RICHMOND, Va.–(BUSINESS WIRE)– Lucky Strike Entertainment, one of the world’s premier owner/operators of location-based entertainment, today announced the acquisition of two iconic water parks, Raging Waters Los Angeles and Wet ‘n Wild Emerald Pointe, and three high-performing family entertainment centers: Castle Park in Riverside, CA; Boomers Vista, CA; and Boomers Palm Springs, CA. These venues attract over 1.5 million annual guests and reinforce Lucky Strike’s growing presence in the waterpark, amusement, and family entertainment center formats.
“This acquisition accelerates our vision to build the leading platform of location-based entertainment destinations in North America,” said Thomas Shannon, Founder, Chairman, and CEO of Lucky Strike Entertainment. “Each of these properties has deep roots and established guest loyalty in their communities. We see tremendous opportunity to elevate the guest experience and continue our playbook of strategic investment in high-return opportunities to expand our portfolio, create network economies between the assets, and reshape the future of entertainment.”
Raging Waters Los Angeles, located in San Dimas, is the largest water park in California and has been a summer tradition for generations of Southern California families. Set across approximately 60 acres, the park features more than 50 attractions, including 14 signature water slides, wave pools, lazy rivers, and splash zones. It draws approximately 450,000 visitors annually. The park remains one of the most iconic and recognizable water destinations on the West Coast.
Wet ‘n Wild Emerald Pointe in Greensboro, North Carolina, is one of the largest and most recognizable water parks in the Southeast. Spanning 40 acres with over 40 attractions, including high-thrill slides, a massive wave pool, and family-friendly splash zones, it has built a loyal following as a top destination for seasonal recreation across the Piedmont Triad region over the last few decades.
Castle Park in Riverside, California, is a 24-acre regional amusement park with deep roots in the Inland Empire. Originally developed by amusement industry pioneer Bud Hurlbut in 1976, the park blends nostalgic charm with more than 20 rides, four themed miniature golf courses, midway games, and a two-story arcade. Castle Park attracts over 250,000 visitors annually and benefits from its high-visibility location along the 91 Freeway.
Boomers Vista, in North San Diego County, is a high-quality family entertainment center featuring go-karts, laser tag, batting cages, two 18-hole mini golf courses, and a 99-game arcade. With roughly 150,000 visitors annually, Boomers Vista has long been a popular destination for birthday parties, group outings, and year-round family fun.
Boomers Palm Springs offers a vibrant mix of indoor and outdoor attractions on 3.5 acres in the heart of the Coachella Valley. The park includes go-karts, bumper boats, a rock wall, batting cages, three mini-golf courses, and over 85 arcade games. It welcomes both the local community and tourists seeking a unique family-friendly experience.
In closing, Thomas Shannon stated, “This is a major step in our long-term strategy. Each of these properties complements our portfolio, adds to our scale economies and the network effects of having a nationwide, rain-or-shine offering for our valued guests.”
About Lucky Strike Entertainment Lucky Strike Entertainment is one of the world’s premier location-based entertainment platforms. With over 360 locations across North America, Lucky Strike Entertainment provides experiential offerings in bowling, amusements, water parks, and family entertainment centers. The company also owns the Professional Bowlers Association, the major league of bowling and a growing media property that boasts millions of fans around the globe. For more information on Lucky Strike Entertainment, please visit IR.LuckyStrikeEnt.com.
NORWOOD, Mass., July 31, 2025 (GLOBE NEWSWIRE) — MariMed Inc. (“MariMed,” “the Company”) (CSE: MRMD) (OTCQX: MRMD), a leading cannabis consumer packaged goods company and retailer, today announced a strategic agreement with TILT Holdings (“TILT”) (CBOE: TILT) (OTCPK: TLLTF) that will expand the distribution of the Company’s award-winning portfolio of medical marijuana products to Pennsylvania.
On July 30, 2025, Standard Farms, LLC (“Standard Farms”), a wholly owned subsidiary of TILT, entered into a Management Services Agreement (the “MSA”) with MariMed Advisors, Inc., a Delaware corporation and wholly owned subsidiary of MariMed (the “Manager”). Under the terms of the MSA, effective September 1, 2025, MariMed will assume the day-to-day management of TILT’s Standard Farms cultivation and processing facility in White Haven, Pennsylvania. Standard Farms will remain the sole permit holder. As Manager, MariMed will provide comprehensive management services to Standard Farms, including oversight of budgeting, financial planning, and compliance with applicable laws, and will maintain quality management programs. The Manager will also be responsible for advising on accounting, managing business bank accounts, and ensuring compliance with tax and licensing requirements. In addition, Standard Farms intends to produce and distribute MariMed’s award-winning brands in Pennsylvania, the fifth most populous state in the country, pursuant to a licensing arrangement with MariMed.
Pursuant to the MSA, which has an initial term of four years, MariMed will receive a management fee of 12.5% of Standard Farm’s gross revenue.
“We are thrilled to bring our brands to consumers in the great state of Pennsylvania, a strong medical marijuana market that is likely to become the next cannabis adult-use market,” said Jon Levine, MariMed’s Chief Executive Officer. “These agreements align with our ‘Expand the Brand’ strategy, a top priority initiative that is driving us toward becoming the leading consumer packaged goods company in medical marijuana. We will continue to identify opportunities to expand the distribution of our brands into new, high-growth markets and deeper in our existing markets.”
“We are excited to partner with the MariMed team and to support their expansion,” said TILT Chief Executive Officer, Tim Conder. “We are eager to work closely with MariMed through this MSA agreement, providing their trusted and high-quality branded products to medical marijuana patients throughout Pennsylvania. These brands lead in other markets, and we expect similar success here. Our team has done a tremendous job building a foundation of quality and trust with patients under the Standard Farms banner, and we expect this foundation to be the right launching pad for MariMed. We view this partnership as another positive step forward in the strategic review process we have been conducting over the past few quarters.”
ABOUT MARIMED MariMed Inc. is a leading multi-state cannabis operator, known for developing and managing state-of-the-art cultivation, production, and retail facilities. Our award-winning portfolio of cannabis brands, including Betty’s Eddies™, Bubby’s Baked™, Vibations™, InHouse™, and Nature’s Heritage™, sets us apart as an industry leader. These trusted brands, crafted with quality and innovation, are recognized and loved by consumers across the country. With a commitment to excellence, MariMed continues to drive growth and set new standards in the cannabis industry. For additional information, visit www.marimedinc.com.
ABOUT TILT TILT is dedicated to helping cannabis businesses build their brands. Through a diverse portfolio of companies providing technology, hardware, cultivation and production, TILT services brands and cannabis retailers across North America, South America, Israel and the European Union. TILT’s core business is Jupiter Research LLC, a wholly-owned subsidiary and leader in the vaporization segment focused on hardware design, research, development and manufacturing. Jupiter recently received EU medical device certification for Europe’s first handheld liquid inhalation device. Additionally, TILT operates Commonwealth Alternative Care, Inc., Inc. in Massachusetts, and Standard Farms Ohio, LLC in Ohio and is the permit holder of record for Standard Farms LLC in Pennsylvania. TILT is headquartered in Scottsdale, Arizona. For more information, visit www.tiltholdings.com.
IMPORTANT CAUTION REGARDING FORWARD-LOOKING STATEMENTS:
The information in this release contains “forward-looking” statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, which are subject to several risks and uncertainties. All statements other than statements of historical facts contained in this release, including without limitation statements regarding projected financial results for 2025, including anticipated openings of dispensaries and facilities, timing of regulatory approvals, plans and objectives of management for future operations, are forward-looking statements. Without limiting the foregoing, the words “anticipates”, “believes”, “estimates”, “expects”, “expectations”, “intends”, “may”, “plans”, and other similar language, whether in the negative or affirmative, are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words.
Forward-looking statements are based on our current beliefs and assumptions regarding our business, timing of regulatory approvals, the ability to obtain new licenses, permits, business prospects and strategic growth plan, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Our actual results may differ materially from those contemplated in these forward-looking statements due to various risks, uncertainties, and other important factors, including, among others, reductions in customer spending, our ability to recruit and retain key personnel, and disruptions from the integration efforts of acquired companies.
These factors are not intended to be an all-encompassing list of risks and uncertainties that may affect our business and results of operations. These statements are not a guarantee of future performance and involve risk and uncertainties that are difficult to predict, including, among other factors, changes in demand for the Company’s services and products, changes in the law and its enforcement, and changes in the economic environment. Additional information regarding these and other factors can be found in our reports filed with the U.S. Securities and Exchange Commission. In providing these forward-looking statements, the Company expressly disclaims any obligation to update these statements publicly or otherwise, whether as a result of new information, future events or otherwise, except as required by law.
All trademarks and service marks are the property of their respective owners.
TILT Company Contact: Lynn Ricci, VP of Investor Relations & Corporate Communications TILT Holdings Inc. lricci@tiltholdings.com
MariMed Company Contact: Howard Schacter, Chief Communications Officer Email: hschacter@marimedinc.com Phone: (781) 277-0007
Total revenue was €51.4 mm in Q2 2025, while net gaming revenue1 was €54.8 mm in the period, 1% above Q2 2024 (12% in constant currency terms).
Mexico revenue was €26.3 mm in Q2 2025, while net gaming revenue was €29.0 mm in the period, 3% above Q2 2024 (23% in constant currency terms).
Net loss was €3.1 mm in H1 2025 versus a net loss of €0.2 mm in H1 2024 primarily due to the impact from exchange rates (€3.0 mm loss in H1 2025 versus €4.8 mm gain in H1 2024).
Total cash position of €45.2 mm as of June 30, 2025.
Reiterating 2025 net gaming revenue outlook of €220-230 million and Adj. EBITDA2 outlook of €10-15 million.
Repurchased $0.7 million of the Company’s shares under the Company’s $5.0 million share buyback plan through July 30, 2025.
Madrid, Spain and Tel Aviv, Israel, July 31, 2025 – (GLOBE NEWSWIRE) Codere Online (Nasdaq: CDRO / CDROW, the “Company”), a leading online gaming operator in Spain and Latin America, has released its preliminary unaudited3 financial results for the quarter ended June 30, 2025.
Below are the main financial and operating metrics of the period.
Quarter ended June 30
Six months ended June 30
2024
2025
Chg. %
2024
2025
Chg. %
Net Gaming Revenue (EUR mm)1
Spain
21.8
22.1
1%
44.1
44.0
(0%)
Mexico
28.2
29.0
3%
54.8
59.5
9%
Other
4.4
3.7
(16%)
8.5
8.2
(4%)
Total
54.4
54.8
1%
107.4
111.8
4%
Avg. Monthly Active Players (000s)4
Spain
51.5
49.7
(3%)
50.8
50.9
0%
Mexico
62.3
84.6
36%
62.4
83.3
33%
Other
31.8
20.8
(35%)
31.2
24.0
(23%)
Total
145.6
155.1
7%
144.4
158.2
10%
Aviv Sher, CEO of Codere Online, stated, “Our net gaming revenue reached €54.8 million in the second quarter of 2025, slightly above the prior year period despite the headwinds we faced across most of our markets. In Mexico, we were successful in growing net gaming revenue despite the 19% devaluation of the Mexican peso and grew our portfolio of active customers in the country by an impressive 36% versus Q2 2024.”
Oscar Iglesias, CFO of Codere Online, commented, “We continue to see strong underlying trends in Mexico, where our net gaming revenue grew by 23% in local currency. With the first half of the year now behind us, and notwithstanding that a number of challenges still remain, we continue to expect to meet our net gaming revenue outlook of €220-230 million and Adj. EBITDA outlook of €10-15 million that we shared earlier this year.”
Recent Events
Compliance with Nasdaq Listing Requirements
On June 2nd the Company filed its 2024 annual report and on June 6th, Nasdaq informed the Company that it had regained compliance with applicable listing requirements.
As a result, the Company’s securities will continue to be listed and traded on the Nasdaq Capital Market and are no longer subject to a delisting process.
Repurchases under the Share Buyback Plan
The Company has repurchased $0.7 million of the Company’s shares at an average price of $6.89 per share under its $5.0 million authorized share buyback plan through July 30, 2025.
The plan (as approved by shareholders) authorizes the Company to repurchase up to 1 million of its ordinary shares and expires on March 3, 2026.
Conference Call Information
Codere Online’s management will host a conference call to discuss the results and provide a business update at 8:30 am US Eastern Time today, July 31, 2025. Dial-in details as well as the audio webcast and presentation will be accessible on Codere Online’s website at www.codereonline.com. A recording of the webcast will also be available following the conference call.
Reconciliation of Revenue (IFRS) to Net Gaming Revenue (non-IFRS)
Quarter ended June 30
Six months ended June 30
Figures in EUR mm
2024
2025
Chg. %
2024
2025
Chg. %
Total
Revenue
51.7
51.4
(1%)
102.1
105.7
4%
(+) Accounting Adjustments5
2.7
3.5
30%
5.3
6.1
15%
Net Gaming Revenue
54.4
54.8
1%
107.4
111.8
4%
Spain
Revenue
21.8
22.1
1%
44.1
44.0
(0%)
(+) Accounting Adjustments5
–
–
n.m.
–
–
n.m.
Net Gaming Revenue
21.8
22.1
1%
44.1
44.0
(0%)
Mexico
Revenue
25.3
26.3
4%
49.2
53.9
10%
(+) Accounting Adjustments5
2.9
2.7
(7%)
5.6
5.6
–
Net Gaming Revenue
28.2
29.0
3%
54.8
59.5
9%
Other
Revenue
4.5
3.0
(33%)
8.8
7.8
(11%)
(+) Accounting Adjustments5
(0.1)
0.7
n.m.
(0.3)
0.4
n.m.
Net Gaming Revenue
4.4
3.7
(16%)
8.5
8.2
(4%)
Reconciliation of Net Income (IFRS) to Adj. EBITDA (non-IFRS)5
Quarter ended June 30
Six months ended June 30
Figures in EUR mm
2024
2025
Chg.
2024
2025
Chg.
Net Income (Loss)
(3.7)
(2.4)
1.2
(0.2)
(3.1)
(2.8)
(+/-) Provision for Corporate Income Tax
0.4
1.1
0.6
0.9
1.3
0.3
(+/-) Interest Expense / (Income)
(0.0)
1.9
2.0
(4.8)
3.0
7.8
(+/-) Var. in Fair Value of Public Warrants
3.9
1.3
(2.5)
5.8
1.9
(3.9)
(+) D&A
0.1
0.2
0.1
0.1
0.3
0.2
EBITDA
0.7
2.1
1.4
1.7
3.4
1.7
(+) Employee LTIP Expense
0.6
(0.9)
(1.4)
1.1
(0.4)
(1.5)
(+/-) Other Accounting Adjustments
0.0
0.0
(0.0)
0.2
0.1
(0.1)
Adj. EBITDA (Pre Non-Recurring Items)
1.3
1.3
(0.0)
3.0
3.1
0.0
(+) Non-Recurring Items
0.0
1.1
1.1
0.0
1.1
1.1
Adj. EBITDA
1.3
2.3
1.1
3.0
4.1
1.1
About Codere Online
Codere Online refers, collectively, to Codere Online Luxembourg, S.A. and its subsidiaries. Codere Online, launched in 2014 as part of the renowned casino operator Codere Group, offers online sports betting and online casino through its state-of-the art website and mobile applications. Codere Online currently operates in its core markets of Spain, Mexico, Colombia, Panama and Argentina; this online business is complemented by Codere Group’s physical presence in Spain and throughout Latin America, forming the foundation of the leading omnichannel gaming and casino presence.
About Codere Group Codere Group is a multinational group devoted to entertainment and leisure. It is a leading player in the private gaming industry, with four decades of experience and with presence in seven countries in Europe (Spain and Italy) and Latin America (Argentina, Colombia, Mexico, Panama, and Uruguay).
Note on Rounding. Due to decimal rounding, numbers presented throughout this report may not add up precisely to the totals and subtotals provided, and percentages may not precisely reflect the absolute figures.
Forward-Looking Statements Certain statements in this document may constitute “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements regarding Codere Online Luxembourg, S.A. and its subsidiaries (collectively, “Codere Online”) or Codere Online’s or its management team’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements in this document may include, for example, statements about Codere Online’s financial performance and, in particular, the potential evolution and distribution of its net gaming revenue; any prospective and illustrative financial information; and changes in Codere Online’s strategy, future operations and target addressable market, financial position, estimated revenues and losses, projected costs, prospects and plans.
These forward-looking statements are based on information available as of the date of this document and current expectations, forecasts and assumptions, and involve a number of judgments, risks and uncertainties. Accordingly, forward-looking statements should not be relied upon as representing Codere Online’s or its management team’s views as of any subsequent date, and Codere Online does not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
As a result of a number of known and unknown risks and uncertainties, Codere Online’s actual results or performance may be materially different from those expressed or implied by these forward-looking statements. There may be additional risks that Codere Online does not presently know or that Codere Online currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. Some factors that could cause actual results to differ include (i) changes in applicable laws or regulations, including online gaming, privacy, data use and data protection rules and regulations as well as consumers’ heightened expectations regarding proper safeguarding of their personal information, (ii) the impacts and ongoing uncertainties created by regulatory restrictions, changes in perceptions of the gaming industry, changes in policies and increased competition, and geopolitical events such as war, (iii) the ability to implement business plans, forecasts, and other expectations and identify and realize additional opportunities, (iv) the risk of downturns and the possibility of rapid change in the highly competitive industry in which Codere Online operates, (v) the risk that Codere Online and its current and future collaborators are unable to successfully develop and commercialize Codere Online’s services, or experience significant delays in doing so, (vi) the risk that Codere Online may never achieve or sustain profitability, (vii) the risk that Codere Online will need to raise additional capital to execute its business plan, which may not be available on acceptable terms or at all, (viii) the risk that Codere Online experiences difficulties in managing its growth and expanding operations, (ix) the risk that third-party providers, including the Codere Group, are not able to fully and timely meet their obligations, (x) the risk that the online gaming operations will not provide the expected benefits due to, among other things, the inability to obtain or maintain online gaming licenses in the anticipated time frame or at all, (xi) the risk that Codere Online is unable to secure or protect its intellectual property, (xii) the risk that Codere Online’s securities may be delisted from Nasdaq and (xiii) the possibility that Codere Online may be adversely affected by other political, economic, business, and/or competitive factors. Additional information concerning certain of these and other risk factors is contained in Codere Online’s filings with the U.S. Securities and Exchange Commission (the “SEC”). All subsequent written and oral forward-looking statements concerning Codere Online or other matters and attributable to Codere Online or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above.
Financial Information and Non-GAAP Financial Measures Codere Online’s financial statements are prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS”), which can differ in certain significant respects from generally accepted accounting principles in the United States of America (“U.S. GAAP”).
This document includes certain financial measures not presented in accordance with U.S. GAAP or IFRS (“non-GAAP”), such as, without limitation, net gaming revenue, Adjusted EBITDA and constant currency information. These non-GAAP financial measures are not measures of financial performance in accordance with U.S. GAAP or IFRS and may exclude items that are significant in understanding and assessing Codere Online’s financial results. Therefore, these measures should not be considered in isolation or as an alternative to revenue, net income, cash flows from operations or other measures of profitability, liquidity or performance under U.S. GAAP or IFRS. You should be aware that Codere Online’s presentation of these measures may not be comparable to similarly-titled measures used by other companies. In addition, the audit of Codere Online’s financial statements in accordance with PCAOB standards, may impact how Codere Online currently calculates its non-GAAP financial measures, and we cannot assure you that there would not be differences, and such differences could be material.
Codere Online believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends in comparing Codere Online’s financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. These non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. Reconciliations of non-GAAP financial measures to their most directly comparable measure under IFRS are included herein.
This document may include certain projections of non-GAAP financial measures. Codere Online is unable to quantify certain amounts that would be required to be included in the most directly comparable U.S. GAAP or IFRS financial measures without unreasonable effort, due to the inherent difficulty and variability of accurately forecasting the occurrence and financial impact of the various adjusting items necessary for such comparable measures or such reconciliation that have not yet occurred, are out of our control, or cannot be reasonably predicted, ascertained or assessed, which could have a material impact on its future IFRS financial results. Consequently, no disclosure of estimated comparable U.S. GAAP or IFRS measures is included and no reconciliation of the forward-looking non-GAAP financial measures is included.
Use of Projections This document contains financial forecasts with respect to Codere Online’s business and projected financial results, including net gaming revenue and adjusted EBITDA. Codere Online’s independent auditors have not audited, reviewed, compiled or performed any procedures with respect to the projections for the purpose of their inclusion in this document, and accordingly, they did not express an opinion or provide any other form of assurance with respect thereto for the purpose of this document. These projections should not be relied upon as being necessarily indicative of future results. The assumptions and estimates underlying the prospective financial information are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information. See “Forward-Looking Statements” above. Accordingly, there can be no assurance that the prospective results are indicative of the future performance of Codere Online or that actual results will not differ materially from those presented in the prospective financial information. Inclusion of the prospective financial information in this document should not be regarded as a representation by any person that the results contained in the prospective financial information will be achieved.
For further information on the limitations and assumptions underlying these projections, please refer to Codere Online’s filings with the SEC.
Preliminary Information This document contains figures, financial metrics, statistics and other information that is preliminary and subject to change (the “Preliminary Information”). The Preliminary Information has not been audited, reviewed, or compiled by any independent registered public accounting firm. This Preliminary Information is subject to ongoing review including, where applicable, by Codere Online’s independent auditors. Accordingly, no independent registered public accounting firm has expressed an opinion or any other form of assurance with respect to the Preliminary Information. During the course of finalizing such Preliminary Information, adjustments to such Preliminary Information presented herein may be identified, which may be material. Codere Online undertakes no obligation to update or revise the Preliminary Information set forth in this document as a result of new information, future events or otherwise, except as otherwise required by law. The Preliminary Information may differ from actual results. Therefore, you should not place undue reliance upon this Preliminary Information. The Preliminary Information is not a comprehensive statement of financial results, and should not be viewed as a substitute for full financial statements prepared in accordance with IFRS. In addition, the Preliminary Information is not necessarily indicative of the results to be achieved in any future period.
No Offer or Solicitation This document does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor will 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 will 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.
Industry and Market Data In this document, Codere Online relies on and refers to certain information and statistics obtained from publicly available information and third-party sources, which it believes to be reliable. Codere Online has not independently verified the accuracy or completeness of any such publicly-available and third-party information, does not make any representation as to the accuracy or completeness of such data and does not undertake any obligation to update such data after the date of this document. You are cautioned not to give undue weight to such industry and market data.
Contacts:
Investors and Media Guillermo Lancha Director, Investor Relations and Communications Guillermo.Lancha@codereonline.com (+34) 628.928.152
1 Net Gaming Revenue is a non-IFRS measure; please see reconciliation of Net Gaming Revenue to Revenue at the end of the report.
2 Adjusted EBITDA is a non-IFRS measure; please see reconciliation of Adjusted EBITDA to Net Income at the end of the report. Net gaming revenue and Adjusted EBITDA outlooks are forward-looking non-IFRS measures; please see important disclaimers at the end of the report. 3 See “Preliminary Information” below.
4 Average Monthly Active Players include real money (i.e. exclude free bets) sports betting and casino actives.
5 Figures primarily reflect differences in recognition of revenue related to certain partner and affiliate agreements in place in Colombia, VAT impact from entry fees in Mexico and the impact from the application of inflation accounting (IAS 29) in Argentina. 5 Please refer to page 26 of our Q2 2025 Earnings Presentation for further details regarding this reconciliation.
WEST CHICAGO, Ill., July 31, 2025 /PRNewswire/ — Titan International, Inc. (NYSE: TWI) (“Titan” or the “Company”), a leading global manufacturer of off-highway wheels, tires, assemblies, and undercarriage products, today reported financial results for the second quarter ended June 30, 2025. The full earnings release including a reconciliation of GAAP to Non-GAAP figures can be found in the investor relations section of the Company’s website at https://ir.titan-intl.com/news-and-events/news-releases/default.aspx.
Q2 2025 Key Figures
Revenues of $461 million
Gross margin of 15%
Adjusted EBITDA of $30 million
Free Cash Flow of $4 million
Paul Reitz, President and Chief Executive Officer, commented, “Our One Titan team continued to execute, enabling the Company to report revenues and Adjusted EBITDA within our guidance range, as well as positive free cash flow for the quarter. Overall conditions in our end markets are currently defined primarily by the impact of higher interest rates and tariff uncertainty. On a longer-term basis, we are encouraged by the broad support the recently-passed legislation included for farmers.”
Mr. Reitz continued, “Among the highlights from our second quarter, we were able to maintain gross and EBITDA margins which continued to be meaningfully above where they were during the last cyclical trough. We also continued to focus on expanding our reach via our one-stop-shop strategy and our focus on innovation, and we expect those efforts to help drive growth when broad-based industry demand resumes. In the near term, we remain confident that wheel and tire inventories throughout the chain are reaching levels where the only path forward is up. We are well-positioned as a leader in our industry and fully expect to see improving financial results as macro tailwinds begin to emerge.”
Company Outlook
David Martin, Chief Financial Officer, added, “We expect third quarter sales to be between $450 million and $475 million with Adjusted EBITDA between $25 million and $30 million, which are both improvements compared to the third quarter of 2024.”
About Titan
Titan International, Inc. (NYSE: TWI) is a leading global manufacturer of off-highway wheels, tires, assemblies, and undercarriage products. Headquartered in West Chicago, Illinois, the Company globally produces a broad range of products to meet the specifications of original equipment manufacturers (OEMs) and aftermarket customers in the agricultural, earthmoving/construction, and consumer markets. For more information, visit www.titan-intl.com.
Safe Harbor Statement
This press release contains forward-looking statements. These forward-looking statements are covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. The words “believe,” “expect,” “anticipate,” “plan,” “would,” “could,” “potential,” “may,” “will,” and other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. Although we believe the assumptions upon which these forward-looking statements are based are reasonable, these assumptions are subject to significant risks and uncertainties, and are subject to change based on various factors, some of which are beyond Titan International, Inc.’s control. As a result, any of these assumptions could prove to be inaccurate and the forward-looking statements based on these assumptions could be incorrect. The matters discussed in these forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results and trends to differ materially from those made, projected, or implied in or by the forward-looking statements depending on a variety of uncertainties or other factors including, but not limited to, the effect of a recession on the Company and its customers and suppliers; changes in the Company’s end-user markets into which the Company sells its products as a result of domestic and world economic or regulatory influences or otherwise; changes in the marketplace, including new products and pricing changes by the Company’s competitors; the Company’s ability to maintain satisfactory labor relations; unfavorable outcomes of legal proceedings; the Company’s ability to comply with current or future regulations applicable to the Company’s business and the industry in which it competes or any actions taken or orders issued by regulatory authorities; availability and price of raw materials; levels of operating efficiencies; the effects of the Company’s indebtedness and its compliance with the terms thereof; changes in the interest rate environment and their effects on the Company’s outstanding indebtedness; unfavorable product liability and warranty claims; actions of domestic and foreign governments, including the imposition of additional tariffs; geopolitical and economic uncertainties relating to the countries in which the Company operates or does business; risks associated with acquisitions, including difficulty in integrating operations and personnel, disruption of ongoing business, and increased expenses; results of investments; the effects of potential processes to explore various strategic transactions, including potential dispositions; fluctuations in currency translations; risks associated with environmental laws and regulations; risks relating to our manufacturing facilities, including that any of our material facilities may become inoperable; risks relating to financial reporting, internal controls, tax accounting, and information systems; and the other risks and factors detailed in the Company’s periodic reports filed with the Securities and Exchange Commission, including the disclosures under “Risk Factors” in those reports. These forward-looking statements are made only as of the date hereof. The Company cautions that any forward-looking statements included in this press release are subject to a number of risks and uncertainties, and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, changed circumstances or future events, or for any other reason, except as required by law.
Key Points: – Microsoft surpasses $4 trillion in market cap after strong earnings and $75B Azure revenue. – Azure’s 34% growth highlights Microsoft’s central role in cloud and AI. – Tech rally continues as Nvidia, Meta, and Microsoft drive markets to new highs.
Microsoft has officially joined Nvidia in the exclusive $4 trillion market cap club,marking a historic milestone for the software giant and underlining the tech sector’s relentless momentum in 2025. Shares surged over 5% following a robust earnings report, which included impressive revenue growth and a major new disclosure: Azure, Microsoft’s cloud platform, generated more than $75 billion in annual revenue—a 34% jump year-over-year.
This leap not only reflects the growing dominance of cloud computing, but also Microsoft’s deepening foothold in artificial intelligence. Azure has become the backbone for countless AI tools and large language models developed by Microsoft, OpenAI, and other industry titans. It’s the first time Microsoft has reported Azure’s revenue in dollar terms, a move that underscores confidence in its scale and transparency.
Microsoft now joins Nvidia, which crossed the $4 trillion threshold earlier this month, as the top two performers on the tech leaderboard. The rise of both companies has displaced Apple from its long-standing top spot. Apple currently holds a market cap around $3.2 trillion, weighed down by concerns that it’s lagging in AI innovation—a stark contrast to the explosive growth seen at Microsoft and Nvidia.
The earnings report revealed Microsoft’s fastest revenue growth in over three years, up 18%, fueled largely by AI-integrated services across its ecosystem—from Azure to Copilot. This momentum helped push the Nasdaq and S&P 500 to fresh record highs, with Microsoft and Meta among the day’s biggest gainers.
Investor confidence in Microsoft is also riding high as the broader AI boom reshapes the market. Microsoft’s strategic investments and partnerships in generative AI, including its alliance with OpenAI, continue to pay dividends. The company is widely seen as a foundational player in AI infrastructure, not just through its software, but via the massive cloud computing power needed to support this new wave of intelligence-driven applications.
Meanwhile, Nvidia remains the biggest hardware beneficiary of the AI surge. Its GPUs power the vast majority of AI models and cloud-based inference engines, including those used by Microsoft. The synergy between the two companies has made them central pillars of this new technological era, where compute power and software intelligence go hand-in-hand.
The broader tech rally was also fueled by Meta, which saw its shares jump over 11% on strong earnings and guidance. The “Magnificent Seven” mega-cap tech firms continue to dominate market headlines and investor portfolios, with Microsoft and Nvidia at the forefront of this reshaping.
Looking ahead, Microsoft’s strong positioning in AI, continued cloud growth, and investor optimism could drive further gains. With tech still attracting the bulk of growth capital, and AI becoming more embedded in daily life and business, Microsoft’s $4 trillion valuation may just be the beginning of a new market era.
Joe Gomes, CFA, Managing Director, Equity Research Analyst, Generalist , Noble Capital Markets, Inc.
Refer to the full report for the price target, fundamental analysis, and rating.
Capital Structure. MustGrow announced a series of changes to be made to its capital structure including (i) a non-brokered private placement of up to 4,285,715 units of the Company (ii) the proposed repricing of outstanding share purchase warrants issued pursuant to its January 16, 2025 private placement and (iii) its intention to offer shares for debt settlement to all holders of unsecured convertible debentures issued pursuant to its January 16, 2025 private placement.
“LIFE” Offering. The 4,285,715 units will be offered at a price of CAD$0.70 per unit for gross proceeds of up to $3.0 million. Each unit will consist of one common share and one common share purchase warrant exercisable for 60 months at an exercise price of $0.90 per warrant. Net proceeds will be used for inventory production of TerraSante, inventory for agricultural products to sell via its Canadian distribution platform, NexusBioAg, and working capital and general corporate purposes.
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*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision.
FAT Brands (NASDAQ: FAT) is a leading global franchising company that strategically acquires, markets, and develops fast casual, quick-service, casual dining, and polished casual dining concepts around the world. The Company currently owns 17 restaurant brands: Round Table Pizza, Fatburger, Marble Slab Creamery, Johnny Rockets, Fazoli’s, Twin Peaks, Great American Cookies, Hot Dog on a Stick, Buffalo’s Cafe & Express, Hurricane Grill & Wings, Pretzelmaker, Elevation Burger, Native Grill & Wings, Yalla Mediterranean and Ponderosa and Bonanza Steakhouses, and franchises and owns over 2,300 units worldwide. For more information on FAT Brands, please visit www.fatbrands.com.
Joe Gomes, CFA, Managing Director, Equity Research Analyst, Generalist , Noble Capital Markets, Inc.
Refer to the full report for the price target, fundamental analysis, and rating.
2Q25 Results. Revenue of $146.8 million declined 3.4% y-o-y, but was above our $141 million estimate. The revenue decline wasdriven by a decrease in restaurant revenue resulting from the closure of five underperforming Smokey Bones locations, the temporary closure of one Smokey Bones location for conversion into a Twin Peaks lodge, and lower same-store sales, partially offset by the opening of new Twin Peaks lodges. FAT Brands reported a net loss of $54.2 million, or a loss of $3.17/sh, compared to a net loss of $39.4 million, or a loss of $2.43/sh, last year. We had projected a net loss of $46 million or a loss of $2.56/sh.
Pipeline and Openings. The development pipeline remains robust with roughly 1,000 signed deals. Eighteen new locations opened during the quarter, with FAT Brands well positioned to see 100 locations open in 2025. The opening of new locations will help drive go-forward adjusted EBITDA for the Company.
Equity Research is available at no cost to Registered users of Channelchek. Not a Member? Click ‘Join’ to join the Channelchek Community. There is no cost to register, and we never collect credit card information.
This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).
*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision.
Robert LeBoyer, Senior Vice President, Equity Research Analyst, Biotechnology, Noble Capital Markets, Inc.
Refer to the full report for the price target, fundamental analysis, and rating.
We Look Forward To Data At The World Transplant Congress. Eledon is scheduled to present interim data from its Phase 1b study at the World Transplant Congress (WTC), to be held August 2 to 6. We have also seen an abstract discussing a single patient in the Phase 2 BESTOW trial that had an unrelated fungal infection. While we do not consider the abstract to be significant, it may have raised safety concerns for investors.
WTC Abstract From One Patient May Have Been Misinterpreted. The abstract discusses “a unique case of pulmonary mucomycosis” in a patient enrolled in the Phase 2 BESTOW trial. Four weeks after receiving a kidney transplant and the tegoprubart regimen, he developed fever due to a rare fungal infection that was treated and resolved. “The patient remained on tegoprubart infusions and showed evidence of clinical improvement, without evidence of rejection or infection at follow-up visits”, stated the abstract.
Equity Research is available at no cost to Registered users of Channelchek. Not a Member? Click ‘Join’ to join the Channelchek Community. There is no cost to register, and we never collect credit card information.
This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).
*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision.
Mark Reichman, Managing Director, Equity Research Analyst, Natural Resources, Noble Capital Markets, Inc.
Refer to the full report for the price target, fundamental analysis, and rating.
Mapping program at Awacha. In 2024, an Anaconda-style mapping program was completed over a 17-square kilometer area at the Awacha porphyry copper target in Ecuador. A total of more than 2,200 outcrops were studied and described by field geologists and subsequently compiled into a database. Interpretation of the data was finalized in early June, and the company engaged porphyry copper expert Dr. Steve Garwin to review the mapping data and identify the most promising porphyry targets in the Awacha area. Dr. Garwin has been associated with several major discoveries, including the Alpala porphyry copper-gold deposit at the Cascabel project in Ecuador.
Large zone of interest. Following the mapping program, a large zone of hydrothermal alteration that is greater than six kilometers by four kilometers was revealed during a review and interpretation of the data. The area of interest, coincident with magnetic and conductive anomalies that indicate the potential for porphyry mineralization, warrants additional field work to refine hole locations for a future drill program.
Equity Research is available at no cost to Registered users of Channelchek. Not a Member? Click ‘Join’ to join the Channelchek Community. There is no cost to register, and we never collect credit card information.
This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).
*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision.
Key Points: – The Fed kept interest rates steady at 4.25%–4.5% for the fifth time in a row, signaling ongoing caution. – Governors Waller and Bowman dissented, citing concern over employment and downplaying inflation risks. – Trump intensified public pressure on the Fed, demanding steep rate cuts ahead of the September meeting.
The Federal Reserve voted once again to hold interest rates steady, maintaining its benchmark range at 4.25% to 4.5% for the fifth consecutive meeting. The decision, made despite visible pressure from President Trump, revealed growing internal division among Fed leadership. Two of the central bank’s governors, Christopher Waller and Michelle Bowman—both Trump appointees—dissented, calling for a quarter-point rate cut. Their disagreement marks the first time in over 30 years that two sitting Fed governors have opposed a monetary policy decision.
The Fed’s decision underscores a delicate balancing act as it navigates slowing economic growth, sticky inflation, and intensifying political scrutiny. While GDP rebounded to 3% in the second quarter—after contracting by 0.5% in the first quarter—much of that surge was attributed to importers rushing to beat new Trump-imposed tariffs. Policymakers downgraded their economic outlook, describing growth as having “moderated,” a step down from June’s “solid” assessment.
Still, the labor market remains resilient. Fed officials reiterated their view of job growth as “solid,” even as they acknowledged inflation remains “somewhat elevated.” That language signals continued caution as the central bank tries to determine the longer-term effects of trade policy on consumer prices and employment.
The political pressure from the White House, however, is intensifying. President Trump, who has long pushed for lower rates to stimulate borrowing and reduce debt costs, called for a three-point rate cut just hours before the Fed’s latest announcement. He accused Fed Chair Jerome Powell of being too slow, saying, “Too late. Must now lower the rate.”
This public campaign has added to tensions between the executive branch and the Fed, raising concerns over the independence of the central bank. Powell has so far maintained a measured tone, calling for patience and more data before making any policy changes. Traders now expect the first rate cut to come in September, contingent on upcoming inflation and employment reports.
The dissent from Waller and Bowman highlights the philosophical divide within the Fed. Both argue that the inflationary impact of tariffs is likely temporary and should not delay monetary easing. Waller insists that trade-induced price spikes are one-offs, and that monetary policy should prioritize employment. Bowman, who previously voted against rate cuts over inflation concerns, now believes downside risks to jobs may outweigh inflation threats.
Meanwhile, Trump’s rhetoric around Powell has continued, even as he pulled back from directly threatening to fire the Fed chair. In a recent public appearance, he labeled Powell’s renovation of the Fed’s Washington, D.C. headquarters a wasteful project and questioned the chair’s leadership.
Looking ahead, the Fed faces mounting political and institutional pressure. GOP lawmakers are pushing for investigations and possible legislative changes to the Fed’s mandate. While immediate changes to the Federal Reserve Act remain unlikely, the calls for internal reviews and oversight reflect growing skepticism from Capitol Hill.
As inflation trends cool and political heat rises, the Fed’s upcoming September meeting may become a turning point. Until then, the central bank remains caught between data-driven caution and an administration demanding urgency.
LOS ANGELES, July 30, 2025 (GLOBE NEWSWIRE) — FAT (Fresh. Authentic. Tasty.) Brands Inc. (NASDAQ: FAT) (“FAT Brands” or the “Company”) today reported financial results for the fiscal second quarter ended June 29, 2025.
Andy Wiederhorn, Chairman of FAT Brands, said: “Backed by a robust pipeline of roughly 1,000 signed deals, we opened 18 new locations during the second quarter, including three co-branded Marble Slab Creamery and Great American Cookies stores, and are well positioned to meet our goal of more than 100 restaurant openings this year. In Florida, we’ve signed a development deal to open 40 additional Fatburger locations over the next decade, growing our state presence to approximately 50 locations. Our diversified portfolio strategy is paying dividends, led by a strong performance in our snacks segment. We are also seeing meaningful impact from our digital initiatives. At Great American Cookies, digital sales now account for 25% of total revenue with loyalty-driven sales up 40% while Round Table Pizza is experiencing 21% loyalty-driven sales growth and 18% higher customer engagement.”
Ken Kuick, Co-Chief Executive Officer and Chief Financial Officer of FAT Brands said: “We continue to take decisive steps to strengthen our financial position, including securing a bondholder agreement to convert amortizing bonds to interest-only, which will generate an additional $30 to $40 million in annual cash flow savings. Our indenture-related dividend pause remains in effect until we reach the $25 million principal reduction threshold, preserving $36 to $40 million annually. We have also implemented over $5 million in annual G&A reductions while actively working toward refinancing our three remaining securitization silos well ahead of their July 2026 maturity. These combined actions position us to achieve cash flow positive status in the coming quarters.”
Taylor Wiederhorn, Co-Chief Executive Officer of FAT Brands, said: “A key strategic priority for us is expanding our manufacturing capacity. To support this, we are actively pursuing strategic partnerships that broaden our brand reach and strengthen our manufacturing capabilities, reinforcing our commitment to growing our market presence and delivering exceptional products to our customers.”
Fiscal Second Quarter 2025 Highlights
Total revenue declined 3.4% to $146.8 million compared to $152.0 million in the fiscal second quarter of 2024
System-wide sales declined 3.7%
System-wide same-store sales declined 3.9%
18 new store openings during the fiscal second quarter of 2025
Net loss of $54.2 million, or $3.17 per diluted share, compared to $39.4 million, or $2.43 per diluted share, in the fiscal second quarter of 2024
Negative EBITDA(1) of $6.0 million compared to EBITDA(1) of $6.8 million in the fiscal second quarter of 2024
Adjusted EBITDA(1) of $15.7 million in the fiscal second quarter of 2025 and 2024
Adjusted net loss(1) of $49.0 million, or $2.88 per diluted share, compared to adjusted net loss(1) of $30.9 million, or $1.93 per diluted share, in the fiscal second quarter of 2024
(1) EBITDA, adjusted EBITDA and adjusted net loss are non-GAAP measures defined below, under “Non-GAAP Measures”. Reconciliation of GAAP net loss to EBITDA, adjusted EBITDA and adjusted net loss are included in the accompanying financial tables.
Summary of Fiscal Second Quarter 2025 Financial Results
Total revenue decreased $5.2 million, or 3.4%, in the second quarter of 2025 to $146.8 million compared to $152.0 million in the year-ago quarter, primarily driven by a decrease in restaurant revenue resulting from the closure of five underperforming Smokey Bones locations, the temporary closure of one Smokey Bones location for conversion into a Twin Peaks lodge and lower same-store sales, partially offset by the opening of new Twin Peaks lodges.
General and administrative expense increased $14.8 million, or 50.3%, in the second quarter of 2025 to $44.4 million compared to $29.6 million in the same period in the prior year, primarily due to increased share-based compensation expense related to Twin Hospitality Group Inc. and the recognition of $2.1 million in Employee Retention Credits during the prior year quarter.
Cost of restaurant and factory revenues was related to the operations of the company-owned restaurant locations and dough factory and decreased $2.1 million, or 2.1%, in the second quarter of 2025 to $98.1 million compared to $100.1 million in the year-ago quarter, primarily due to the decreased costs at company-owned restaurants and factory revenue.
Advertising expenses decreased $3.1 million in the second quarter of 2025 to $11.5 million compared to $14.7 million in the same period in the prior year. These expenses vary in relation to advertising revenues.
Total other expense, net, for the second quarter of 2025 and 2024 was $39.4 million and $34.8 million, respectively, which is inclusive of interest expense of $39.4 million and $34.0 million, respectively.
Adjusted net loss(1) was $49.0 million, or $2.88 per diluted share, compared to adjusted net loss(1) of $30.9 million, or $1.93 per diluted share, in the fiscal second quarter of 2024.
Key Financial Definitions
New store openings – The number of new store openings reflects the number of stores opened during a particular reporting period. The total number of new stores per reporting period and the timing of store openings has, and will continue to have, an impact on our results.
Same-store sales growth – Same-store sales growth reflects the change in year-over-year sales for the comparable store base, which we define as the number of stores open and in the FAT Brands system for at least one full fiscal year. For stores that were temporarily closed, sales in the current and prior period are adjusted accordingly. Given our focused marketing efforts and public excitement surrounding each opening, new stores often experience an initial start-up period with considerably higher than average sales volumes, which subsequently decrease to stabilized levels after three to six months. Additionally, when we acquire a brand, it may take several months to integrate fully each location of said brand into the FAT Brands platform. Thus, we do not include stores in the comparable base until they have been open and in the FAT Brands system for at least one full fiscal year.
System-wide sales growth – System-wide sales growth reflects the percentage change in sales in any given fiscal period compared to the prior fiscal period for all stores in that brand only when the brand is owned by FAT Brands. Because of acquisitions, new store openings and store closures, the stores open throughout both fiscal periods being compared may be different from period to period.
Conference Call and Webcast
FAT Brands will host a conference call and webcast to discuss its fiscal second quarter 2025 financial results today at 4:30 PM ET. Hosting the conference call and webcast will be Andy Wiederhorn, Chairman of the Board, and Ken Kuick, Co-Chief Executive Officer and Chief Financial Officer.
The conference call can be accessed live over the phone by dialing 1-877-704-4453 from the U.S. or 1-201-389-0920 internationally. A replay will be available after the call until Wednesday, August 20, 2025, and can be accessed by dialing 1-844-512-2921 from the U.S. or 1-412-317-6671 internationally. The passcode is 13754156. The webcast will be available at www.fatbrands.com under the “Investors” section and will be archived on the site shortly after the call has concluded.
About FAT (Fresh. Authentic. Tasty.) Brands
FAT Brands (NASDAQ: FAT) is a leading global franchising company that strategically acquires, markets, and develops fast casual, quick-service, casual dining, and polished casual dining concepts around the world. The Company currently owns 18 restaurant brands: Round Table Pizza, Fatburger, Marble Slab Creamery, Johnny Rockets, Fazoli’s, Twin Peaks, Smokey Bones, Great American Cookies, Hot Dog on a Stick, Buffalo’s Cafe & Express, Hurricane Grill & Wings, Pretzelmaker, Elevation Burger, Native Grill & Wings, Yalla Mediterranean and Ponderosa and Bonanza Steakhouses and franchises and owns approximately 2,300 units worldwide. For more information, please visit www.fatbrands.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to the future financial and operating results of the Company, the timing and performance of new store openings, our ability to conduct future accretive acquisitions and our pipeline of new store locations. Forward-looking statements generally use words such as “expect,” “foresee,” “anticipate,” “believe,” “project,” “should,” “estimate,” “will,” “plans,” “forecast,” and similar expressions, and reflect our expectations concerning the future. Forward-looking statements are subject to significant business, economic and competitive risks, uncertainties and contingencies, many of which are difficult to predict and beyond our control, which could cause our actual results to differ materially from the results expressed or implied in such forward-looking statements. We refer you to the documents that we file from time to time with the Securities and Exchange Commission, such as our reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of these and other risks and uncertainties that could cause our actual results to differ materially from our current expectations and from the forward-looking statements contained in this press release. We undertake no obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of this press release.
Non-GAAP Measures (Unaudited)
This press release includes the non-GAAP financial measures of EBITDA, adjusted EBITDA and adjusted net loss.
EBITDA is defined as earnings before interest, taxes, and depreciation and amortization. We use the term EBITDA, as opposed to loss from operations, as it is widely used by analysts, investors, and other interested parties to evaluate companies in our industry. We believe that EBITDA is an appropriate measure of operating performance because it eliminates the impact of expenses that do not relate to business performance. EBITDA is not a measure of our financial performance or liquidity that is determined in accordance with generally accepted accounting principles (“GAAP”), and should not be considered as an alternative to net loss as a measure of financial performance or cash flows from operations as measures of liquidity, or any other performance measure derived in accordance with GAAP.
Adjusted EBITDA is defined as EBITDA (as defined above), excluding expenses related to acquisitions, refranchising (gain) loss, impairment charges, and certain non-recurring or non-cash items that the Company does not believe directly reflect its core operations and may not be indicative of the Company’s recurring business operations.
Adjusted net loss is a supplemental measure of financial performance that is not required by or presented in accordance with GAAP. Adjusted net loss is defined as net loss plus the impact of adjustments and the tax effects of such adjustments. Adjusted net loss is presented because we believe it helps convey supplemental information to investors regarding our performance, excluding the impact of special items that affect the comparability of results in past quarters to expected results in future quarters. Adjusted net loss as presented may not be comparable to other similarly titled measures of other companies, and our presentation of adjusted net loss should not be construed as an inference that our future results will be unaffected by excluded or unusual items. Our management uses this non-GAAP financial measure to analyze changes in our underlying business from quarter to quarter based on comparable financial results.
Reconciliations of net loss presented in accordance with GAAP to EBITDA, adjusted EBITDA and adjusted net loss are set forth in the tables below.
IRVINE, Calif., July 30, 2025 (GLOBE NEWSWIRE) — Eledon Pharmaceuticals, Inc. (“Eledon”) (Nasdaq: ELDN) today announced that the company will host a conference call and webcast on Wednesday, August 6, 2025 at 4:30 p.m. ET to discuss updated clinical data from its ongoing open-label Phase 1b study evaluating tegoprubart for the prevention of rejection in subjects undergoing kidney transplantation. These data, from approximately 30 kidney transplant recipients, are being presented at the World Transplant Congress (WTC) in San Francisco, CA on August 6, 2025.
To join the conference call, please dial 1-800-717-1738 for domestic callers or 1-646-307-1865 for international callers. The conference ID is 34575. Registration for the live webcast can be found here and available on the “Events” section of Eledon’s website at www.eledon.com. The webcast will be archived on the website following the completion of the call.
About Eledon Pharmaceuticals and tegoprubart
Eledon Pharmaceuticals, Inc. is a clinical stage biotechnology company that is developing immune-modulating therapies for the management and treatment of life-threatening conditions. The Company’s lead investigational product is tegoprubart, an anti-CD40L antibody with high affinity for the CD40 Ligand, a well-validated biological target that has broad therapeutic potential. The central role of CD40L signaling in both adaptive and innate immune cell activation and function positions it as an attractive target for non-lymphocyte depleting, immunomodulatory therapeutic intervention. The Company is building upon a deep historical knowledge of anti-CD40 Ligand biology to conduct preclinical and clinical studies in kidney allograft transplantation, xenotransplantation, and amyotrophic lateral sclerosis (ALS). Eledon is headquartered in Irvine, California. For more information, please visit the Company’s website at www.eledon.com.
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SASKATOON, Saskatchewan, Canada, July 30, 2025 – MustGrow Biologics Corp. (TSXV: MGRO; OTC: MGROF; FRA: 0C0) (the “Company” or “MustGrow“), is pleased to announce the following: (i) a non-brokered private placement of up to 4,285,715 units of the Company (each, a “Unit“) at a price of $0.70 per Unit for gross proceeds of up to $3,000,000 (the “LIFE Offering“); (ii) the proposed repricing of outstanding share purchase warrants issued pursuant to its January 16, 2025 private placement (the “Warrant Repricing“); and (iii) its intention to offer shares for debt settlement to all holders of unsecured convertible debentures issued pursuant to its January 16, 2025 private placement (the “Shares for Debenture Debt Settlement“).
LIFE Offering
Each Unit will consist of (i) one common share of the Company (a “Share“); and (ii) one common share purchase warrant (a “Warrant“). Each whole Warrant will be exercisable for a period of 60 months from the Closing Date (defined below) and will entitle the holder thereof to purchase one additional Share (a “Warrant Share“) at an exercise price of $0.90 per Warrant Share.
The Company intends to use the net proceeds raised from the LIFE Offering for inventory production for its mustard-derived organic biofertility product TerraSanteTM, inventory for agricultural products to sell via its Canadian distribution platform NexusBioAg, and working capital and general corporate purposes.
Subject to the rules and policies of the TSX Venture Exchange (the “TSXV“), the securities issuable from the sale of Units to Canadian resident subscribers will not be subject to a hold period under applicable Canadian securities laws. Insiders and certain consultants that participate in the LIFE Offering would be subject to a four-month hold period pursuant to applicable policies of the TSXV.
There is an offering document related to the LIFE Offering that can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at www.MustGrow.ca. Prospective investors should read this offering document before making an investment decision.
It is expected that closing of the LIFE Offering will take place on or about August 21, 2025 or such other date(s) as may be determined by the Company (the “Closing Date“). Closing of the LIFE Offering is subject to certain conditions including, but not limited to, receipt of all necessary approvals, including the approval of the TSXV.
The Units sold pursuant to the LIFE Offering will be offered in Canada pursuant to the listed issuer financing exemption from the prospectus requirement available under Part 5A of National Instrument 45-106 – Prospectus Exemptions as modified by Coordinated Blanket Order 45-935 Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the “LIFE Exemption“), in the United States pursuant to available exemptions from the registration requirements of the United States Securities Act of 1933 (the “1933 Act”), as amended, and in certain other jurisdictions outside of Canada and the United States provided that no prospectus filing or comparable obligation arises in such other jurisdiction.
As consideration for services, certain eligible finders may receive (i) an aggregate cash fee equal up to 6.0% of the gross proceeds of the LIFE Offering from investors introduced to the Company by the finder; and (ii) non-transferable common share purchase warrants (the “Finder’s Warrants“) representing up to 6.0% of the aggregate number of Shares forming part of the Units issued to investors introduced to the Company by the finder. Each Finder’s Warrant will entitle its holder to purchase one Share (a “Finder Warrant Share“) at a price of $0.90 per Share for a 60-month period. The Finder Warrants and any Finder Warrant Shares issuable upon exercise thereof will be subject to a statutory hold period expiring four months and one day following the date of issue in accordance with applicable Canada securities laws.
Warrant Repricing
The Company intends to reprice an aggregate of 1,721,610 outstanding common share purchase warrants (the “Warrants“) issued pursuant to its January 16, 2025 private placement. The Warrants have an exercise price of $1.90 and an expiry date of January 16, 2030.
Provided the Company receives Warrant Amendment Approval (defined below), the Warrants will be deemed to be amended to adjust their exercise price to $0.90 per Share (the “Amended Warrants“). The Amended Warrants will also be amended to include an acceleration provision whereby, if for any ten (10) consecutive trading days (the “Premium Trading Days“) following the completion of the Warrant Repricing the closing price of the Company’s Shares exceeds $1.08, the Amended Warrants’ expiry date will be accelerated such that holders will have thirty (30) calendar days to exercise the Amended Warrants (if they have not first expired in the normal course) (the “Acceleration Clause“). The activation of the Acceleration Clause will be announced by press release and the 30-day period will commence seven (7) days after the last Premium Trading Day.
The Warrant Repricing is subject to the prior consent of all Warrantholders and the approval of the TSXV (“Warrant Amendment Approval“). The Company intends to issue an updating news release upon receipt, if any, of Warrant Amendment Approval.
Shares for Debenture Debt Settlement
The Company intends to offer a shares for debt settlement to all holders of unsecured convertible debentures issued pursuant to its January 16, 2025 private placement (the “Debentures“), to settle the outstanding principal amount owing under the Debentures, in the aggregate amount of up to $2,585,000 in consideration for: (i) the issuance of up to an aggregate of up to approximately 3,692,860 Shares (the “Settlement Shares“) at a deemed price of $0.70 per Settlement Share, and (ii) a cash payment of all accrued and unpaid interest up to the date of issuance of the Settlement Shares.
The Settlement Shares will be subject to a statutory hold period expiring four months and one day from the date of issuance, in accordance with applicable securities laws and TSXV policies.
Closing of the Shares for Debenture Debt Settlement is subject to the execution of definitive settlement documentation with any accepting holders of Debentures and the approval of the TSXV. The Company intends to issue an updating news release upon closing of the Shares for Debenture Debt Settlement.
MI 61-101 Compliance
It is anticipated that: (i) insiders of the Company may participate in the LIFE Offering, and any Units issued to insiders will be subject to a four month hold period pursuant to applicable policies of the TSXV; (ii) insiders of the Company may participate in the Warrant Repricing (subject to the rules and policies of the TSXV); and (iii) insiders of the Company may participate in the Shares for Debenture Debt Settlement, and any Settlement Shares issued to insiders will be subject to a four month hold period pursuant to applicable policies of the TSXV.
The issuance of Units to any insiders, the participation of any insiders in the Warrant Repricing, and the issuance of Settlement Shares to any insiders will be considered a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61- 101“). In respect of any such insider participation, the Company expects to rely on exemptions from the formal valuation requirements of MI 61-101 pursuant to section 5.5(a) and the minority shareholder approval requirements of MI 61-101 pursuant to section 5.7(1)(a), as the fair market value of the transaction, insofar as it involves interested parties, does not exceed 25% of the Company’s market capitalization.
Not an Offer to Sell or Solicitation in the US
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been and will not be registered under the 1933 Act, or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
About MustGrow
MustGrow Biologics Corp. is a fully-integrated provider of innovative biological and regenerative agriculture solutions designed to support sustainable farming. The Company’s proprietary and third-party product lines offer eco-friendly alternatives to restricted or banned synthetic chemicals and fertilizers. In North America, MustGrow offers a portfolio of third-party crop nutrition solutions, including micronutrients, nitrogen stabilizers, biostimulants, adjuvants and foliar products. These products are synergistically distributed alongside MustGrow’s wholly-owned proprietary products and technologies that are derived from mustard and developed into organic biocontrol and biofertility products to help replace banned or restricted synthetic chemicals and fertilizers. Outside of North America, MustGrow is focused on collaborating with agriculture companies, such as Bayer AG in Europe, the Middle East and Africa, to commercialize MustGrow’s wholly-owned proprietary products and technologies. The Company is dedicated to driving shareholder value through the commercialization and expansion of its intellectual property portfolio of approximately 112 patents that are currently issued and pending, and the sales and distribution of its proprietary and third-party product lines through NexusBioAg. MustGrow is a publicly traded company (TSXV-MGRO) and has approximately 52.4 million common shares issued and outstanding and 59.4 million shares fully diluted. For further details, please visit www.mustgrow.ca.
ContactInformation
Corey Giasson Director & CEO Phone: +1-306-668-2652 info@mustgrow.ca
MustGrowForward-LookingStatements
Certain statements included in this news release constitute “forward-looking statements” which involve known and unknown risks, uncertainties and other factors that may affect the results, performance or achievements of MustGrow.
Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects”, “is expected”, “budget”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might”, “occur” or “be achieved”. Forward-looking statements in this press release, including statements about: certain proposed financing transactions and the intended use of proceeds, and are subject to a number of risks and uncertainties that may cause the actual results of MustGrow to differ materially from those discussed in such forward-looking statements, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on, MustGrow. Important factors that could cause MustGrow’s actual results and financial condition to differ materially from those indicated in the forward-looking statements include: risks relating to the Company’s ability to complete the proposed financing transactions on the terms and timeline contemplated herein, or at all, including the receipt of final approvals from the TSXV and satisfaction of other closing conditions, and those risks described in more detail in MustGrow’s Annual Information Form for the year ended December 31, 2024 and other continuous disclosure documents filed by MustGrow with the applicable securities regulatory authorities which are available on SEDAR+ at www.sedarplus.ca. Readers are referred to such documents for more detailed information about MustGrow, which is subject to the qualifications, assumptions and notes set forth therein.
Neither the TSXV, nor their Regulation Services Provider (as that term is defined in the policies of the TSXV), nor the OTC Markets has approved the contents of this release or accepts responsibility for the adequacy or accuracy of this release.