

81,720

 

 

 

13,425

 

Redemptions of redeemable noncontrolling interests

 

—

 

 

 

(10,739

)

Repayment of line of credit

 

—

 

 

 

—

 

Purchase of noncontrolling interest

 

(10,724

)

 

 

—

 

Redemptions of Class A-1 redeemable preferred stock

 

(3,044

)

 

 

—

 

Cash repayment of Preferred B dividends

 

(27,584

)

 

 

—

 

Costs associated with the credit facility

 

(3,311

)

 

 

—

 

Proceeds from convertible notes

 

460,000

 

 

 

10,097

 

Payments for debt issuance costs related to convertible note

 

(13,184

)

 

 

—

 

Payment of forward stock purchase transaction

 

(131,147

)

 

 

—

 

Share repurchases

 

(27,702

)

 

 

—

 

Purchase of Capped Call Option

 

(66,746

)

 

 

—

 

Other

 

1,176

 

 

 

(1,772

)

Net cash provided by financing activities

$

757,823

 

 

 

78,957

 

 

 

 

 

Effect of foreign exchange on cash and cash equivalents

$

126

 

 

 

(31

)

Net increase (decrease) in cash and cash equivalents

 

435,399

 

 

 

25,651

 

Cash and cash equivalent at the beginning of the period

 

55,930

 

 

 

30,279

 

Cash and cash equivalents at the end of the period

$

491,329

 

 

$

55,930

 

TABLE 1 – NET SALES

(Unaudited, in thousands)
 

 

Three Months Ended

 

Change

 

Years Ended

 

Change

 

December 31, 2025

 

December 31, 2024

 

Year over Year

 

%

 

December 31, 2025

 

December 31, 2024

 

Year over Year

 

%

Net Sales:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Defense and National Security

$

35,710

 

 

$

21,969

 

 

$

13,741

 

 

62.5

%

 

$

122,954

 

 

$

77,470

 

 

$

45,484

 

 

58.7

%

Space Solutions

 

12,464

 

 

 

17,665

 

 

 

(5,201

)

 

(29.4

)%

 

 

47,583

 

 

 

74,593

 

 

 

(27,010

)

 

(36.2

)%

Starlab Space Stations

 

—

 

 

 

—

 

 

 

—

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

—

 

Total Net Sales, reportable segments

 

48,174

 

 

 

39,634

 

 

 

8,540

 

 

21.5

%

 

 

170,537

 

 

 

152,063

 

 

 

18,474

 

 

12.1

%

Intersegment eliminations

 

(1,523

)

 

 

(1,922

)

 

 

399

 

 

(20.8

)%

 

 

(4,118

)

 

 

(7,883

)

 

 

3,765

 

 

(47.8

)%

Total Net Sales

$

46,651

 

 

$

37,712

 

 

$

8,939

 

 

23.7

%

 

$

166,419

 

 

$

144,180

 

 

$

22,239

 

 

15.4

%

TABLE 2 – ADJUSTED EBITDA

(Unaudited, in thousands)
 

 

Three Months Ended

 

Years Ended

(dollars in thousands)

December 31, 2025

 

December 31, 2024

 

December 31, 2025

 

December 31, 2024

Net loss attributable to Voyager Technologies, Inc.

$

(30,221

)

 

$

(8,960

)

 

$

(104,814

)

 

$

(62,072

)

Finance and interest expense, net

 

1,369

 

 

 

2,987

 

 

 

6,821

 

 

 

12,016

 

Depreciation and amortization

 

4,975

 

 

 

4,000

 

 

 

13,415

 

 

 

13,595

 

Income tax expense (benefit)

 

1,193

 

 

 

(1,926

)

 

 

(440

)

 

 

(1,708

)

EBITDA

 

(22,684

)

 

 

(3,899

)

 

 

(85,018

)

 

 

(38,169

)

Stock-based compensation

 

3,527

 

 

 

1,073

 

 

 

18,917

 

 

 

3,761

 

Business acquisition costs(1)

 

2,450

 

 

 

27

 

 

 

3,372

 

 

 

282

 

Restructuring(2)

 

494

 

 

 

320

 

 

 

2,054

 

 

 

2,295

 

Impairment losses

 

—

 

 

 

—

 

 

 

—

 

 

 

3,594

 

Net loss attributable to noncontrolling interests

 

(2,781

)

 

 

(418

)

 

 

(7,518

)

 

 

(3,556

)

Interest income

 

(3,764

)

 

 

(489

)

 

 

(11,590

)

 

 

(1,875

)

Other(3)

 

934

 

 

 

(2,895

)

 

 

9,844

 

 

 

3,685

 

Adjusted EBITDA

$

(21,824

)

 

$

(6,281

)

 

$

(69,939

)

 

$

(29,983

)
________________

(1)

Business acquisition costs include legal costs and incremental transaction costs associated with an acquisition.

(2)

Restructuring includes costs for retention and severance payments related to management’s decision to undertake certain actions to realign our cost structure through workforce reductions and the closure of certain facilities, businesses and product lines.

(3)

Other includes capital market and advisory fees related to advisors assisting with transitional activities associated with becoming a public company, changes in fair value of earn out liabilities, and foreign exchange gain/loss that are all individually insignificant for the period. Other also contains debt extinguishment costs of $7.8 million for the year ended December 31, 2025, $9.4 million for the year ended December 31, 2024, and $1.9 million for the three months ended December 31, 2024. There were no debt extinguishment costs for the three months ended December 31, 2025.

TABLE 3 – FREE CASH FLOW

(Unaudited, in thousands)
 

 

Three Months Ended

 

Years Ended

(dollars in thousands)

December 31, 2025

 

December 31, 2024

 

December 31, 2025

 

December 31, 2024

Cash used in operating activities

$

(14,979

)

 

$

(5,499

)

 

$

(60,943

)

 

$

(25,502

)

Purchases of property and equipment

 

(48,111

)

 

 

(29,943

)

 

 

(144,673

)

 

 

(82,703

)

Grant funding for property and equipment

 

8,550

 

 

 

25,200

 

 

 

50,400

 

 

 

54,930

 

Free cash flow

$

(54,540

)

 

$

(10,242

)

 

$

(155,216

)

 

$

(53,275

)

TABLE 4 – ADJUSTED EARNINGS PER SHARE

(Unaudited, in thousands)
 

 

Three Months Ended

 

Years Ended

 

December 31, 2025

 

December 31, 2024

 

December 31, 2025

 

December 31, 2024

Net loss attributable to common shareholders

$

(30,220

)

 

$

(14,697

)

 

$

(116,072

)

 

$

(83,888

)

Stock-based compensation

 

3,527

 

 

 

1,073

 

 

 

18,917

 

 

 

3,761

 

Business acquisition costs(1)

 

2,450

 

 

 

27

 

 

 

3,372

 

 

 

282

 

Restructuring(2)

 

494

 

 

 

320

 

 

 

2,054

 

 

 

2,295

 

Impairment losses

 

—

 

 

 

—

 

 

 

—

 

 

 

3,594

 

Deferred income tax expense

 

1,135

 

 

 

(2,106

)

 

 

(478

)

 

 

(2,614

)

Other(3)

 

934

 

 

 

(2,895

)

 

 

9,844

 

 

 

3,685

 

Adjusted net loss attributable to common shareholders

 

(21,680

)

 

 

(18,278

)

 

 

(82,363

)

 

 

(72,885

)

Adjusted net loss per common share

$

(0.37

)

 

$

(2.09

)

 

$

(2.05

)

 

$

(5.72

)
________________

(1)

Business acquisition costs include legal costs and incremental transaction costs associated with an acquisition.

(2)

Restructuring includes costs for retention and severance payments related to management’s decision to undertake certain actions to realign our cost structure through workforce reductions and the closure of certain facilities, businesses and product lines.

(3)

Other includes capital market and advisory fees related to advisors assisting with transitional activities associated with becoming a public company, changes in fair value of earn out liabilities, and foreign exchange gain/loss that are all individually insignificant for the period. Other also contains debt extinguishment costs of $7.8 million for the year ended December 31, 2025, $9.4 million for the year ended December 31, 2024, and $1.9 million for the three months ended December 31, 2024. There were no debt extinguishment costs for the three months ended December 31, 2025.

TABLE 5 – INNOVATION SPEND

(Unaudited, in thousands)
 

 

Three Months Ended

 

Years Ended December 31,

(dollars in thousands)

December 31, 2025

 

September 30, 2025

 

June 30, 2025

 

March 31, 2025

 

 

2025

 

 

 

2024

 

Capitalized research and development under section 174

$

55,335

 

 

$

44,080

 

 

$

32,658

 

 

$

33,599

 

 

$

165,672

 

 

$

105,206

 

Development program innovation spend(1)

 

6,436

 

 

 

5,277

 

 

 

5,989

 

 

 

5,513

 

 

 

23,215

 

 

 

22,024

 

Innovation spend

$

61,771

 

 

$

49,357

 

 

$

38,647

 

 

$

39,112

 

 

$

188,887

 

 

$

127,230

 

Less: Starlab Space Stations innovation spend

 

51,573

 

 

 

41,865

 

 

 

30,538

 

 

 

29,378

 

 

 

153,354

 

 

 

101,678

 

Innovation spend excluding Starlab Space Stations

$

10,198

 

 

$

7,492

 

 

$

8,109

 

 

$

9,734

 

 

$

35,533

 

 

$

25,552

 

Innovation spend as a percentage of net sales

 

132.4

%

 

 

124.7

%

 

 

84.6

%

 

 

113.3

%

 

 

113.5

%

 

 

88.2

%

Innovation spend excluding Starlab Space Stations as a percentage of net sales

 

21.9

%

 

 

18.9

%

 

 

17.8

%

 

 

28.2

%

 

 

21.4

%

17.7

%
________________

(1)

Development program innovation spend represents program spend on designated innovation programs within the business that is necessary for fulfillment of performance obligations on revenue generating programs.

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Investor contact:

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Media contact:

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[email protected]

KEYWORDS: Colorado United States North America

INDUSTRY KEYWORDS: Data Management Defense Technology Satellite Software Other Defense

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Ellington Financial Declares Common and Preferred Dividends

Ellington Financial Declares Common and Preferred Dividends

OLD GREENWICH, Conn.–(BUSINESS WIRE)–
Ellington Financial Inc. (NYSE: EFC) (“we”) today announced that its Board of Directors has declared the following: (i) a monthly dividend of $0.13 per share of common stock, payable on April 30, 2026 to common stockholders of record as of March 31, 2026; (ii) a quarterly dividend of $0.390625 per share on the Company’s 6.250% Series B Fixed-Rate Reset Cumulative Redeemable Preferred Stock, payable on April 30, 2026 to Series B preferred stockholders of record as of March 31, 2026; (iii) a quarterly dividend of $0.5390625 per share on the Company’s 8.625% Series C Fixed-Rate Reset Cumulative Redeemable Preferred Stock, payable on April 30, 2026 to Series C preferred stockholders of record as of March 31, 2026; and (iv) a quarterly dividend of $0.4375 per share on the Company’s 7.00% Series D Cumulative Perpetual Redeemable Preferred Stock, payable on March 30, 2026 to Series D preferred stockholders of record as of March 20, 2026.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve numerous risks and uncertainties. Our actual results may differ from its beliefs, expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Forward-looking statements are not historical in nature and can be identified by words such as “believe,” “expect,” “anticipate,” “estimate,” “project,” “plan,” “continue,” “intend,” “should,” “would,” “could,” “goal,” “objective,” “will,” “may,” “seek” or similar expressions or their negative forms, or by references to strategy, plans, or intentions. Forward-looking statements are based on our beliefs, assumptions and expectations of our future operations, business strategies, performance, financial condition, liquidity and prospects, taking into account information currently available to us. These beliefs, assumptions, and expectations are subject to risks and uncertainties and can change as a result of many possible events or factors, not all of which are known to us. If a change occurs, our business, financial condition, liquidity, results of operations and strategies may vary materially from those expressed or implied in our forward-looking statements. The following factors are examples of those that could cause actual results to vary from our forward-looking statements: changes in interest rates and the market value of our investments, market volatility, changes in mortgage default rates and prepayment rates, our ability to borrow to finance our assets, changes in government regulations affecting our business, our ability to maintain our exclusion from registration under the Investment Company Act of 1940, our ability to maintain our qualification as a real estate investment trust, or “REIT,” and other changes in market conditions and economic trends, such as changes to fiscal or monetary policy, heightened inflation, slower growth or recession, and currency fluctuations. Furthermore, forward-looking statements are subject to risks and uncertainties, including, among other things, those described under Item 1A of our Annual Report on Form 10-K, which can be accessed through our website at www.ellingtonfinancial.com or at the SEC’s website (www.sec.gov). Other risks, uncertainties, and factors that could cause actual results to differ materially from those projected or implied may be described from time to time in reports we file with the SEC, including reports on Forms 10-Q, 10-K and 8-K. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

This release and the information contained herein do not constitute an offer of any securities or solicitation of an offer to purchase securities.

About Ellington Financial

Ellington Financial invests in a diverse array of financial assets, including residential and commercial mortgage loans and mortgage-backed securities, reverse mortgage loans, mortgage servicing rights and related investments, consumer loans, asset-backed securities, collateralized loan obligations, non-mortgage and mortgage-related derivatives, debt and equity investments in loan origination companies, and other strategic investments. Ellington Financial is externally managed and advised by Ellington Financial Management LLC, an affiliate of Ellington Management Group, L.L.C.

For additional information, visit www.ellingtonfinancial.com

Investors:

Ellington Financial

Investor Relations

(203) 409-3575

[email protected]

or

Media:

Amanda Shpiner/Grace Cartwright

Gasthalter & Co.

for Ellington Financial

(212) 257-4170

[email protected]

KEYWORDS: Connecticut United States North America

INDUSTRY KEYWORDS: Asset Management Professional Services Finance

MEDIA:

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Ellington Credit Declares Monthly Common Dividend

Ellington Credit Declares Monthly Common Dividend

OLD GREENWICH, Conn.–(BUSINESS WIRE)–
Ellington Credit Company (NYSE: EARN) (“we” or the “Fund”) today announced that its Board of Trustees has declared a monthly common dividend of $0.08 per share, payable on April 30, 2026 to common shareholders of record as of March 31, 2026.

Cautionary Statement Regarding Forward-Looking Statements

This release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not historical in nature and can be identified by words such as “anticipate,” “estimate,” “will,” “should,” “may,” “expect,” “project,” “believe,” “intend,” “seek,” “plan” and similar expressions or their negative forms, or by references to strategy, plans, or intentions. Forward-looking statements are based on our beliefs, assumptions and expectations of our future operations, business strategies, performance, financial condition, liquidity and prospects, taking into account information currently available to us. These beliefs, assumptions, and expectations are subject to numerous risks and uncertainties and can change as a result of many possible events or factors, not all of which are known to us. If a change occurs, our business, financial condition, liquidity, results of operations and strategies may vary materially from those expressed or implied in our forward-looking statements. The following factors are examples of those that could cause actual results to vary from those stated or implied by our forward-looking statements: changes in interest rates and the market value of our investments, market volatility, changes in the default rates on corporate loans, our ability to borrow to finance our assets, changes in government regulations affecting our business, a deterioration in the market for collateralized loan obligations, our ability to adapt to the new regulatory regime associated with our conversion to a closed-end fund/RIC, potential business disruption related to our conversion to a closed-end fund/RIC, ability to achieve the anticipated benefits of our conversion to a closed-end fund/RIC, and other changes in market conditions and economic trends, such as changes to fiscal or monetary policy, heightened inflation, increased tariffs, slower growth or recession, and currency fluctuations. Furthermore, as stated above, forward-looking statements are subject to numerous risks and uncertainties, including, among other things, those described under the heading “Risk Factors” in our Registration Statement on Form N-2, which can be accessed through the link to our SEC filings under “For Investors” on our website (at www.ellingtoncredit.com) or at the SEC’s website (www.sec.gov). Other risks, uncertainties, and factors that could cause actual results to differ materially from those projected or implied may be described from time to time in reports we file with the SEC, and is not possible for us to predict or identify them all. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

This release and the information contained herein do not constitute an offer of any securities or solicitation of an offer to purchase securities.

About Ellington Credit Company

Ellington Credit Company (the “Fund”) is a non-diversified closed-end fund that seeks to provide attractive current yields and risk-adjusted total returns by investing primarily in corporate collateralized loan obligations (“CLOs”), with a focus on mezzanine debt and equity tranches. The Fund is externally managed and advised by an affiliate of Ellington Management Group, L.L.C., a leading fixed-income investment manager founded in 1994. The Fund benefits from Ellington’s extensive experience and deep expertise in portfolio management, credit analysis, and risk management.

For additional information, visit www.ellingtoncredit.com.

Investors:

Ellington Credit Company

Investor Relations

(203) 409-3773

[email protected]

or

Media:

Amanda Shpiner/Grace Cartwright

Gasthalter & Co.

for Ellington Credit Company

(212) 257-4170

[email protected]

KEYWORDS: Connecticut United States North America

INDUSTRY KEYWORDS: Asset Management Professional Services Finance

MEDIA:

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Posted on

NL REPORTS FOURTH QUARTER 2025 RESULTS

Dallas, Texas, March 09, 2026 (GLOBE NEWSWIRE) — NL Industries, Inc. (NYSE: NL) today reported a net loss attributable to NL stockholders of $31.0 million, or $.63 per share, in the fourth quarter of 2025 compared to net income attributable to NL stockholders of $16.5 million, or $.34 per share, in the fourth quarter of 2024. NL’s results include an unrealized loss of $4.5 million in the fourth quarter of 2025 compared to an unrealized loss $12.0 million in the fourth quarter of 2024 related to the change in value of marketable equity securities. For the full year of 2025, NL reported a net loss attributable to NL stockholders of $37.8 million, or $.77 per share, compared to net income attributable to NL stockholders of $67.2 million, or $1.38 per share for the full year of 2024. NL’s full year results include an unrealized loss of $13.6 million in 2025 compared to an unrealized gain of $9.8 million in 2024 related to the change in value of marketable equity securities. Net loss per share attributable to NL stockholders for the fourth quarter and for the full year of 2025 also includes a loss of $19.7 million (or $.32 per share, net of tax) related to the termination of our U.S. pension plan. Net income per share attributable to NL stockholders for the fourth quarter and for the full year of 2024 includes aggregate income of $31.4 million ($24.8 million, $.51 per share, net of tax) related to an environmental remediation settlement, including income of $21.8 million related to the adjustment of an associated environmental accrual and $9.6 million received from former customers.   

CompX’s net sales were $37.7 million for the fourth quarter of 2025 compared to $38.4 million in the fourth quarter of 2024 and $158.3 million for the year ended December 31, 2025 compared to $145.9 million for the full year of 2024. Net sales decreased in the fourth quarter of 2025 compared to the same period in 2024 predominantly due to lower Security Products sales to the healthcare market, partially offset by higher Marine Components sales to the industrial market. Net sales increased for the full year of 2025 compared to the same period in 2024 primarily due to higher Security Products sales to the government security market and higher Marine Components sales to various markets including the towboat, government and industrial markets. CompX’s segment profit (a non-GAAP measure defined as gross margin less selling, general and administrative expenses directly attributable to CompX) was $5.6 million for the fourth quarter of 2025 compared to $4.9 million for the fourth quarter of 2024 and $22.6 million for the full year of 2025 compared to $17.0 million for the same prior year period. CompX’s segment profit increased in the fourth quarter of 2025 compared to the same period in 2024 primarily due to higher sales at Marine Components as well as improved gross margins at each of the Security Products and Marine Components reporting units. CompX’s segment profit increased for the full year of 2025 compared to 2024 primarily due to higher sales and improved gross margins at each of the Security Products and Marine Components reporting units.

NL recognized equity in losses of Kronos of $25.3 million in the fourth quarter of 2025 compared to equity in losses of $4.0 million in the same period of 2024 and equity in losses of Kronos of $33.9 million in the full year of 2025 compared to equity in earnings of $26.4 million in the full year of 2024.

As previously reported, effective July 16, 2024, Kronos acquired the 50% joint venture interest in Louisiana Pigment Company, L.P. (“LPC”) previously held by Venator Investments, Ltd. Prior to the acquisition, Kronos held a 50% joint venture interest in LPC. Following the acquisition, LPC became a wholly-owned subsidiary of Kronos. In 2025, LPC merged into our wholly-owned subsidiary Kronos Louisiana, Inc. The results of operations of LPC have been included in Kronos’ results of operations beginning as of the acquisition date. Kronos’ net income for the full year of 2024 includes the recognition of an aggregate non-cash gain of $64.5 million ($12.3 million or $.25 per share, net of tax, attributable to NL stockholders) associated with the remeasurement of its investment in LPC as a result of the acquisition.

Kronos’ net sales of $418.3 million in the fourth quarter of 2025 were $4.8 million, or 1%, lower than in the fourth quarter of 2024. Kronos’ net sales of $1.9 billion for the full year of 2025 were $27.7 million, or 1%, lower than the full year of 2024. Kronos’ net sales decreased in the fourth quarter of 2025 compared to the fourth quarter of 2024 primarily due to the net effects of lower average TiO2 selling prices, higher market share gains in its European markets and changes in product mix, primarily due to lower sales volumes in its complementary businesses. Kronos’ net sales decreased for the full year of 2025 compared to the same period in 2024 due to lower average TiO2 selling prices partially offset by higher sales volumes, primarily in its European, North American and Latin American markets. Kronos ended 2025 with average TiO2 selling prices 10% lower than the beginning of the year. Kronos’ average TiO2 selling prices were 8% lower in the fourth quarter of 2025 as compared to the fourth quarter of 2024 and 4% lower for the full year of 2025 as compared to the full year of 2024. Fluctuations in currency exchange rates (primarily the euro) also affected Kronos’ comparisons, increasing net sales by approximately $13 million in the fourth quarter of 2025 and by approximately $24 million in the full year of 2025 as compared to the same prior year periods. The table at the end of this press release shows how each of these items impacted Kronos’ net sales. 

Kronos’ loss from operations in the fourth quarter of 2025 was $63.1 million as compared to income from operations of $28.6 million in the fourth quarter of 2024. For the full year of 2025, Kronos’ loss from operations was $36.5 million as compared to income from operations of $122.9 million in 2024. Kronos’ income from operations decreased in the fourth quarter of 2025 compared to the fourth quarter of 2024 primarily due to the effects of  higher unabsorbed fixed production costs resulting from reduced operating rates at its production facilities, lower average TiO2 selling prices and costs incurred related to workforce reduction initiatives of approximately $10.3 million. Kronos’ cost of sales in the fourth quarter of 2025 includes approximately $54 million of unabsorbed fixed production and other manufacturing costs associated with production curtailments at its facilities. Kronos’s income from operations decreased in the full year of 2025 compared to the full year of 2024 resulting from approximately $111 million of unabsorbed fixed production costs recognized as a result of reduced operating rates at its production facilities, partially offset by lower production costs, primarily raw materials. Kronos operated its production facilities at overall average capacities of 77% of practical capacity utilization in the full year of 2025 (93%, 81%, 80% and 55% in the first, second, third and fourth quarters of 2025, respectively) compared to 96% in the full year of 2024 (87%, 99%, 92% and 97% in the first, second, third and fourth quarters of 2024, respectively). Fluctuations in currency exchange rates (primarily the euro) decreased Kronos’ loss from operations by approximately $3 million in the fourth quarter of 2025 and $8 million for the full year of 2025 as compared to the same prior year periods. 

NL’s equity in losses of Kronos for the fourth quarter and for the full year of 2025 include a loss of $2.6 million ($2.1 million, or $.04 per share, net of tax) related to Kronos’ recognition of a valuation allowance related to its German interest deduction limitation deferred tax asset, a loss  of $2.2 million ($1.7 million, or $.04 per share, net of tax) due to Kronos’ settlement loss related to the termination and buy-out of its U.S. pension plan and a loss of $2.0 million ($1.5 million, or $.03 per share, net of tax) related to Kronos’ restructuring costs related to workforce reductions.  In addition, NL’s equity in losses of Kronos for the full year of 2025 includes a loss of $5.9 million ($4.7 million, or $.10 per share, net of tax) related to Kronos’ non-cash deferred income tax expense reflecting the impact of the rate reduction on its net German deferred tax asset.

NL’s equity in losses of Kronos for the fourth quarter of 2024 and equity in earnings of Kronos for the full year of 2024 include a loss of $5.1 million ($4.0 million, or $.08 per share, net of tax) related to Kronos’ increased tax expense resulting from final tax regulations on the treatment of certain currency translation gains and losses, which resulted in a non-cash deferred income tax expense and a loss of $2.5 million ($2.0 million, or $.04 per share, net of tax) related to Kronos’ increased tax expense resulting from the recognition of a deferred income tax asset valuation allowance related to its Belgian net deferred tax assets, which resulted in a non-cash deferred income tax expense.

Excluding the effects of the environmental remediation settlement in the fourth quarter of 2024 discussed above, corporate expenses in the fourth quarter and for the full year of 2025 were comparable to the same periods of 2024. Interest and dividend income in the fourth quarter and for the full year of 2025 decreased $1.7 million and $4.0 million, respectively, compared to the same periods of 2024 primarily due to lower interest rates and decreased average investment balances. Marketable equity securities represent the change in unrealized gains (losses) on our portfolio of marketable equity securities during the periods.

The statements in this release relating to matters that are not historical facts are forward-looking statements that represent management’s beliefs and assumptions based on currently available information. Although we believe the expectations reflected in such forward-looking statements are reasonable, we cannot give any assurances that these expectations will prove to be correct. Such statements by their nature involve substantial risks and uncertainties that could significantly impact expected results, and actual future results could differ materially from those described in such forward-looking statements. While it is not possible to identify all factors, we continue to face many risks and uncertainties. Factors that could cause actual future results to differ materially include, but are not limited to:

  • Future supply and demand for our products;
  • Kronos’ ability to realize expected cost savings from strategic and operational initiatives;
  • Kronos’ ability to integrate acquisitions into its operations and realize expected synergies and innovations;
  • The extent of the dependence of certain of our businesses on certain market sectors;
  • The cyclicality of our businesses (such as Kronos’ TiO2 operations);
  • Customer and producer inventory levels;
  • Unexpected or earlier-than-expected industry capacity expansion (such as the TiO2 industry);
  • Changes in raw material and other operating costs (such as energy, ore, zinc, aluminum, steel and brass costs), including as a result of additional or changed tariffs on imported raw materials, and our ability to pass those costs on to our customers or offset them with reductions in other operating costs;
  • Changes in the availability of raw materials (such as ore);
  • General global economic and political conditions that harm the worldwide economy, disrupt our supply chain, increase material and energy costs or reduce demand or perceived demand for TiO2 and our products or impair our ability to operate our facilities (including changes in the level of gross domestic product in various regions of the world, tariffs, natural disasters, terrorist acts, global conflicts and public health crises);
  • Operating interruptions (including, but not limited to, labor disputes, leaks, natural disasters, fires, explosions, unscheduled or unplanned downtime, transportation interruptions, certain regional and world events or economic conditions and public health crises);
  • Technology related disruptions (including, but not limited to, cyber-attacks; software implementation, upgrades, or improvements; technology processing failures; or other events) related to our technology infrastructure (including manufacturing and accounting systems) that could impact our ability to continue operations, or at key vendors which could impact our supply chain, or at key customers which could impact their operations and cause them to curtail or pause orders;
  • Competitive products and substitute products;
  • Competition from Chinese suppliers with less stringent regulatory and environmental compliance requirements;
  • Customer and competitor strategies;
  • Our ability to retain key customers;
  • Potential consolidation of Kronos’ competitors;
  • Potential consolidation of Kronos’ customers;
  • The impact of pricing and production decisions;
  • Competitive technology positions;
  • Our ability to protect or defend intellectual property rights;
  • Potential difficulties in integrating future acquisitions;
  • The introduction of new, or changes in existing, tariffs, trade barriers or trade disputes;
  • Fluctuations in currency exchange rates (such as changes in the exchange rate between the U.S. dollar and each of the euro, the Norwegian krone and the Canadian dollar and between the euro and the Norwegian krone), or possible disruptions to our business resulting from uncertainties associated with the euro or other currencies;
  • Decisions to sell operating assets other than in the ordinary course of business;
  • Kronos’ ability to renew or refinance credit facilities or other debt instruments in the future;
  • Changes in interest rates;
  • Kronos’ ability to comply with covenants contained in its revolving bank credit facility;
  • Our ability to maintain sufficient liquidity;
  • The timing and amounts of insurance recoveries;
  • The ability of our subsidiaries or affiliates to pay us dividends;
  • Uncertainties associated with CompX’s development of new products and product features;
  • The ultimate outcome of income tax audits, tax settlement initiatives or other tax matters, including future tax reform;
  • Our ability to utilize income tax attributes or changes in income tax rates related to such attributes, the benefits of which may or may not have been recognized under the more-likely-than-not recognition criteria;
  • Environmental matters (such as those requiring compliance with emission and discharge standards for existing and new facilities or new developments regarding environmental remediation or decommissioning obligations at sites related to our former operations);
  • Government laws and regulations and possible changes therein (such as changes in government regulations which might impose various obligations on former manufacturers of lead pigment and lead-based paint, including us, with respect to asserted health concerns associated with the use of such products), including new environmental, sustainability, health and safety or other regulations (such as those seeking to limit or classify TiO2 or its use);
  • The ultimate resolution of pending litigation (such as our lead pigment and environmental matters); and
  • Pending or possible future litigation (such as litigation related to CompX’s use of certain permitted chemicals in its productions process) or other actions.

Should one or more of these risks materialize (or if the consequences of such a development worsen), or should the underlying assumptions prove incorrect, actual results could differ materially from those currently forecasted or expected. We disclaim any intention or obligation to update or revise any forward-looking statement whether as a result of changes in information, future events or otherwise.

NL Industries, Inc. is engaged in component products (security products and recreational marine components) and chemicals (TiO2) businesses.


Investor Relations Contact

Bryan A. Hanley
Senior Vice President and Treasurer
(972) 233-1700



NL INDUSTRIES, INC.


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


(In millions, except earnings per share)

                         
                         

 
    
Three months ended
    
Year ended

 
    
December 31,
    
December 31,

 
    
2024
    
2025
    
2024
    
2025

 
 		 
(unaudited)
 		     
 
 
 
Net sales   $  38.4
 
$
 37.7
 		  $  145.9
 
$
 158.3
Cost of sales      27.4
 
 
 25.6
 		     104.6
 
 
 110.1
                   
 
 
 
Gross margin      11.0
 
 
 12.1
 		     41.3
 
 
 48.2
                   
 
 
 
Selling, general and administrative expense      6.1
 
 
 6.5
 		     24.3
 
 
 25.6
Other operating income (expense):      
 
 
 
 		     
 
 
 
Insurance recoveries      .1
 
 
 —
 		     1.4
 
 
 —
Corporate income (expense)      28.7
 
 
 (2.7)
 		     19.5
 
 
 (11.9)
                   
 
 
 
Income from operations      33.7
 
 
 2.9
 		     37.9
 
 
 10.7
                   
 
 
 
Equity in earnings (losses) of Kronos Worldwide, Inc.      (4.0)
 
 
 (25.3)
 		     26.4
 
 
 (33.9)
                   
 
 
 
Other income (expense):                     
 
 
  
Interest and dividend income      3.1
 
 
 1.4
 		     11.0
 
 
 7.0
Marketable equity securities      (12.0)
 
 
 (4.5)
 		     9.8
 
 
 (13.6)
Settlement loss on pension plan termination and buy-out      —    
 (19.7)
 		     —
 
 
 (19.7)
Other components of net periodic pension and OPEB cost      (.3)
 
 
 (.3)
 		     (1.2)
 
 
 (1.1)
Interest expense      (.1)
 
 
 —
 		     (.6)
 
 
 (.8)
                   
 
 
 
Income (loss) before income taxes      20.4
 
 
 (45.5)
 		     83.3
 
 
 (51.4)
                   
 
 
 
Income tax expense  (benefit)      3.3
 
 
 (15.1)
 		     14.1
 
 
 (16.1)
                   
 
 
 
Net income  (loss)      17.1
 
 
 (30.4)
 		     69.2
 
 
 (35.3)
                   
 
 
 
Noncontrolling interest in net income of subsidiary      .6
 
 
 .6
 		     2.0
 
 
 2.5
                   
 
 
 
Net income (loss) attributable to NL stockholders   $  16.5
 
$
 (31.0)
 		  $  67.2
 
$
 (37.8)
                   
 
 
 
Net income (loss) per share attributable to NL stockholders   $  .34
 
$
 (.63)
 		  $  1.38
 
$
 (.77)
       
 
 
 
 		     
 
 
 
Weighted average shares used in the calculation of
  net income (loss) per share		      48.8
 
 
 48.9
 		     48.8
 
 
 48.9


NL INDUSTRIES, INC.


COMPONENTS OF INCOME FROM OPERATIONS


(In millions)

                       

 
Three months ended
 
Year ended

 
December 31,
 
December 31,

 
2024
    
2025
    
2024
    
2025
 
(unaudited)
 
 
 
 
 
 
CompX segment profit $  4.9
 
$
 5.6
 		  $  17.0
 
$
 22.6
Insurance recoveries    .1
 
 
 —
 		     1.4
 
 
 —
Corporate income (expense)    28.7
 
 
 (2.7)
 		     19.5
 
 
 (11.9)
     
 
 
 
 		     
 
 
 
Income from operations $  33.7
 
$
 2.9
 		  $  37.9
 
$
 10.7






CHANGE IN KRONOS’ NET SALES


(unaudited)

         

 
Three months ended
    
Year ended
 

 
December 31,
 
December 31,
 

 
2025 vs. 2024
 
2025 vs. 2024
 

 
 
 
Percentage change in net sales:          
TiO2 sales volume  7 %  2 %
TiO2 product pricing  (8)    (4)  
TiO2 product mix/other  (3)    —  
Changes in currency exchange rates  3    1  
         
Total  (1) %    (1) %



Posted on

COPT Defense to Present at J.P. Morgan’s 2026 Industrials Conference

COPT Defense to Present at J.P. Morgan’s 2026 Industrials Conference

COLUMBIA, Md.–(BUSINESS WIRE)–
COPT Defense Properties (NYSE: CDP) (“COPT Defense” or the “Company”) announced that its President & CEO, Stephen E. Budorick, will provide an overview of the Company and participate in a question and answer session at J.P. Morgan’s 2026 Industrials Conference. The presentation will be held on March 17, 2026, at 5:00 p.m. Eastern Time at the Fairmont Georgetown in Washington, D.C.

A live audio webcast of the presentation and materials encompassing the information provided during the presentation and conference will be available in the ‘News & Events – IR Calendar’ section of COPT Defense’s Investors website: https://investors.copt.com/news-events/ir-calendar.

About COPT Defense

COPT Defense, an S&P MidCap 400 Company, is a self-managed REIT focused on owning, operating and developing properties in locations proximate to, or sometimes containing, key U.S. Government (“USG”) defense installations and missions (referred to as its Defense/IT Portfolio). The Company’s tenants include the USG and their defense contractors, who are primarily engaged in priority national security activities, and who generally require mission-critical and high security property enhancements. As of December 31, 2025, the Company’s Defense/IT Portfolio of 201 properties, including 24 owned through unconsolidated joint ventures, encompassed 23.2 million square feet and was 96.5% leased.

Forward-Looking Information

This press release may contain “forward-looking” statements, as defined in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, that are based on the Company’s current expectations, estimates and projections about future events and financial trends affecting the Company. Forward-looking statements can be identified by the use of words such as “may,” “will,” “should,” “could,” “believe,” “anticipate,” “expect,” “estimate,” “plan” or other comparable terminology. Forward-looking statements are inherently subject to risks and uncertainties, many of which the Company cannot predict with accuracy and some of which the Company might not even anticipate. Although the Company believes that the expectations, estimates and projections reflected in such forward-looking statements are based on reasonable assumptions at the time made, the Company can give no assurance that these expectations, estimates and projections will be achieved. Future events and actual results may differ materially from those discussed in the forward-looking statements and the Company undertakes no obligation to update or supplement any forward-looking statements.

The areas of risk that may affect these expectations, estimates and projections include, but are not limited to, those risks described in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

Source: COPT Defense Properties

IR Contacts:

Venkat Kommineni, CFA

443.285.5587

[email protected]

Michelle Layne

443.285.5452

[email protected]

KEYWORDS: District of Columbia Maryland United States North America

INDUSTRY KEYWORDS: REIT Defense Commercial Building & Real Estate Other Defense Construction & Property

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Apollo Commercial Real Estate Finance, Inc. Declares Quarterly Common Stock Dividend

NEW YORK, March 09, 2026 (GLOBE NEWSWIRE) — Apollo Commercial Real Estate Finance, Inc. (the “Company”) (NYSE:ARI) today announced the Board of Directors declared a dividend of $0.25 per share of common stock, which is payable on April 15, 2026 to common stockholders of record on March 31, 2026.

About Apollo Commercial Real Estate Finance, Inc.

Apollo Commercial Real Estate Finance, Inc. (NYSE: ARI) is a real estate investment trust that primarily originates, acquires, invests in and manages performing commercial first mortgage loans, subordinate financings and other commercial real estate-related debt investments. The Company is externally managed and advised by ACREFI Management, LLC, a Delaware limited liability company and an indirect subsidiary of Apollo Global Management, Inc., a high-growth, global alternative asset manager with approximately $938 billion of assets under management as of December 31, 2025.

Additional information can be found on the Company’s website at www.apollocref.com. Please note that our URL address has changed.

Forward-Looking Statements

Certain statements contained in this press release constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are intended to be covered by the safe harbor provided by the same. Forward-looking statements are subject to substantial risks and uncertainties, many of which are difficult to predict and are generally beyond the Company’s control. These forward-looking statements include information about possible or assumed future results of the Company’s business, financial condition, liquidity, results of operations, plans and objectives. When used in this release, the words believe, expect, anticipate, estimate, plan, continue, intend, should, may or similar expressions, are intended to identify forward-looking statements. Statements regarding the following subjects, among others, may be forward-looking: higher interest rates and inflation; market trends in the Company’s industry, real estate values, the debt securities markets or the general economy; the timing and amounts of expected future fundings of unfunded commitments; the return on equity; the yield on investments; the ability to borrow to finance assets; the Company’s ability to deploy the proceeds of its capital raises or acquire its target assets; and risks associated with investing in real estate assets, including changes in business conditions and the general economy. For a further list and description of such risks and uncertainties, see the reports filed by the Company with the Securities and Exchange Commission. The forward-looking statements, and other risks, uncertainties and factors are based on the Company’s beliefs, assumptions and expectations of its future performance, taking into account all information currently available to the Company. Forward-looking statements are not predictions of future events. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

CONTACT: Hilary Ginsberg

Investor Relations

(212) 822-0767