Ironwood Pharmaceuticals to Participate in The Citizens Life Sciences Conference
A live webcast of Ironwood's fireside chat will be accessible through the Investors section of the company's website at www.ironwoodpharma.com. A replay of the webcast will be available on Ironwood's website following the conference.
About Ironwood Pharmaceuticals
Ironwood Pharmaceuticals (Nasdaq: IRWD) is a biotechnology company developing and commercializing life-changing therapies for people living with gastrointestinal (GI) and rare diseases. Ironwood is advancing apraglutide, a next-generation, long-acting synthetic GLP-2 analog being developed for short bowel syndrome patients who are dependent on parenteral support. In addition, Ironwood has been a pioneer in the development of LINZESS ® (linaclotide), the U.S. branded prescription market leader for adults with irritable bowel syndrome with constipation (IBS-C) or chronic idiopathic constipation (CIC). LINZESS is also approved for the treatment of functional constipation in pediatric patients ages 6-17 years old. Building upon our history of innovation, we keep patients at the heart of our R&D and commercialization efforts to reduce the burden of diseases and address significant unmet needs.
Founded in 1998, Ironwood Pharmaceuticals is headquartered in Boston, Massachusetts, with a site in Basel, Switzerland.
We routinely post information that may be important to investors on our website at www.ironwoodpharma.com. In addition, follow us on X and on LinkedIn.
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Silgan Announces Second Quarter 2025 Results
NORWALK, Conn.--(BUSINESS WIRE)--Silgan Holdings Inc. (NYSE: SLGN), a leading supplier of sustainable rigid packaging solutions for the world's essential consumer goods products, today reported second quarter 2025 net sales of $1.54 billion and net income of $89.0 million, or $0.83 per diluted share, as compared to second quarter 2024 net sales of $1.38 billion and net income of $76.1 million, or $0.71 per diluted share. Adjusted net income per diluted share for the second quarter of 2025 increased 15% from the prior year period to $1.01, after adjustments increasing net income per diluted share by $0.18. Adjusted net income per diluted share for the second quarter of 2024 was $0.88, after adjustments increasing net income per diluted share by $0.17. A reconciliation of net income per diluted share to "adjusted net income per diluted share," a Non-GAAP financial measure used by the Company that adjusts net income per diluted share for certain items, can be found in Table A at the back of this press release. "Our businesses continued to execute in the second quarter and delivered significant adjusted EPS growth of 15%, driven by increased organic volumes in our key product categories, strong contributions from the successful integration of the Weener acquisition and continued best-in-class operating performance. Once again, our diverse portfolio, the strength of our teams, our focus on innovation and our disciplined value creation strategy continue to drive our performance and the long-term success of the Company," said Adam Greenlee, President and CEO. "Our second quarter performance was consistent with our expectations, as the contributions from our long-term strategic initiatives drove significant growth in earnings during the quarter. Our Dispensing and Specialty Closures business delivered another quarter of record performance, with strong results in dispensing products driven by our market leading innovation, intense focus on meeting the unique needs of our customers, and expanding product and geographic presence. We have made significant progress to date on the integration of the Weener acquisition, and we are pleased with the incremental opportunities our teams are pursuing to enhance our ability to compete and win in the high growth, high value dispensing products market. Our Metal Containers business performed well and delivered significant second quarter adjusted EBIT growth, with another quarter of mid-single digit volume growth in pet food. In Custom Containers, we achieved another quarter of adjusted EBIT growth driven by comparable volume improvement and solid execution on our cost reduction and efficiency improvement plans," continued Mr. Greenlee. "We are pleased to have delivered record first half Adjusted EBIT results that increased 17% over the prior year period, and we are on track to deliver 9% EPS growth and double digit adjusted EBIT and free cash flow growth in 2025. Our teams continue to win in the markets we serve by focusing on the unique needs of our customers and being the best at what we do, and we remain confident in our ability to deliver results that outpace our end market growth in 2025 and beyond," concluded Mr. Greenlee. Second Quarter Results Net sales for the second quarter of 2025 were $1.54 billion, an increase of $157.8 million, or 11%, as compared to the same period in the prior year. Net sales increased predominantly as a result of the inclusion of the results of the Weener acquisition and the contractual pass through of higher raw material costs in the current year quarter. Income before interest and income taxes (EBIT) for the second quarter of 2025 was $167.5 million, an increase of $25.7 million as compared to $141.8 million for the second quarter of 2024. EBIT in the Dispensing and Specialty Closures, Metal Containers and Custom Containers segments were $89.8 million, $65.7 million, and $22.6 million, respectively, in the second quarter of 2025. Rationalization charges were $9.9 million and $6.9 million in the second quarters of 2025 and 2024, respectively. Costs attributed to announced acquisitions were $5.5 million in the second quarter of 2024. A reconciliation of EBIT for each segment to Adjusted EBIT and Adjusted EBITDA, Non-GAAP financial measures used by the Company that adjust EBIT for certain items, can be found in Table B at the back of this press release. Interest and other debt expense for the second quarter of 2025 was $48.7 million, an increase of $7.4 million as compared to the second quarter of 2024 primarily due to increased borrowings in the current year period related to the acquisition of Weener. The effective tax rates were 25.6% and 24.3% for the second quarters of 2025 and 2024, respectively. The increase in the effective tax rate in the second quarter of 2025 was primarily due to changes in the geographic mix of profit in the current year period as compared to the prior year period. Second Quarter Segment Results Dispensing and Specialty Closures Net sales of the Dispensing and Specialty Closures segment were a record $702.2 million in the second quarter of 2025, an increase of $136.8 million, or 24%, as compared to $565.4 million in the second quarter of 2024. Net sales of dispensing products increased $143.6 million over the prior year period as a result of the inclusion of the Weener acquisition and higher organic volumes. Specialty closures volumes for food & beverage markets were 3% below prior year period levels, driven primarily by a decline in volumes for the North American beverage markets due to cool and wet weather conditions in the second quarter of 2025 and lower than anticipated promotional activity. Dispensing and Specialty Closures Adjusted EBIT increased $15.2 million, or 16%, to a record quarterly level of $107.9 million in the second quarter of 2025 as compared to $92.7 million in the second quarter of 2024. Adjusted EBIT associated with dispensing products increased $23.2 million over the prior year period due to the inclusion of the results related to the Weener acquisition and higher organic volumes. The strong performance in dispensing products was partially offset by the decline in specialty closures volumes for the North American beverage markets, which impacted the quarter by approximately $5 million. Metal Containers Net sales of the Metal Containers segment were $676.1 million in the second quarter of 2025, an increase of $25.3 million, or 4%, as compared to $650.8 million in the second quarter of 2024. The increase in net sales was primarily the result of a 3% price/mix benefit driven by the contractual pass through of higher raw material and other manufacturing costs, which was partially offset by less favorable mix due to higher volumes of smaller containers for pet food markets. Favorable foreign currency translation contributed approximately 1% compared to the prior year period. As expected, metal container volume was comparable to the prior year period, with a mid-single digit increase in volumes for pet food markets, partially offset by lower volumes for soup markets. Metal Containers Adjusted EBIT increased $12.3 million to $70.8 million in the second quarter of 2025 as compared to $58.5 million in the second quarter of 2024. The improvement in Adjusted EBIT in the quarter was primarily the result of favorable price/cost including mix due to more normalized production in the current year quarter as compared to lower production in the prior year quarter associated with a customer that reduced fruit and vegetable pack plans mid-year in 2024. Custom Containers Net sales of the Custom Containers segment were $160.9 million in the second quarter of 2025, a decrease of $4.3 million, or 3%, as compared to $165.2 million in the second quarter of 2024. This decrease was primarily the result of lower volumes of 2% largely due to the exit of lower margin business as a result of footprint reduction plans to achieve previously announced cost reduction goals. Excluding the lower margin business exited to achieve cost reduction plans, volumes increased 2%. Custom Containers Adjusted EBIT increased $2.4 million to $24.9 million in 2025 as compared to $22.5 million in the second quarter of 2024. The increase in Adjusted EBIT was primarily the result of more favorable price/cost including mix. Outlook for 2025 The Company revised its estimate of adjusted net income per diluted share for the full year of 2025 from a range of $4.00 to $4.20 to a range of $3.85 to $4.05, a 9% increase at the midpoint of the range over adjusted net income per diluted share of $3.62 in 2024. The revision in the Company's estimate of adjusted net income per diluted share is primarily the result of lower volume expectations for specialty closures products for the North American beverage markets and the expected impact associated with a recent customer bankruptcy in the North American Metal Containers business. Adjusted net income per diluted share excludes certain items as outlined in Table C at the back of this press release. The Company confirmed its estimate of interest and other debt expense in 2025 of approximately $185 million and continues to expect an effective tax rate for 2025 of approximately 24%. The Company revised its estimate of free cash flow in 2025 from approximately $450 million to approximately $430 million, a 10% increase as compared to $391.3 million in 2024. Capital expenditures are expected to be approximately $300 million in 2025. For the third quarter of 2025, the Company expects higher Adjusted EBIT in the Dispensing and Specialty Closures and Custom Containers segments and slightly lower Adjusted EBIT in the Metal Containers segment as compared to the prior year period. Third quarter Adjusted EBIT is expected to be impacted by lower volumes for specialty closures products for the North American beverage market and by a recent customer bankruptcy in the North American Metal Containers business. The Company provided an estimate of adjusted net income per diluted share for the third quarter of 2025 in the range of $1.18 to $1.28. Adjusted net income per diluted share excludes certain items as outlined in Table C at the back of this press release. Conference Call Silgan Holdings Inc. will hold a conference call to discuss the Company's results for the second quarter of 2025 at 11:00 a.m. eastern time on Wednesday, July 30, 2025. The conference call audio will be webcast live, and both the webcast and this press release can be accessed at Those who wish to participate in the conference call via teleconference from the U.S. and Canada should dial (888) 254-3590 and from outside the U.S. and Canada should dial (773) 305-6853. The confirmation code for the conference call is 7251782. The audio webcast can be accessed at and will be available for 90 days thereafter for those who are unable to listen to the live call. Silgan is a leading supplier of sustainable rigid packaging solutions for the world's essential consumer goods products with annual net sales of approximately $5.9 billion in 2024. Silgan operates 124 manufacturing facilities in North and South America, Europe and Asia. The Company is a leading worldwide supplier of dispensing and specialty closures for fragrance and beauty, food, beverage, personal and health care, home care and lawn and garden products. The Company is also a leading supplier of metal containers in North America and Europe for pet and human food and general line products. In addition, the Company is a leading supplier of custom containers for shelf-stable food and personal care products in North America. Statements included in this press release which are not historical facts are forward looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and the Securities Exchange Act of 1934, as amended. Such forward looking statements are made based upon management's expectations and beliefs concerning future events impacting the Company and therefore involve a number of uncertainties and risks, including, but not limited to, those described in the Company's Annual Report on Form 10-K for 2024 and other filings with the Securities and Exchange Commission. Therefore, the actual results of operations or financial condition of the Company could differ materially from those expressed or implied in such forward looking statements. SILGAN HOLDINGS INC. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) For the quarter and six months ended June 30, (Dollars and shares in millions, except per share amounts) Second Quarter Six Months 2025 2024 2025 2024 Net sales $ 1,539.2 $ 1,381.4 $ 3,005.8 $ 2,698.4 Cost of goods sold 1,240.1 1,125.4 2,436.3 2,218.9 Gross profit 299.1 256.0 569.5 479.5 Selling, general and administrative expenses 121.8 107.7 250.9 208.2 Rationalization charges 9.9 6.9 20.8 18.5 Other pension and postretirement (income) (0.1 ) (0.4 ) (0.3 ) (0.8 ) Income before interest and income taxes 167.5 141.8 298.1 253.6 Interest and other debt expense 48.7 41.3 91.6 80.0 Income before income taxes 118.8 100.5 206.5 173.6 Provision for income taxes 30.4 24.4 51.3 42.3 Income before equity in earnings of affiliates 88.4 76.1 155.2 131.3 Equity in earnings of affiliates, net of tax 0.6 — 1.7 — Net income $ 89.0 $ 76.1 $ 156.9 $ 131.3 Earnings per share (EPS): Basic net income per share $ 0.83 $ 0.71 $ 1.47 $ 1.23 Diluted net income per share $ 0.83 $ 0.71 $ 1.46 $ 1.23 Cash dividends per common share $ 0.20 $ 0.19 $ 0.40 $ 0.38 Weighted average shares: Basic 107.1 106.8 107.0 106.7 Diluted 107.3 107.0 107.3 107.0 Expand SILGAN HOLDINGS INC. CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Dollars in millions) June 30, June 30, Dec. 31, 2025 2024 2024 Assets: Cash and cash equivalents $ 317.5 $ 302.8 $ 822.9 Trade accounts receivable, net 1,242.1 1,056.8 594.3 Inventories 1,258.5 1,005.6 928.1 Other current assets 190.8 173.5 177.5 Property, plant and equipment, net 2,382.1 1,933.6 2,282.9 Other assets, net 4,019.4 3,220.9 3,779.0 Total assets $ 9,410.4 $ 7,693.2 $ 8,584.7 Liabilities and stockholders' equity: Current liabilities, excluding debt $ 1,197.2 $ 997.7 $ 1,530.7 Current and long-term debt 5,052.1 3,929.0 4,136.8 Other liabilities 938.9 832.8 927.6 Stockholders' equity 2,222.2 1,933.7 1,989.6 Total liabilities and stockholders' equity $ 9,410.4 $ 7,693.2 $ 8,584.7 Expand SILGAN HOLDINGS INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) For the six months ended June 30, (Dollars in millions) 2025 2024 Cash flows provided by (used in) operating activities: Net income $ 156.9 $ 131.3 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 155.3 131.9 Amortization of debt discount and debt issuance costs 2.6 2.7 Rationalization charges 20.8 18.5 Other changes that provided (used) cash: Trade accounts receivable, net (601.8 ) (474.5 ) Inventories (293.8 ) (74.5 ) Trade accounts payable and other changes, net (344.9 ) (262.3 ) Net cash (used in) operating activities (904.9 ) (526.9 ) Cash flows provided by (used in) investing activities: Capital expenditures (155.7 ) (131.4 ) Proceeds from asset sales 9.6 3.0 Other investing activities 0.3 0.1 Net cash (used in) investing activities (145.8 ) (128.3 ) Cash flows provided by (used in) financing activities: Dividends paid on common stock (43.4 ) (41.5 ) Changes in outstanding checks - principally vendors (85.0 ) (160.6 ) Net borrowings and other financing activities 642.3 531.0 Net cash provided by financing activities 513.9 328.9 Effect of exchange rate changes on cash and cash equivalents 31.4 (13.8 ) Cash and cash equivalents: Net (decrease) (505.4 ) (340.1 ) Balance at beginning of year 822.9 642.9 Balance at end of period $ 317.5 $ 302.8 Expand SILGAN HOLDINGS INC. CONSOLIDATED SUPPLEMENTAL SEGMENT FINANCIAL DATA (UNAUDITED) For the quarter and six months ended June 30, (Dollars in millions) Second Quarter Six Months 2025 2024 2025 2024 Net sales: Dispensing and Specialty Closures $ 702.2 $ 565.4 $ 1,373.3 $ 1,101.3 Metal Containers 676.1 650.8 1,304.5 1,267.9 Custom Containers 160.9 165.2 328.0 329.2 Consolidated $ 1,539.2 $ 1,381.4 $ 3,005.8 $ 2,698.4 Income before interest and income taxes (EBIT) Dispensing and Specialty Closures $ 89.8 $ 78.9 $ 169.7 $ 138.7 Metal Containers 65.7 56.3 110.5 98.0 Custom Containers 22.6 20.5 44.7 38.3 Corporate (10.6 ) (13.9 ) (26.8 ) (21.4 ) Consolidated $ 167.5 $ 141.8 $ 298.1 $ 253.6 Expand SILGAN HOLDINGS INC. RECONCILIATION OF ADJUSTED NET INCOME PER DILUTED SHARE (1) (UNAUDITED) For the quarter and six months ended June 30, (Dollars and shares in millions, except per share amounts) Table A Second Quarter Six Months 2025 2024 2025 2024 Net Diluted Net Diluted Net Diluted Net Diluted Income EPS Income EPS Income EPS Income EPS U.S. GAAP net income and diluted EPS $ 89.0 $ 0.83 $ 76.1 $ 0.71 $ 156.9 $ 1.46 $ 131.3 $ 1.23 Adjustments (a) 19.0 0.18 17.9 0.17 39.2 0.37 35.8 0.33 Non-U.S. GAAP adjusted net income and adjusted diluted EPS $ 108.0 $ 1.01 $ 94.0 $ 0.88 $ 196.1 $ 1.83 $ 167.1 $ 1.56 Weighted average number of common shares outstanding - Diluted 107.3 107.0 107.3 107.0 (a) Adjustments consist of items in the table below Expand Second Quarter Six Months 2025 2024 2025 2024 Adjustments: Acquired intangible asset amortization expense $ 15.9 $ 12.3 $ 31.3 $ 25.6 Other pension (income) for U.S. pension plans (0.9 ) (1.2 ) (1.8 ) (2.4 ) Rationalization charges 9.9 6.9 20.8 18.5 Costs attributed to announced acquisitions — 5.5 1.1 5.5 Pre-tax impact of adjustments 24.9 23.5 51.4 47.2 Tax impact of adjustments 5.9 5.6 12.2 11.4 Net impact of adjustments $ 19.0 $ 17.9 $ 39.2 $ 35.8 Weighted average number of common shares outstanding - Diluted 107.3 107.0 107.3 107.0 Diluted EPS impact from adjustments $ 0.18 $ 0.17 $ 0.37 $ 0.33 Adjusted tax rate 25.3 % 24.2 % 24.6 % 24.3 % Expand SILGAN HOLDINGS INC. RECONCILIATION OF ADJUSTED EBIT and ADJUSTED EBITDA (2) (UNAUDITED) For the quarter and six months ended June 30, (Dollars in millions) Table B Second Quarter Six Months 2025 2024 2025 2024 Dispensing and Specialty Closures: Income before interest and income taxes (EBIT) $ 89.8 $ 78.9 $ 169.7 $ 138.7 Acquired intangible asset amortization expense 14.4 10.9 28.4 22.6 Other pension (income) for U.S. pension plans (0.2 ) (0.3 ) (0.3 ) (0.5 ) Equity in earnings of affiliates, net of tax 0.6 — 1.7 — Rationalization charges 3.3 3.2 7.6 9.7 Adjusted EBIT 107.9 92.7 207.1 170.5 Depreciation 37.6 25.4 73.5 50.5 Adjusted EBITDA $ 145.5 $ 118.1 $ 280.6 $ 221.0 Metal Containers: Income before interest and income taxes (EBIT) $ 65.7 $ 56.3 $ 110.5 $ 98.0 Acquired intangible asset amortization expense 0.4 0.3 0.7 0.7 Other pension (income) for U.S. pension plans (0.4 ) (0.6 ) (1.0 ) (1.3 ) Rationalization charges 5.1 2.5 10.1 6.1 Adjusted EBIT 70.8 58.5 120.3 103.5 Depreciation 13.6 18.9 32.9 37.8 Adjusted EBITDA $ 84.4 $ 77.4 $ 153.2 $ 141.3 Custom Containers: Income before interest and income taxes (EBIT) $ 22.6 $ 20.5 $ 44.7 $ 38.3 Acquired intangible asset amortization expense 1.1 1.1 2.2 2.3 Other pension (income) for U.S. pension plans (0.3 ) (0.3 ) (0.5 ) (0.6 ) Rationalization charges 1.5 1.2 3.1 2.7 Adjusted EBIT 24.9 22.5 49.5 42.7 Depreciation 8.7 8.8 17.4 17.9 Adjusted EBITDA $ 33.6 $ 31.3 $ 66.9 $ 60.6 Corporate: (Loss) before interest and income taxes (EBIT) $ (10.6 ) $ (13.9 ) $ (26.8 ) $ (21.4 ) Costs attributed to announced acquisitions — 5.5 1.1 5.5 Adjusted EBIT (10.6 ) (8.4 ) (25.7 ) (15.9 ) Depreciation 0.1 0.1 0.2 0.1 Adjusted EBITDA $ (10.5 ) $ (8.3 ) $ (25.5 ) $ (15.8 ) Total Adjusted EBIT 193.0 165.3 351.2 300.8 Total Depreciation 60.0 53.2 124.0 106.3 Total Adjusted EBITDA $ 253.0 $ 218.5 $ 475.2 $ 407.1 Expand SILGAN HOLDINGS INC. RECONCILIATION OF ADJUSTED NET INCOME PER DILUTED SHARE (1) (UNAUDITED) For the quarter and year ended, (Dollars and shares in millions, except per share amounts) Table C Third Quarter, Year Ended September 30, December 31, Estimated Actual Estimated Actual Low High Low High 2025 2025 2024 2025 2025 2024 U.S. GAAP net income as estimated for 2025 and as reported for 2024 $ 111.5 $ 122.2 $ 100.1 $ 342.5 $ 364.0 $ 276.4 Adjustments (a) 15.1 15.1 29.8 70.6 70.6 111.4 Non-U.S. GAAP adjusted net income as estimated for 2025 and presented for 2024 $ 126.6 $ 137.3 $ 129.9 $ 413.1 $ 434.6 $ 387.8 U.S. GAAP diluted EPS as estimated for 2025 and as reported for 2024 $ 1.04 $ 1.14 $ 0.93 $ 3.19 $ 3.39 $ 2.58 Adjustments (a) 0.14 0.14 0.28 0.66 0.66 1.04 Non-U.S. GAAP adjusted diluted EPS as estimated for 2025 and presented for 2024 $ 1.18 $ 1.28 $ 1.21 $ 3.85 $ 4.05 $ 3.62 (a) Adjustments consist of items in the table below Expand Third Quarter, Year Ended September 30, December 31, 2025 2024 2025 2024 Estimated Actual Estimated Actual Adjustments: Acquired intangible asset amortization expense $ 15.9 $ 12.4 $ 63.1 $ 52.6 Other pension (income) for U.S. pension plans (0.9 ) (0.7 ) (3.7 ) (4.2 ) Rationalization charges 4.9 19.5 31.8 59.5 Costs attributed to announced acquisitions — 7.1 1.1 28.4 Purchase accounting write-up of inventory — — — 6.1 Loss on early extinguishment of debt — — — 1.1 Pre-tax impact of adjustments 19.9 38.3 92.3 143.5 Tax impact of adjustments 4.8 8.5 21.7 32.1 Net impact of adjustments $ 15.1 $ 29.8 $ 70.6 $ 111.4 Weighted average number of common shares outstanding - Diluted 107.3 107.1 107.3 107.1 Diluted EPS impact from adjustments $ 0.14 $ 0.28 $ 0.66 $ 1.04 Expand (1) The Company has presented adjusted net income per diluted share for the periods covered by this press release, which measure is a Non-GAAP financial measure. The Company's management believes it is useful to exclude acquired intangible asset amortization expense, other pension income for U.S. pension plans, rationalization charges, costs attributed to announced acquisitions, the impact from the charge for the write-up of acquired inventory required under purchase accounting and the loss on early extinguishment of debt from its net income per diluted share as calculated under U.S. generally accepted accounting principles because such Non-GAAP financial measure allows for a more appropriate evaluation of its operating results. Acquired intangible asset amortization expense is a non-cash expense related to acquired operations that management believes is not indicative of the on-going performance of the acquired operations. Since the Company's U.S. pension plans are significantly over funded and have no required cash contributions for the foreseeable future based on current regulations, management views other pension income from the Company's U.S. pension plans, which excludes service costs, as not reflective of the operational performance of the Company or its segments. While rationalization costs are incurred on a regular basis, management views these costs more as an investment to generate savings rather than period costs. Costs attributed to announced acquisitions consist of third party fees and expenses that are viewed by management as part of the acquisition and not indicative of the on-going cost structure of the Company. The write-up of acquired inventory required under purchase accounting is also viewed by management as part of the acquisition and is a non-cash charge that is not considered to be indicative of the on-going performance of the acquired operations. The loss on early extinguishment of debt consists of third party fees and expenses incurred or debt costs written off that are viewed by management as part of the cost of prepayment of debt and not indicative of the on-going cost structure of the Company. Such Non-GAAP financial measure is not in accordance with U.S. generally accepted accounting principles and should not be considered in isolation but should be read in conjunction with the unaudited condensed consolidated statements of income and the other information presented herein. Additionally, such Non-GAAP financial measure should not be considered a substitute for net income per diluted share as calculated under U.S. generally accepted accounting principles and may not be comparable to similarly titled measures of other companies. (2) The Company has presented Adjusted EBIT for the periods covered by this press release, which measure is a Non-GAAP financial measure. The Company's management believes it is useful to exclude acquired intangible asset amortization expense, other pension income for U.S. pension plans, rationalization charges and costs attributed to announced acquisitions from EBIT, and to include in EBIT equity in earnings of affiliates, net of tax, for the Company and each of its segments as calculated under U.S. generally accepted accounting principles because such Non-GAAP financial measure allows for a more appropriate evaluation of operating results of the Company and its segments. Acquired intangible asset amortization expense is a non-cash expense related to acquired operations that management believes is not indicative of the on-going performance of the acquired operations. Since the Company's U.S. pension plans are significantly over funded and have no required cash contributions for the foreseeable future based on current regulations, management views other pension income from the Company's U.S. pension plans, which excludes service costs, as not reflective of the operational performance of the Company or its segments. While rationalization costs are incurred on a regular basis, management views these costs more as an investment to generate savings rather than period costs. Costs attributed to announced acquisitions consist of third party fees and expenses that are viewed by management as part of the acquisition and not indicative of the on-going cost structure of the Company. The Company's management views the operating performance of its affiliates which are joint ventures as part of the Company's operating performance and therefore believes that the Company's share of the net operating results of its affiliates which are joint ventures should be included in the Company's Adjusted EBIT. Such Non-GAAP financial measure is not in accordance with U.S. generally accepted accounting principles and should not be considered in isolation but should be read in conjunction with the unaudited condensed consolidated statements of income and the other information presented herein. Additionally, such Non-GAAP financial measure should not be considered a substitute for income before interest and income taxes (EBIT) as calculated under U.S. generally accepted accounting principles and may not be comparable to similarly titled measures of other companies. The Company has also presented Adjusted EBITDA for the periods covered by this press release, which measure is a Non-GAAP financial measure. Adjusted EBITDA means Adjusted EBIT plus depreciation. The Company's management believes that Adjusted EBITDA also allows for a more appropriate evaluation of operating results of the Company and its segments. Such Non-GAAP financial measure is not in accordance with U.S. generally accepted accounting principles and should not be considered in isolation but should be read in conjunction with the unaudited condensed consolidated statements of income and the other information presented herein. Additionally, such Non-GAAP financial measure should not be considered a substitute for income before interest and income taxes (EBIT) as calculated under U.S. generally accepted accounting principles and may not be comparable to similarly titled measures of other companies.
Business Wire
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- Business Wire
Altria Reports 2025 Second-Quarter and First-Half Results; Narrows 2025 Full-Year Earnings Guidance
RICHMOND, Va.--(BUSINESS WIRE)--Altria Group, Inc. (NYSE: MO) today reports our 2025 second-quarter and first-half business results and narrows our guidance for 2025 full-year adjusted diluted earnings per share (EPS). 'In the second quarter, we continued the pursuit of our Vision while maintaining our strong and profitable core businesses,' said Billy Gifford, Altria's Chief Executive Officer. 'In oral tobacco, on! delivered strong performance and was the substantial driver of the segment's growth in the quarter. And we returned significant value to our loyal shareholders during the first-half of the year, with more than $4 billion delivered through dividends and share repurchases.' 'We are raising the lower-end of our 2025 full-year guidance and now expect to deliver adjusted diluted EPS in a range of $5.35 to $5.45. This range represents a growth rate of 3.0% to 5.0% from a base of $5.19 in 2024.' Altria Headline Financials 1 1 'Adjusted' financial measures presented in this release exclude the impact of special items. See 'Basis of Presentation' for more information and see the schedules to this press release for reconciliations to corresponding GAAP measures. 2 Prior period amounts have been recast to conform with current period presentation for amortization expense associated with definite-lived intangible assets that were not previously identified as special items and that are now excluded from Altria's adjusted financial measures. For more information, see discussion below. 3 'EPS' represents diluted earnings per share. As previously announced, a conference call with the investment community and news media will be webcast on July 30, 2025 at 9:00 a.m. Eastern Time. Access to the webcast is available at Cash Returns to Shareholders Share Repurchase Program In the second quarter, we repurchased 4.7 million shares at an average price of $58.63, for a total cost of $274 million. Through the first half, we repurchased 10.4 million shares at an average price of $57.71, for a total cost of $600 million. As of June 30, 2025, we had $400 million remaining under our currently authorized $1 billion share repurchase program, which we expect to complete by December 31, 2025. Share repurchases depend on marketplace conditions and other factors, and the program remains subject to the discretion of our Board of Directors (Board). Dividends We paid dividends of $1.7 billion and $3.5 billion in the second quarter and first half, respectively. Future dividend payments remain subject to the discretion of our Board. 2025 Full-Year Guidance We narrow our guidance for 2025 full-year adjusted diluted EPS to be in a range of $5.35 to $5.45, representing a growth rate of 3.0% to 5.0% from a base of $5.19 in 2024. We expect EPS growth to moderate as we lap the lower share count associated with the 2024 accelerated share repurchase program completion and the Master Settlement Agreement legal fund expiration benefit in the fourth quarter. Our guidance contemplates the current estimated impact of increased tariffs on our costs, based on presently available information about tariffs. In addition, our guidance assumes limited impact on combustible and e-vapor product volumes from enforcement efforts against products that have evaded the regulatory process (illicit) and that ACE does not return to the marketplace this year. The guidance range also includes the reinvestment of anticipated cost savings related to our previously announced Optimize & Accelerate initiative (Initiative) and lower expected net periodic benefit income. While our 2025 full-year adjusted EPS guidance accounts for a range of scenarios, the external environment remains dynamic. We will continue to monitor conditions related to (i) the economy, including the cumulative impact of inflation and increased tariffs, (ii) adult tobacco consumer (ATC) dynamics, including purchasing patterns and adoption of smoke-free products, (iii) illicit product enforcement and (iv) regulatory, litigation and legislative developments. Our 2025 full-year adjusted diluted EPS guidance range includes planned investments in support of our Vision, such as (i) marketplace activities in support of our smoke-free products and (ii) continued smoke-free product research, development and regulatory preparation expenses. This guidance range excludes the per share impacts related to charges associated with our Initiative. We continue to expect our 2025 full-year adjusted effective tax rate to be in a range of 23% to 24%, our 2025 capital expenditures to be between $175 million and $225 million and our 2025 depreciation and amortization expenses to be approximately $290 million. Our full-year adjusted diluted EPS guidance range and full-year forecast for our adjusted effective tax rate exclude the impact of certain income and expense items that our management believes are not part of underlying operations. These items may include, for example, loss on early extinguishment of debt, restructuring charges, asset impairment charges, acquisition, disposition and integration-related items, equity investment-related special items, certain income tax items, charges associated with tobacco and health and certain other litigation items, resolutions of certain non-participating manufacturer (NPM) adjustment disputes under the Master Settlement Agreement (NPM Adjustment Items) and amortization of intangibles. Beginning in the first quarter of 2025, we changed our treatment of our amortization of intangibles, which was previously included in our adjusted results, including adjusted net earnings and adjusted diluted EPS, and now treat this expense as a special item and exclude it from our adjusted results. Net revenues generated from these definite-lived intangible assets during the periods presented, if applicable, are included in our adjusted financial measures. See Table 1 below for the income and expense items for the second quarter and first half of 2025. Our management cannot estimate on a forward-looking basis the impact of certain income and expense items, including those items noted in the preceding paragraph, on our reported diluted EPS or our effective tax rate because these items, which could be significant, may be unusual or infrequent, are difficult to predict and may be highly variable. As a result, we do not provide a corresponding U.S. generally accepted accounting principles (GAAP) measure for, or reconciliation to, our adjusted diluted EPS guidance or our adjusted effective tax rate forecast. ALTRIA GROUP, INC. See ' Basis of Presentation ' below for an explanation of financial measures and reporting segments discussed in this release. Financial Performance Second Quarter Net revenues decreased 1.7% to $6.1 billion, primarily driven by lower net revenues in the smokeable products segment, partially offset by higher net revenues in the oral tobacco products segment. Revenues net of excise taxes increased 0.2% to $5.3 billion. Reported diluted EPS decreased 36.2% to $1.41, primarily driven by the 2024 gain on the sale of the IQOS Tobacco Heating System commercialization rights, partially offset by higher reported operating companies income (OCI), which includes the 2024 non-cash impairment of the Skoal trademark, a 2024 change in the fair value of contingent payments associated with the acquisition of NJOY and fewer shares outstanding. Adjusted diluted EPS increased 8.3% to $1.44, primarily driven by higher adjusted OCI and fewer shares outstanding. First Half Net revenues decreased 3.6% to $11.4 billion, primarily driven by lower net revenues in the smokeable products segment. Revenues net of excise taxes decreased 1.9% to $9.8 billion. Reported diluted EPS decreased 40.2% to $2.04, primarily driven by the 2024 gain on the sale of the IQOS Tobacco Heating System commercialization rights, lower reported OCI (which includes the first quarter 2025 non-cash impairment of the e-vapor reporting unit goodwill and 2025 costs associated with the acquisition of NJOY, partially offset by the 2024 non-cash impairment of the Skoal trademark), unfavorable ABI-related special items and 2024 income tax items. These factors were partially offset by fewer shares outstanding, lower change in the fair value of contingent payments associated with the acquisition of NJOY and a lower adjusted tax rate. Adjusted diluted EPS increased 7.2% to $2.67, primarily driven by higher adjusted OCI, fewer shares outstanding and a lower adjusted tax rate, partially offset by lower income from our equity investment in ABI and higher financing costs. 1 Prior period amounts have been recast to conform with current period presentation for amortization expense associated with definite-lived intangible assets that were not previously identified as special items and that are now excluded from Altria's adjusted financial measures. For further discussion of our special items, see the 2025 Full-Year Guidance section above. Note: For details of pre-tax, tax and after-tax amounts, see Schedules 6, 7, 8 & 9. Special Items The EPS impact of the following special items is shown in Table 1 and Schedules 6, 7, 8 and 9. Acquisition and Disposition-Related Items In the first half of 2025, we recorded net pre-tax expense items of $95 million (or $0.05 per share), including $70 million related to the International Trade Commission's (ITC) exclusion order and cease-and-desist orders prohibiting the importation and sale of NJOY ACE in the United States. The expenses related to the ITC orders were partially offset by insurance recoveries from insurance contracts associated with the acquisition of NJOY. Also included is a non-cash, pre-tax charge of $25 million related to a change in the fair value of the contingent payments associated with the acquisition of NJOY. In the second quarter and first half of 2024, we recorded net pre-tax charges of $2.6 billion (or $1.09 per share), primarily related to a pre-tax gain of $2.7 billion upon the assignment of the IQOS Tobacco Heating System commercialization rights to Philip Morris International Inc. in April 2024, partially offset by a pre-tax charge related to a change in the fair value of the contingent payments associated with the acquisition of NJOY. Asset Impairment, Exit and Implementation Costs In the first half of 2025, we recorded pre-tax charges of $903 million (or $0.53 per share), primarily due to a non-cash impairment charge of $873 million to the e-vapor reporting unit goodwill in our all other category. There was no income tax benefit associated with the impairment of the e-vapor reporting unit goodwill because the impairment is non-deductible for tax purposes. In the second quarter and first half of 2024, we recorded a non-cash, pre-tax charge of $354 million (or $0.15 per share) for an impairment of the Skoal trademark. Tobacco and Health and Certain Other Litigation Items In the first half of 2025, we recorded pre-tax charges of $45 million (or $0.02 per share) for tobacco and health and certain other litigation items. In the second quarter and first half of 2024, we recorded pre-tax charges of $44 million (or $0.02 per share) and $68 million (or $0.03 per share), respectively, for tobacco and health and certain other litigation items. Amortization of Intangibles In the second quarter and first half of 2025, we recorded pre-tax amortization expenses of definite-lived intangible assets of $37 million (or $0.02 per share) and $74 million (or $0.04 per share), respectively. In the second quarter and first half of 2024, we recorded pre-tax amortization expenses of definite-lived intangible assets of $37 million (or $0.02 per share) and $64 million (or $0.03 per share), respectively. ABI-Related Special Items In the first half of 2024, ABI-related special items included net pre-tax income of $62 million (or $0.02 per share) primarily related to our pre-tax gain on the sale of a portion of our investment in ABI, partially offset by transaction costs. The ABI-related special items included our respective share of the amounts recorded by ABI and additional adjustments related to (i) the conversion of ABI-related special items from international financial reporting standards to GAAP and (ii) adjustments to our investment required under the equity method of accounting. Income Tax Items In the first half of 2024, we recorded income tax items of $52 million (or $0.03 per share), primarily due to an income tax benefit from the partial release of a valuation allowance on our losses related to our former investment in JUUL Labs, Inc., partially offset by interest expense on tax reserves recorded in prior years. The valuation allowance release was due to our capital gain in connection with the sale of a portion of our investment in ABI. SMOKEABLE PRODUCTS Revenues and OCI Second Quarter Net revenues decreased 2.5%, primarily driven by lower shipment volume, partially offset by higher pricing. Revenues net of excise taxes decreased 0.4%. Reported OCI increased 4.4%, primarily driven by higher pricing, lower per unit settlement charges, lower costs and lower tobacco and health and certain other litigation items, partially offset by lower shipment volume and 2025 Initiative costs. Adjusted OCI increased 4.2%, primarily driven by higher pricing, lower per unit settlement charges and lower costs, partially offset by lower shipment volume. Adjusted OCI margins increased by 2.9 percentage points to 64.5%. First Half Net revenues decreased 4.1%, primarily driven by lower shipment volume, partially offset by higher pricing. Revenues net of excise taxes decreased 2.1%. Reported OCI increased 2.9%, primarily driven by higher pricing, lower per unit settlement charges and lower costs, partially offset by lower shipment volume and 2025 Initiative costs. Adjusted OCI increased 3.5%, primarily driven by higher pricing, lower per unit settlement charges and lower costs, partially offset by lower shipment volume. Adjusted OCI margins increased by 3.5 percentage points to 64.5%. 1 Reported and adjusted OCI margins are calculated as reported and adjusted OCI, respectively, divided by revenues net of excise taxes. Shipment Volume Second Quarter Smokeable products segment reported domestic cigarette shipment volume decreased 10.2%, primarily driven by the industry's decline rate (impacted by the continued growth of flavored disposable e-vapor products, the majority of which we believe have evaded the regulatory process, and discretionary income pressures on ATCs) and retail share losses. When adjusted for trade inventory movements, smokeable products segment domestic cigarette shipment volume decreased by an estimated 10.5%. When adjusted for trade inventory movements, total estimated domestic cigarette industry volume decreased by an estimated 8.5%. Reported cigar shipment volume increased 3.7%. First Half Smokeable products segment reported domestic cigarette shipment volume decreased 11.9%, primarily driven by the industry's decline rate (impacted by the continued growth of flavored disposable e-vapor products, the majority of which we believe have evaded the regulatory process, and discretionary income pressures on ATCs), retail share losses and calendar differences. When adjusted for calendar differences and trade inventory movements, smokeable products segment domestic cigarette shipment volume decreased by an estimated 11%. When adjusted for trade inventory movements, calendar differences and other factors, total estimated domestic cigarette industry volume decreased by an estimated 8.5%. Reported cigar shipment volume increased 0.6%. Note: Cigarettes volume includes domestic units sold as well as promotional units but excludes units not considered domestic, which are not material to our smokeable products segment. Retail Share and Brand Activity Second Quarter Marlboro retail share of the total cigarette category was 41.0%, a decrease of 0.9 share points versus the prior year and unchanged sequentially. Marlboro share of the premium segment was 59.5%, an increase of 0.2 share points versus the prior year and sequentially. The cigarette industry discount retail share was 31.2%, an increase of 1.9 share points versus the prior year and 0.4 share points sequentially, primarily due to continued discretionary income pressures on ATCs. First Half Marlboro retail share of the total cigarette category was 41.0%, a decrease of 1.0 share point. Marlboro share of the premium segment was 59.4%, an increase of 0.1 share point. The cigarette industry discount retail share was 31.0%, an increase of 1.8 share points, primarily due to continued discretionary income pressures on ATCs. Note: Retail share results for cigarettes are based on data from Circana, LLC (Circana) as well as MSAi. Circana maintains a blended retail service that uses a sample of stores and certain wholesale shipments to project market share and depict share trends. This service tracks sales in the food, drug, mass merchandisers, convenience, military, dollar store and club trade classes. For other trade classes selling cigarettes, retail share is based on shipments from wholesalers to retailers through the Store Tracking Analytical Reporting System (STARS), as provided by MSAi. This service is not designed to capture sales through other channels, including the internet, direct mail and some tax-advantaged outlets. It is the standard practice of retail services to periodically refresh their retail scan services, which could restate retail share results that were previously released in these services. ORAL TOBACCO PRODUCTS Revenues and OCI Second Quarter Net revenues increased 5.9%, primarily driven by higher pricing, partially offset by a higher percentage of on! shipment volume relative to MST versus the prior year (mix change) and lower shipment volume. Revenues net of excise taxes increased 6.0%. Reported OCI increased 100+%, primarily driven by the 2024 non-cash impairment of the Skoal trademark and higher pricing, partially offset by mix change and lower shipment volume. Adjusted OCI increased 10.9%, driven by higher pricing and lower costs, partially offset by mix change and lower shipment volume. Adjusted OCI margins increased 3.1 percentage points to 68.7%. First Half Net revenues increased 3.3%, primarily driven by higher pricing, partially offset by lower shipment volume and mix change. Revenues net of excise taxes increased 3.4%. Reported OCI increased 75.0%, primarily driven by the 2024 non-cash impairment of the Skoal trademark and higher pricing, partially offset by lower shipment volume and mix change. Adjusted OCI increased 5.5%, driven by higher pricing and lower costs, partially offset by lower shipment volume and mix change. Adjusted OCI margins increased 1.4 percentage points to 68.9%. 1 Reported and adjusted OCI margins are calculated as reported and adjusted OCI, respectively, divided by revenues net of excise taxes. Shipment Volume Beginning in the first quarter of 2025, our estimated oral tobacco industry volume has been updated for the current and comparable periods to include synthetic oral nicotine pouch products. Second Quarter Oral tobacco products segment reported domestic shipment volume decreased 1.0%, primarily driven by retail share losses and other factors, partially offset by the industry's growth rate and trade inventory movements. When adjusted for trade inventory movements, oral tobacco products segment shipment volume decreased by an estimated 4%. First Half Oral tobacco products segment reported domestic shipment volume decreased 2.9%, primarily driven by retail share losses, calendar differences and other factors, partially offset by the industry's growth rate and trade inventory movements. When adjusted for calendar differences and trade inventory movements, oral tobacco products segment shipment volume decreased by an estimated 2.5%. Total oral industry volume increased by an estimated 11% for the six months ended June 30, 2025, primarily driven by growth in oral nicotine pouches, partially offset by declines in MST volumes. Note: Volume includes cans sold, as well as promotional units, but excludes non-domestic volume, which is currently not material to our oral tobacco products segment. New types of oral tobacco products, as well as new packaging configurations of existing oral tobacco products, may or may not be equivalent to existing MST products on a can-for-can basis. To calculate volumes of cans shipped, one can of oral nicotine pouches, irrespective of the number of pouches in the can, is assumed to be equivalent to one can of MST. Retail Share and Brand Activity Beginning in the first quarter of 2025, our reported oral tobacco products segment retail share performance data has been updated for the current and comparable periods to include synthetic oral nicotine pouch products. Second Quarter Oral tobacco products segment retail share was 33.1%, as share declines for MST products were partially offset by oral nicotine pouch segment share growth. Total U.S. oral tobacco category share for on! nicotine pouches was 8.7%, an increase of 0.7 share points versus the prior year, and a decrease of 0.1 share point sequentially. The U.S. nicotine pouch category grew to 52.0% of the U.S. oral tobacco category, an increase of 10.0 share points versus the prior year. In addition, on! 's share of the nicotine pouch category was 16.7%, a decrease of 2.3 share points versus the prior year. First Half Oral tobacco products segment retail share was 33.9%, as share declines for MST products were partially offset by oral nicotine pouch segment share growth. Total U.S. oral tobacco category share for on! nicotine pouches was 8.7%, an increase of 1.2 share points versus the prior year. The U.S. nicotine pouch category grew to 50.6% of the U.S. oral tobacco category, an increase of 9.4 share points versus the prior year. In addition, on! 's share of the nicotine pouch category was 17.3%, a decrease of 0.9 share points versus the prior year. Note: Our oral tobacco products segment's retail share results exclude non-domestic volume, which is currently not material to our oral tobacco products segment. Retail share results for oral tobacco products are based on data from Circana, a tracking service that uses a sample of stores to project market share and depict share trends. This service tracks sales in the food, drug, mass merchandisers, convenience, military, dollar store and club trade classes on the number of cans sold. Oral tobacco products are defined by Circana as domestic oral products, in the form of MST and oral nicotine pouch products (inclusive of tobacco-derived and synthetic oral nicotine products). New types of oral tobacco products, as well as new packaging configurations of existing oral tobacco products, may or may not be equivalent to existing MST products on a can-for-can basis. For example one can of oral nicotine pouches, irrespective of the number of pouches in the can, is assumed to be equivalent to one can of MST. Because this service represents retail share performance only in key trade channels, it should not be considered a precise measurement of actual retail share. It is the standard practice of retail services to periodically refresh their retail scan services, which could restate retail share results that were previously released in these services. Altria's Profile We have a leading portfolio of tobacco products for U.S. tobacco consumers age 21+. We are Moving Beyond Smoking ™, by responsibly transitioning adult smokers to a smoke-free future, competing vigorously for existing smoke-free adult nicotine consumers and exploring new growth opportunities — beyond the United States and beyond nicotine (Vision). To achieve our Vision, we will pursue initiatives designed to promote the long-term welfare of our company, our stakeholders, society at large and the environment. Our wholly owned subsidiaries include leading manufacturers of both combustible and smoke-free products. In combustibles, we own Philip Morris USA Inc. (PM USA), the most profitable U.S. cigarette manufacturer, and John Middleton Co. (Middleton), a leading U.S. cigar manufacturer. Our smoke-free portfolio includes ownership of U.S. Smokeless Tobacco Company LLC (USSTC), the leading global moist smokeless tobacco (MST) manufacturer, Helix Innovations LLC (Helix), a leading manufacturer of oral nicotine pouches, and NJOY, LLC (NJOY), an e-vapor manufacturer with products covered by marketing granted orders from the U.S. Food and Drug Administration (FDA). Additionally, we have a majority-owned joint venture, Horizon Innovations LLC (Horizon), for the U.S. marketing and commercialization of heated tobacco stick products. Our equity investments include Anheuser-Busch InBev SA/NV (ABI), the world's largest brewer, and Cronos Group Inc. (Cronos), a leading Canadian cannabinoid company. The brand portfolios of our operating companies include Marlboro ®, Black & Mild ®, Copenhagen ®, Skoal ®, on! ® and NJOY®. Trademarks related to Altria referenced in this release are the property of Altria or our subsidiaries or are used with permission. Learn more about Altria at and follow us on X (formerly known as Twitter), Facebook and LinkedIn. Basis of Presentation We report our financial results in accordance with GAAP. Our management reviews OCI, which is defined as operating income before general corporate expenses and amortization of intangibles, to evaluate the performance of, and allocate resources to, our segments. Our management also reviews certain financial results, including OCI, OCI margins and diluted EPS, on an adjusted basis, which excludes certain income and expense items, including those items noted under '2025 Full-Year Guidance.' Our management does not view any of these special items to be part of our underlying results as they may be highly variable, may be unusual or infrequent, are difficult to predict and can distort underlying business trends and results. Our management believes that adjusted financial measures provide useful additional insight into underlying business trends and results, and provide a more meaningful comparison of year-over-year results. Our management uses adjusted financial measures for planning, forecasting and evaluating business and financial performance, including allocating capital and other resources and evaluating results relative to employee compensation targets. These adjusted financial measures are not required by, or calculated in accordance with, GAAP and may not be calculated the same as similarly titled measures used by other companies. These adjusted financial measures should thus be considered as supplemental in nature and not considered in isolation or as a substitute for the related financial information prepared in accordance with GAAP. We provide reconciliations of historical adjusted financial measures to corresponding GAAP measures in this release. We use the equity method of accounting for our investments in ABI and Cronos and report our share of ABI's and Cronos's results using a one-quarter lag because ABI's and Cronos's results are not available in time for us to record them in the concurrent period. The one-quarter reporting lag for ABI and Cronos does not affect our cash flows. Our reportable segments are (i) smokeable products, consisting of combustible cigarettes and machine-made large cigars, and (ii) oral tobacco products, consisting of MST and oral nicotine pouches. We have included results for NJOY, Horizon, Helix International and other business activities, which primarily consists of research and development expense related to certain new product platforms and technologies, in 'All Other.' Comparisons are to the corresponding prior-year period unless otherwise stated. Forward-Looking and Cautionary Statements This release contains projections of future results and other forward-looking statements that are subject to a number of risks and uncertainties and are made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Important factors that may cause actual results to differ materially from those contained in the forward-looking statements included in this release are described in our publicly filed reports, including our Annual Report on Form 10-K for the year ended December 31, 2024 and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025. These factors and risks include the following: our inability to anticipate and respond to changes in adult tobacco consumer preferences and purchase behavior; our inability to compete effectively; the growth of the e-vapor category, including illicit disposable e-vapor products, which contributes to reductions in domestic cigarette consumption levels and shipment volume; the impact of illicit trade in tobacco products and the sale of products designed to avoid the regulatory framework for tobacco products, each of which contribute to reductions in the consumption levels and shipment volumes of our businesses' products; our failure to develop and commercialize innovative products, including tobacco products that may reduce health risks relative to other tobacco products and appeal to adult tobacco consumers; changes, including in macroeconomic and geopolitical conditions (including inflation and tariffs), that result in shifts in adult tobacco consumer disposable income and purchasing behavior, including choosing lower-priced and discount brands or products, and reductions in shipment volumes; unfavorable outcomes with respect to litigation proceedings or any governmental investigations, including significant monetary and non-monetary remedies and importation bans; the risks associated with significant federal, state and local government actions, including FDA regulatory actions and inaction, and various private sector actions; the risk that regulators, including the FDA, and courts may interpret laws, rules and regulations applicable to our operating companies' products differently than we do; increases in tobacco product-related taxes; our failure to complete or manage successfully strategic transactions, including acquisitions, dispositions, joint ventures and investments in third parties, or realize the anticipated benefits of such transactions; significant changes in price, availability or quality of tobacco, other raw materials or component parts, including as a result of changes in macroeconomic, climate and geopolitical conditions; our reliance on a few significant facilities and a small number of key suppliers, distributors and distribution chain service providers and the risks associated with an extended disruption at a facility or in service by a supplier, distributor or distribution chain service provider; the risk that we may be required to write down goodwill and intangible assets, including trademarks and other intellectual property, due to impairment; the risks associated with our Optimize & Accelerate initiative, including risks relating to business continuity, our internal control over financial reporting and audit procedures and our ability to recognize the expected savings; the risk that we could decide, or be required, to recall products; the various risks related to health epidemics and pandemics and the measures that international, federal, state and local governments, agencies, law enforcement and health authorities implement to address them; our inability to attract and retain a highly skilled workforce due to the decreasing social acceptance of tobacco usage, tobacco control actions and other factors; the risks associated with the various U.S. and foreign laws and regulations to which we are subject due to our international business operations; the risks concerning a challenge to our tax positions, an increase in the income tax rate or other changes to federal or state tax laws; the risks associated with legal and regulatory requirements related to climate change and other environmental sustainability matters; disruption and uncertainty in the credit and capital markets, including risk of losing access to these markets; a downgrade or potential downgrade of our credit ratings; the impact of heightened focus by investors and other stakeholders on our performance relating to corporate responsibility matters; the failure of our, or our key service providers' or key suppliers', information systems to function as intended, or cyber-attacks or security breaches affecting us or our key service providers or key suppliers; our failure, or the failure of our key service providers or key suppliers, to comply with laws related to personal data protection, privacy, artificial intelligence and information security; the risk that the expected benefits of our investment in ABI may not materialize in the expected manner or timeframe or at all; and the risks associated with our investment in Cronos, including legal, regulatory and reputational risks and the risk that the expected benefits of the transaction may not materialize in the expected manner or timeframe or at all. You should understand that it is not possible to predict or identify all factors and risks. Consequently, you should not consider the foregoing list to be complete. We do not undertake to update any forward-looking statement that we may make from time to time except as required by applicable law. All subsequent written and oral forward-looking statements attributable to Altria or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements referenced above. 1 Cost of sales includes charges for resolution expenses related to state settlement agreements and FDA user fees. Supplemental information concerning those items, excise taxes on products sold and (income) losses from investments in equity securities is shown in Schedule 5. Expand Schedule 2 ALTRIA GROUP, INC. and Subsidiaries Selected Financial Data For the Quarters Ended June 30, (dollars in millions) (Unaudited) Net Revenues 2025 $ 5,357 $ 753 $ (8 ) $ 6,102 2024 5,495 711 3 6,209 % Change (2.5 )% 5.9 % (100%+) (1.7 )% Reconciliation: For the quarter ended June 30, 2024 $ 5,495 $ 711 $ 3 $ 6,209 Acquisition and disposition-related items - 2025 — — (8 ) (8 ) Operations (138 ) 42 (3 ) (99 ) For the quarter ended June 30, 2025 $ 5,357 $ 753 $ (8 ) $ 6,102 Operating Companies Income (Loss) 2025 $ 2,930 $ 498 $ (108 ) $ 3,320 2024 2,807 97 (111 ) 2,793 % Change 4.4 % 100%+ 2.7 % 18.9 % Reconciliation: Asset impairment, exit and implementation costs - 2024 — 354 — 354 Tobacco and health and certain other litigation items - 2024 20 — — 20 20 354 — 374 Acquisition and disposition-related items - 2025 — — (15 ) (15 ) Asset impairment, exit and implementation costs - 2025 (13 ) (2 ) — (15 ) Tobacco and health and certain other litigation items - 2025 (4 ) — — (4 ) (17 ) (2 ) (15 ) (34 ) Operations 120 49 18 187 For the quarter ended June 30, 2025 $ 2,930 $ 498 $ (108 ) $ 3,320 Expand Schedule 3 ALTRIA GROUP, INC. and Subsidiaries Consolidated Statements of Earnings For the Six Months Ended June 30, (dollars in millions, except per share data) (Unaudited) 2025 2024 % Change Net revenues $ 11,361 $ 11,785 (3.6 )% Cost of sales 1 2,710 3,039 Excise taxes on products 1 1,552 1,791 Gross profit 7,099 6,955 2.1 % Marketing, administration and research costs 1,017 995 Asset impairment and exit costs 1 354 Impairment of goodwill 873 — Operating companies income 5,208 5,606 (7.1 )% Amortization of intangibles 74 64 General corporate expenses 116 335 Operating income 5,018 5,207 (3.6 )% Interest and other debt expense, net 537 515 Net periodic benefit income, excluding service cost (29 ) (49 ) (Income) losses from investments in equity securities 1 (291 ) (414 ) Gain on the sale of IQOS System commercialization rights — (2,700 ) Earnings before income taxes 4,801 7,855 (38.9 )% Provision for income taxes 1,346 1,923 Net earnings $ 3,455 $ 5,932 (41.8 )% Per share data 2: Diluted earnings per share $ 2.04 $ 3.41 (40.2 )% Weighted-average diluted shares outstanding 1,687 1,738 (2.9 )% Expand 1 Cost of sales includes charges for resolution expenses related to state settlement agreements and FDA user fees. Supplemental information concerning those items, excise taxes on products sold and (income) losses from investments in equity securities is shown in Schedule 5. 2 Diluted earnings per share are computed independently for each period. Accordingly, the sum of the quarterly earnings per share amounts may not agree to the year-to-date amounts. Expand Schedule 4 ALTRIA GROUP, INC. and Subsidiaries Selected Financial Data For the Six Months Ended June 30, (dollars in millions) (Unaudited) Net Revenues 2025 $ 9,979 $ 1,407 $ (25 ) $ 11,361 2024 10,401 1,362 22 11,785 % Change (4.1 )% 3.3 % (100%+) (3.6 )% Reconciliation: For the six months ended June 30, 2024 $ 10,401 $ 1,362 $ 22 $ 11,785 Acquisition and disposition-related items - 2025 — — (42 ) (42 ) Operations (422 ) 45 (5 ) (382 ) For the six months ended June 30, 2025 $ 9,979 $ 1,407 $ (25 ) $ 11,361 Operating Companies Income (Loss) 2025 $ 5,399 $ 931 $ (1,122 ) $ 5,208 2024 5,246 532 (172 ) 5,606 % Change 2.9 % 75.0 % (100%+) (7.1 )% Reconciliation: NPM Adjustment Items - 2024 (6 ) — — (6 ) Asset impairment, exit and implementation costs - 2024 — 354 — 354 Tobacco and health and certain other litigation items - 2024 38 — — 38 32 354 — 386 Acquisition and disposition-related items - 2025 — — (86 ) (86 ) Asset impairment, exit and implementation costs - 2025 (26 ) (4 ) (873 ) (903 ) Tobacco and health and certain other litigation items - 2025 (40 ) — — (40 ) (66 ) (4 ) (959 ) (1,029 ) Operations 187 49 9 245 For the six months ended June 30, 2025 $ 5,399 $ 931 $ (1,122 ) $ 5,208 Expand Schedule 5 ALTRIA GROUP, INC. and Subsidiaries Supplemental Financial Data (dollars in millions) (Unaudited) For the Quarters Ended June 30, For the Six Months 2025 2024 2025 2024 The segment detail of excise taxes on products sold is as follows: Smokeable products $ 787 $ 908 $ 1,502 $ 1,742 Oral tobacco products 25 24 50 49 $ 812 $ 932 $ 1,552 $ 1,791 The segment detail of charges for resolution expenses related to state settlement agreements included in cost of sales is as follows: Oral tobacco products — 2 — 5 $ 799 $ 926 $ 1,486 $ 1,784 The segment detail of FDA user fees included in cost of sales is as follows: Smokeable products $ 58 $ 64 $ 120 $ 124 Oral tobacco products 1 1 2 2 $ 59 $ 65 $ 122 $ 126 The detail of (income) losses from investments in equity securities is as follows: ABI $ (148 ) $ (121 ) $ (273 ) $ (434 ) Cronos — 2 (18 ) 20 $ (148 ) $ (119 ) $ (291 ) $ (414 ) Expand Schedule 6 ALTRIA GROUP, INC. and Subsidiaries Net Earnings and Diluted Earnings Per Share For the Quarters Ended June 30, (dollars in millions, except per share data) (Unaudited) Net Earnings Diluted EPS 2025 Net Earnings $ 2,378 $ 1.41 2024 Net Earnings $ 3,803 $ 2.21 % Change (37.5 )% (36.2 )% Reconciliation: 2024 Net Earnings $ 3,803 $ 2.21 2024 Acquisition and disposition-related items (1,882 ) (1.09 ) 2024 Asset impairment, exit and implementation costs 264 0.15 2024 Tobacco and health and certain other litigation items 33 0.02 2024 Amortization of intangibles 30 0.02 2024 ABI-related special items 19 0.01 2024 Cronos-related special items 2 — 2024 Income tax items 19 0.01 Subtotal 2024 special items 1 (1,515 ) (0.88 ) 2025 Acquisition and disposition-related items (12 ) (0.01 ) 2025 Asset impairment, exit and implementation costs (12 ) (0.01 ) 2025 Tobacco and health and certain other litigation items (4 ) — 2025 Amortization of intangibles (31 ) (0.02 ) 2025 ABI-related special items 16 0.01 2025 Cronos-related special items (2 ) — 2025 Income tax items (10 ) — Subtotal 2025 special items (55 ) (0.03 ) Fewer shares outstanding — 0.03 Change in tax rate 28 0.01 Operations 117 0.07 2025 Net Earnings $ 2,378 $ 1.41 Expand 1 Prior period amounts have been recast to conform with current period presentation for amortization expense associated with definite-lived intangible assets that were not previously identified as special items and that are now excluded from Altria's adjusted financial measures. Expand Schedule 7 ALTRIA GROUP, INC. and Subsidiaries Reconciliation of GAAP and non-GAAP Measures For the Quarters Ended June 30, (dollars in millions, except per share data) (Unaudited) 2025 Reported $ 3,118 $ 740 $ 2,378 $ 1.41 Acquisition and disposition-related items 16 4 12 0.01 Asset impairment, exit and implementation costs 15 3 12 0.01 Tobacco and health and certain other litigation items 5 1 4 — Amortization of intangibles 37 6 31 0.02 ABI-related special items (19 ) (3 ) (16 ) (0.01 ) Cronos-related special items 2 — 2 — Income tax items — (10 ) 10 — 2025 Adjusted for Special Items $ 3,174 $ 741 $ 2,433 $ 1.44 2024 Reported $ 5,116 $ 1,313 $ 3,803 $ 2.21 Acquisition and disposition-related items (2,557 ) (675 ) (1,882 ) (1.09 ) Asset impairment, exit and implementation costs 354 90 264 0.15 Tobacco and health and certain other litigation items 44 11 33 0.02 Amortization of intangibles 37 7 30 0.02 ABI-related special items 24 5 19 0.01 Cronos-related special items 3 1 2 — Income tax items — (19 ) 19 0.01 2024 Adjusted for Special Items 1 $ 3,021 $ 733 $ 2,288 $ 1.33 2025 Reported Net Earnings and Reported Diluted EPS $ 2,378 $ 1.41 2024 Reported Net Earnings and Reported Diluted EPS $ 3,803 $ 2.21 % Change (37.5 )% (36.2 )% 2025 Adjusted Net Earnings and Adjusted Diluted EPS $ 2,433 $ 1.44 2024 Adjusted Net Earnings and Adjusted Diluted EPS $ 2,288 $ 1.33 % Change 6.3 % 8.3 % Expand 1 Prior period amounts have been recast to conform with current period presentation for amortization expense associated with definite-lived intangible assets that were not previously identified as special items and that are now excluded from Altria's adjusted financial measures. Expand Schedule 8 ALTRIA GROUP, INC. and Subsidiaries Net Earnings and Diluted Earnings Per Share For the Six Months Ended June 30, (dollars in millions, except per share data) (Unaudited) Net Earnings Diluted EPS 1 2025 Net Earnings $ 3,455 $ 2.04 2024 Net Earnings 5,932 $ 3.41 % Change (41.8 )% (40.2 )% Reconciliation: 2024 Net Earnings $ 5,932 $ 3.41 2024 NPM Adjustment Items (5 ) — 2024 Acquisition and disposition-related items (1,882 ) (1.09 ) 2024 Asset impairment, exit and implementation costs 264 0.15 2024 Tobacco and health and certain other litigation items 52 0.03 2024 Amortization of intangibles 54 0.03 2024 ABI-related special items (48 ) (0.02 ) 2024 Cronos-related special items 19 0.01 2024 Income tax items (52 ) (0.03 ) Subtotal 2024 special items 2 (1,598 ) (0.92 ) 2025 Acquisition and disposition-related items (77 ) (0.05 ) 2025 Asset impairment, exit and implementation costs (896 ) (0.53 ) 2025 Tobacco and health and certain other litigation items (34 ) (0.02 ) 2025 Amortization of intangibles (62 ) (0.04 ) 2025 ABI-related special items (1 ) — 2025 Cronos-related special items 16 0.01 2025 Income tax items (13 ) — Subtotal 2025 special items (1,067 ) (0.63 ) Fewer shares outstanding — 0.08 Change in tax rate 60 0.03 Operations 128 0.07 2025 Net Earnings $ 3,455 $ 2.04 Expand 1 Diluted earnings per share are computed independently for each period. Accordingly, the sum of the quarterly earnings per share amounts may not agree to the year-to-date amounts. 2 Prior period amounts have been recast to conform with current period presentation for amortization expense associated with definite-lived intangible assets that were not previously identified as special items and that are now excluded from Altria's adjusted financial measures. Expand 1 Diluted earnings per share are computed independently for each period. Accordingly, the sum of the quarterly earnings per share amounts may not agree to the year-to-date amounts. 2 Prior period amounts have been recast to conform with current period presentation for amortization expense associated with definite-lived intangible assets that were not previously identified as special items and that are now excluded from Altria's adjusted financial measures. Expand Schedule 10 ALTRIA GROUP, INC. and Subsidiaries Reconciliation of GAAP and non-GAAP Measures For the Year Ended December 31, 2024 (dollars in millions, except per share data) (Unaudited) Earnings before Income Taxes Provision for Income Taxes Net Earnings Diluted EPS 2024 Reported $ 13,658 $ 2,394 $ 11,264 $ 6.54 NPM Adjustment Items (27 ) (7 ) (20 ) (0.01 ) Acquisition, disposition and integration-related items (2,527 ) (665 ) (1,862 ) (1.08 ) Asset impairment, exit and implementation costs 422 107 315 0.18 Tobacco and health and certain other litigation items 101 25 76 0.04 Amortization of intangibles 139 24 115 0.07 ABI-related special items 2 — 2 — Cronos-related special items 18 3 15 0.01 Income tax items — 969 (969 ) (0.56 ) 2024 Adjusted for Special Items 1 $ 11,786 $ 2,850 $ 8,936 $ 5.19 Expand 1 Prior period amounts have been recast to conform with current period presentation for amortization expense associated with definite-lived intangible assets that were not previously identified as special items and that are now excluded from Altria's adjusted financial measures. Expand Schedule 11 ALTRIA GROUP, INC. and Subsidiaries Condensed Consolidated Balance Sheets (dollars in millions) (Unaudited) June 30, 2025 December 31, 2024 Assets Cash and cash equivalents $ 1,287 $ 3,127 Inventories 1,016 1,080 Other current assets 329 306 Property, plant and equipment, net 1,610 1,617 Goodwill and other intangible assets, net 18,972 19,918 Investments in equity securities 8,143 8,195 Other long-term assets 975 934 Total assets $ 32,332 $ 35,177 Liabilities and Stockholders' Equity (Deficit) Current portion of long-term debt $ 1,069 $ 1,527 Accrued settlement charges 1,098 2,354 Other current liabilities 4,621 4,900 Long-term debt 23,651 23,399 Deferred income taxes 3,661 3,749 Accrued pension costs 133 136 Accrued postretirement health care costs 935 935 Other long-term liabilities 370 365 Total liabilities 35,538 37,365 Total stockholders' equity (deficit) attributable to Altria (3,256 ) (2,238 ) Noncontrolling interest 50 50 Total liabilities and stockholders' equity (deficit) $ 32,332 $ 35,177 Total debt $ 24,720 $ 24,926 Expand Schedule 12 ALTRIA GROUP, INC. and Subsidiaries Supplemental Financial Data for Special Items For the Quarters Ended June 30, (dollars in millions) (Unaudited) Net Revenues Cost of Sales Marketing, administration and research costs Amortization of intangibles Asset impairment and exit costs General corporate expenses Interest and other debt (income) expense, net (Income) losses from investments in equity securities Gain on the sale of IQOS System commercialization rights 2025 Special Items - (Income) Expense Acquisition and disposition-related items $ 8 $ 7 $ — $ — $ — $ 1 $ — $ — $ — Asset impairment, exit and implementation costs — — 14 — 1 — — — — Tobacco and health and certain other litigation items — — 4 — — 1 — — — Amortization of intangibles — — — 37 — — — — ABI-related special items — — — — — (1 ) — (18 ) — Cronos-related special items — — — — — — — 2 — 2024 Special Items - (Income) Expense 1 Acquisition and disposition-related items $ — $ — $ — $ — $ — $ 143 $ — $ — $ (2,700 ) Asset impairment, exit and implementation costs — — — — 354 — — — — Tobacco and health and certain other litigation items — — 20 — — 24 — — — Amortization of intangibles — — — 37 — — — — ABI-related special items — — — — — — — 24 — Cronos-related special items — — — — — — — 3 — Expand Note: This schedule is intended to provide supplemental financial data for certain income and expense items that management believes are not part of underlying operations and their presentation in Altria's consolidated statements of earnings. This schedule is not intended to provide, or reconcile, non-GAAP financial measures. 1 Prior period amounts have been recast to conform with current period presentation for amortization expense associated with definite-lived intangible assets that were not previously identified as special items and that are now excluded from Altria's adjusted financial measures. Expand Schedule 13 ALTRIA GROUP, INC. and Subsidiaries Supplemental Financial Data for Special Items For the Six Months Ended June 30, (dollars in millions) (Unaudited) Net Revenues Cost of Sales Marketing, administration and research costs Amortization of intangibles Asset impairment and exit costs Impairment of goodwill General corporate expenses Interest and other debt (income) expense, net (Income) losses from investments in equity securities Gain on the sale of IQOS System commercialization rights 2025 Special Items - (Income) Expense Acquisition and disposition-related items $ 42 $ 44 $ — $ — $ — $ — $ 9 $ — $ — $ — Asset impairment, exit and implementation costs — — 29 — 1 873 — — — — Tobacco and health and certain other litigation items — — 40 — — — 1 4 — — Amortization of intangibles — — — 74 — — — — — — ABI-related special items — — — — — — (1 ) — 3 — Cronos-related special items — — — — — — — — (16 ) — 2024 Special Items - (Income) Expense 1 NPM Adjustment Items $ — $ (6 ) $ — $ — $ — $ — $ — $ — $ — $ — Acquisition and disposition-related items — — — — — — 143 — — (2,700 ) Asset impairment, exit and implementation costs — — — — 354 — — — — — Tobacco and health and certain other litigation items — — 38 — — — 30 — — — Amortization of intangibles — — — 64 — — — — — — ABI-related special items — — — — — — 59 3 (124 ) — Cronos-related special items — — — — — — — — 20 — Expand Note: This schedule is intended to provide supplemental financial data for certain income and expense items that management believes are not part of underlying operations and their presentation in our consolidated statements of earnings. This schedule is not intended to provide, or reconcile, non-GAAP financial measures. 1 Prior period amounts have been recast to conform with current period presentation for amortization expense associated with definite-lived intangible assets that were not previously identified as special items and that are now excluded from Altria's adjusted financial measures. Expand
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Tradeweb Reports Second Quarter 2025 Financial Results
NEW YORK--(BUSINESS WIRE)--Tradeweb Markets Inc. (Nasdaq: TW), a leading, global operator of electronic marketplaces for rates, credit, equities and money markets, today reported financial results for the quarter ended June 30, 2025. $513.0 million quarterly revenues, an increase of 26.7% (24.7% on a constant currency basis) compared to prior year period $215.2 million quarterly international revenues, an increase of 40.8% (35.8% on a constant current basis) compared to prior year period $2.6 trillion average daily volume ('ADV') for the quarter, an increase of 32.7% compared to prior year period; quarterly ADV records in U.S. government bonds, U.S. swaps/swaptions < 1-year, fully electronic U.S. high yield credit, municipal bonds, European ETFs and global repurchase agreements $175.5 million net income and $206.1 million adjusted net income for the quarter, increases of 28.7% and 23.7% respectively from prior year period 54.2% adjusted EBITDA margin and $277.9 million adjusted EBITDA for the quarter, compared to 53.5% and $216.5 million respectively for prior year period $0.71 diluted earnings per share ('Diluted EPS') and $0.87 adjusted diluted earnings per share for the quarter $0.12 per share quarterly cash dividend declared, a 20.0% per share increase from prior year period Billy Hult, CEO of Tradeweb: 'Tradeweb delivered a strong second quarter, despite macro challenges around the April 2025 U.S. tariff announcements, rising tensions in the Middle East and evolving central bank policy decisions, which continued to test the resiliency of electronic trading across global markets. Against this background, we continued to work with clients on strategic initiatives in traditional markets and the digital asset space. Our recently announced collaboration with Novaprime will bring new intelligence and workflow tools into the mortgage space, helping us unlock value across the trade lifecycle. Furthermore, as AI continues to shape the evolution of markets, we were pleased to welcome Sherry Marcus as Tradeweb's Head of AI in May. Sherry's extensive experience and leadership will be instrumental in advancing our AI capabilities to new levels of sophistication. We introduced direct Treasury bill trading for corporate treasurers through a seamless integration between our ICD Portal and institutional platform — demonstrating the capabilities and innovation we're able to provide clients through our fourth client channel. Building on our successes in credit, we were excited to introduce electronic portfolio trading for European government bonds — extending this innovative protocol to this asset class. Finally, we were honored to be named a "Best Company to Work For" by U.S. News & World Report. I'm proud of what we've built together and even more excited about where we're headed next.' (1) Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBIT, Adjusted EBIT margin, Adjusted Net Income, Adjusted Diluted EPS and constant currency change are non-GAAP financial measures. See "Non-GAAP Financial Measures" below and the attached schedules for additional information and reconciliations of such non-GAAP financial measures. (2) Represents net income less net income attributable to non-controlling interests. Expand ADV (US $bn) (Unaudited) Asset Class Product 2Q25 2Q24 YoY Rates Cash $ 546 $ 462 18.2 % Derivatives 897 787 13.9 % Total 1,443 1,249 15.5 % Credit Cash 18 17 8.1 % Derivatives 20 13 51.8 % Total 38 30 27.0 % Equities Cash 14 10 37.7 % Derivatives 14 11 22.5 % Total 28 21 29.6 % Money Markets Cash 1,042 622 67.5 % Total 1,042 622 67.5 % Total $ 2,550 $ 1,922 32.7 % Expand DISCUSSION OF RESULTS Rates – Revenues of $274.5 million in the second quarter of 2025 increased 26.2% compared to prior year period (increased 23.9% on a constant currency basis). Rates ADV was up 15.5% from prior year period, driven by record ADV in U.S. government bonds and swaps/swaptions < 1-year. Strong U.S. Treasuries ADV was led by robust activity across the institutional and wholesale client channels. Global swaps/swaptions ≥ 1-year saw strong activity YoY driven by significant volatility in global rates markets, due to changes in U.S. trade policy, geopolitical tensions and shifts in investor sentiment. European government bonds ADV was up 20.4% from prior year period, led by strong volumes across our institutional client channel. Mortgages ADV was up 12.7% from prior year period, reflecting strong specified pool volumes, driven by a record number of clients executing on the platform and strong To-Be-Announced ("TBA") activity, which was primarily driven by robust dollar-roll trading volume. Credit – Revenues of $124.3 million in the second quarter of 2025 increased 11.7% compared to prior year period (increased 10.5% on a constant currency basis). U.S. credit ADV was up 16.2% from prior year period, driven by record ADV in fully electronic U.S. high yield credit and continued client adoption across Tradeweb protocols, most notably in request-for-quote ("RFQ") and Portfolio Trading. European credit ADV was up 8.9% from prior year period, driven by strong activity across a wide range of protocols, including Tradeweb's Automated Intelligent Execution ("AiEX") tool and Tradeweb AllTrade®. We reported 17.9% share of fully electronic U.S. high grade TRACE, down 100 basis points (bps) from prior year period and 8.2% share of fully electronic U.S. high yield TRACE, up 60 bps from prior year period. We also reported 26.0% total share of U.S. high grade TRACE, down 108 bps from prior year period and 10.7% total share of U.S. high yield TRACE, up 79 bps from prior year period. Equities – Revenues of $34.3 million in the second quarter of 2025 increased 49.8% compared to prior year period (increased 46.7% on a constant currency basis). Equities ADV was up 29.6% from prior year period, driven by strong growth YoY in equity derivatives, a growing client base across the U.S. and Europe, increased client adoption of Tradeweb's AiEX tool, and record ADV in European ETFs. Money Markets – Revenues of $41.6 million in the second quarter of 2025 increased 130.7% compared to prior year period (increased 128.5% on a constant currency basis). Money Markets ADV was up 67.5% from prior year period, driven by contributions from the August 1, 2024 acquisition of ICD and record activity in global repurchase agreements. In the U.S., strong repo volume growth was driven by the effects of the Fed's balance sheet unwind, in addition to balances in the Fed's reverse repo facility ("RRP") remaining at relatively low levels. In Europe, increased repo volumes were driven by increased government bond issuance, as well as market volatility. Market Data – Revenues of $30.4 million in the second quarter of 2025 increased 4.1% compared to prior year period (increased 2.9% on a constant currency basis). Other – Revenues of $7.9 million in the second quarter of 2025 increased 31.9% compared to prior year period (increased 31.9% on a constant currency basis) primarily due to an increase in the value of Canton Coins earned during the second quarter of 2025, in exchange for providing services as a Super Validator and Validator on the Canton Network. The Company began providing services to the Canton Network during the third quarter of 2024. Operating Expenses of $313.1 million in the second quarter of 2025 increased 29.1% compared to $242.5 million in prior year period, primarily due to (i) an increase in employee compensation and benefits as a result of an increase in incentive compensation expense tied to our financial performance and an increase in headcount to support our continued growth, (ii) a $14.6 million increase in foreign exchange losses and (iii) an increase in depreciation and amortization expense primarily related to the assets acquired in connection with the 2024 acquisition of ICD. Adjusted Expenses of $252.6 million in the second quarter of 2025 increased 24.1% (increased 21.5% on a constant currency basis) compared to prior year period primarily due to (i) an increase in employee compensation and benefits as a result of an increase in incentive compensation expense tied to our financial performance and an increase in headcount to support our continued growth (ii) an increase in technology and communications expense due to increased investment in our data strategy and infrastructure and increased clearance and data fees driven primarily by higher trading volumes as compared to prior year period and (iii) a $3.9 million increase in foreign exchange losses. Please see "Non-GAAP Financial Measures" below for additional information. RECENT HIGHLIGHTS July 2025 Co-led a $135 million strategic fundraising round with DRW Venture Capital for Digital Asset, the company behind the pioneering Canton Network -- a next generation blockchain that combines the privacy and control of permissioned systems with the interoperability and scalability of public blockchains. The funding aims to accelerate the adoption of institutional and decentralized finance on the Canton Network. Enrico Bruni included in Financial News ' Most Influential in European Finance list. Second Quarter 2025 Introduced direct U.S. Treasury bill (T-bill) trading for corporate treasurers via direct connection between Tradeweb's ICD Portal and its institutional trading platform. Appointed Sherry Marcus as Head of Artificial Intelligence in a newly-created global role for the company. Participated in a collaboration with Novaprime, a mortgage technology company dedicated to making home ownership more affordable, to leverage Novaprime's lender-focused Loan Intelligence and Marketplace products and Tradeweb's electronic trading execution platform to offer a new solution for hedging mortgage-related risk for the mortgage industry. Introduced electronic portfolio trading for European government bonds, spanning UK Gilts, EUR and single currency notes. Recognized in numerous awards celebrating our company and employees, including: Best Companies to Work For, Finance and Insurance (U.S. News & World Report); Best Companies to Work For, Overall (U.S. News & World Report); Best Companies to Work For, Northeast (U.S. News & World Report); Notable Leaders in Finance (Billy Hult) (Crain's New York Business); Best in Fixed Income, Global Finance Awards (Markets Media); Excellence in Trading Platforms, Women in Finance Asia Awards (Meha Thind) (Markets Media); Rising Stars of European Finance (Will Tarr) (Financial News) CAPITAL MANAGEMENT $1.6 billion in cash and cash equivalents and an undrawn $500 million credit facility at June 30, 2025 Free cash flow for the trailing twelve months ended June 30, 2025 of $951.7 million, up 31.9% compared to prior year period. See 'Non-GAAP Financial Measures' for additional information Cash capital expenditures and capitalized software development in the second quarter 2025 of $22.1 million $179.9 million remained available for repurchase pursuant to the share repurchase program authorization as of June 30, 2025. No shares were repurchased during the second quarter of 2025 $43.7 thousand in shares of Class A common stock were withheld in the second quarter of 2025 to satisfy tax obligations related to the vesting of restricted stock units and performance-based restricted stock units held by employees The Board declared a quarterly cash dividend of $0.12 per share of Class A common stock and Class B common stock. The dividend will be payable on September 16, 2025 to stockholders of record as of September 2, 2025 OTHER MATTERS Updated Full-Year 2025 Guidance* Adjusted Expenses: $1,000 - 1,050 million (trending toward middle of range) Acquisition and Refinitiv Transaction related depreciation and amortization expense: $176 million Assumed non-GAAP tax rate: ~24.5% - 25.5% Cash capital expenditures and capitalized software development: ~$99 - 109 million LSEG Market Data Contract Revenue: ~$90 million The guidance has been revised to reflect higher adjusted expenses in light of strong business momentum and accelerated investments in future growth initiatives. Depreciation and amortization, assumed non-GAAP tax rate, expenditures and LSEG Market Data Contract Revenue guidance is unchanged from the prior quarter guidance. *GAAP operating expenses and tax rate guidance are not provided due to the inherent difficulty in quantifying certain amounts due to a variety of factors including the unpredictability in the movement of foreign currency rates. Expense guidance assumes an average 2025 Sterling/US$ foreign exchange rate of 1.28. CONFERENCE CALL Tradeweb Markets will hold a conference call to discuss second quarter 2025 results starting at 9:30 AM EDT today, July 30, 2025. A live, audio webcast of the conference call along with related presentation materials will be available at An archived recording of the call will be available afterward at Tradeweb Markets Inc. (Nasdaq: TW) is a leading, global operator of electronic marketplaces for rates, credit, equities and money markets. Founded in 1996, Tradeweb provides access to markets, data and analytics, electronic trading, straight-through-processing and reporting for more than 50 products to clients in the institutional, wholesale, retail and corporates markets. Advanced technologies developed by Tradeweb enhance price discovery, order execution and trade workflows while allowing for greater scale and helping to reduce risks in client trading operations. Tradeweb serves more than 3,000 clients in more than 85 countries. On average, Tradeweb facilitated more than $2.4 trillion in notional value traded per day over the past four fiscal quarters. For more information, please go to TRADEWEB MARKETS INC. Three Months Ended Six Months Ended 2025 2024 2025 2024 (dollars in thousands) Net income $ 175,522 $ 136,416 $ 343,827 $ 279,798 Merger and acquisition transaction and integration costs (1) 3,772 3,650 6,268 7,264 Interest income (14,972 ) (21,511 ) (28,821 ) (42,571 ) Interest expense 429 542 1,016 2,260 Depreciation and amortization 63,048 49,936 125,747 99,273 Stock-based compensation expense (2) 601 531 1,195 1,714 Provision for income taxes 51,539 47,047 104,818 90,685 Foreign exchange (gains) / losses (3) 10,622 (78 ) 18,951 (2,362 ) Tax receivable agreement liability adjustment (4) — — — — Other (income) loss, net (12,665 ) — (16,886 ) — Adjusted EBITDA $ 277,896 $ 216,533 $ 556,115 $ 436,061 Less: Depreciation and amortization (63,048 ) (49,936 ) (125,747 ) (99,273 ) Add: D&A related to acquisitions and the Refinitiv Transaction (5) 45,474 34,715 90,947 69,082 Adjusted EBIT $ 260,322 $ 201,312 $ 521,315 $ 405,870 Net income margin (6) 34.2 % 33.7 % 33.6 % 34.4 % Adjusted EBITDA margin (6) 54.2 % 53.5 % 54.4 % 53.6 % Adjusted EBIT margin (6) 50.7 % 49.7 % 51.0 % 49.9 % Expand (1) Represents incremental direct costs associated with the acquisition and integration of completed and potential mergers and acquisitions. These costs generally include legal, consulting, advisory, due diligence, severance and certain other transaction expenses and third party costs incurred that directly relate to the acquisition transaction or its integration. (2) Represents non-cash stock-based compensation expense associated with the Special Option Award and post-IPO options awarded in 2019 and payroll taxes associated with the exercise of such options. During the three and six months ended June 30, 2025, this adjustment also includes $0.6 million and $1.2 million, respectively, of non-cash stock-based compensation expense and related payroll taxes associated with RSAs and RSUs issued to help retain key ICD employees during the integration of ICD. During the three and six months ended June 30, 2024, this adjustment also includes $0.3 million of non-cash accelerated stock-based compensation expense and related payroll taxes associated with our former President. (3) Represents unrealized gain or loss recognized on foreign currency forward contracts and foreign exchange gain or loss from the revaluation of cash denominated in a different currency than the entity's functional currency. (4) Represents income recognized during the applicable period due to changes in the tax receivable agreement liability recorded in the consolidated statements of financial condition as a result of, as applicable, changes in the mix of earnings, tax legislation and tax rates in various jurisdictions which impacted our tax savings. (5) Represents intangible asset and acquired software amortization resulting from acquisitions and intangible asset amortization and increased tangible asset and capitalized software depreciation and amortization resulting from the application of pushdown accounting to the Refinitiv Transaction (where all assets were marked to fair value as of the closing date of the Refinitiv Transaction). (6) Net income margin, Adjusted EBITDA margin and Adjusted EBIT margin are defined as net income, Adjusted EBITDA and Adjusted EBIT, respectively, divided by revenue for the applicable period. Expand Three Months Ended Six Months Ended 2025 2024 2025 2024 (dollars in thousands, except per share amounts) Earnings per diluted share $ 0.71 $ 0.55 $ 1.40 $ 1.14 Net income attributable to Tradeweb Markets Inc. $ 153,782 $ 119,239 $ 302,164 $ 245,381 Net income attributable to non-controlling interests (1) 21,740 17,177 41,663 34,417 Net income 175,522 136,416 343,827 279,798 Provision for income taxes 51,539 47,047 104,818 90,685 Merger and acquisition transaction and integration costs (2) 3,772 3,650 6,268 7,264 D&A related to acquisitions and the Refinitiv Transaction (3) 45,474 34,715 90,947 69,082 Stock-based compensation expense (4) 601 531 1,195 1,714 Foreign exchange (gains) / losses (5) 10,622 (78 ) 18,951 (2,362 ) Tax receivable agreement liability adjustment (6) — — — — Other (income) loss, net (12,665 ) — (16,886 ) — Adjusted Net Income before income taxes 274,865 222,281 549,120 446,181 Adjusted income taxes (7) (68,716 ) (55,570 ) (137,280 ) (111,545 ) Adjusted Net Income $ 206,149 $ 166,711 $ 411,840 $ 334,636 Adjusted Diluted EPS (8) $ 0.87 $ 0.70 $ 1.73 $ 1.41 Expand (1) Represents the reallocation of net income attributable to non-controlling interests from the assumed exchange of all outstanding LLC Interests held by non-controlling interests for shares of Class A or Class B common stock. (2) Represents incremental direct costs associated with the acquisition and integration of completed and potential mergers and acquisitions. These costs generally include legal, consulting, advisory, due diligence, severance and certain other transaction expenses and third party costs incurred that directly relate to the acquisition transaction or its integration. (3) Represents intangible asset and acquired software amortization resulting from acquisitions and intangible asset amortization and increased tangible asset and capitalized software depreciation and amortization resulting from the application of pushdown accounting to the Refinitiv Transaction (where all assets were marked to fair value as of the closing date of the Refinitiv Transaction). (4) Represents non-cash stock-based compensation expense associated with the Special Option Award and post-IPO options awarded in 2019 and payroll taxes associated with the exercise of such options. During the three and six months ended June 30, 2025, this adjustment also includes $0.6 million and $1.2 million, respectively, of non-cash stock-based compensation expense and related payroll taxes associated with RSAs and RSUs issued to help retain key ICD employees during the integration of ICD. During the three and six months ended June 30, 2024, this adjustment also includes $0.3 million of non-cash accelerated stock-based compensation expense and related payroll taxes associated with our former President. (5) Represents unrealized gain or loss recognized on foreign currency forward contracts and foreign exchange gain or loss from the revaluation of cash denominated in a different currency than the entity's functional currency. (6) Represents income recognized during the applicable period due to changes in the tax receivable agreement liability recorded in the consolidated statements of financial condition as a result of, as applicable, changes in the mix of earnings, tax legislation and tax rates in various jurisdictions which impacted our tax savings. (7) Represents corporate income taxes at an assumed effective tax rate of 25.0% applied to Adjusted Net Income before income taxes for each of the three and six months ended June 30, 2025 and June 30, 2024. (8) For a summary of the calculation of Adjusted Diluted EPS, see 'Reconciliation of Diluted Weighted Average Shares Outstanding to Adjusted Diluted Weighted Average Shares Outstanding and Adjusted Diluted EPS' below. Expand The following table summarizes the calculation of Adjusted Diluted EPS for the periods presented: (1) Represents the weighted average of unvested stock awards and unsettled vested stock awards issued to certain retired or terminated employees that are entitled to non-forfeitable dividend equivalent rights and are considered participating securities prior to being issued and outstanding shares of common stock in accordance with the two-class method used for purposes of calculating earnings per share. (2) Assumes the full exchange of the weighted average of all outstanding LLC Interests held by non-controlling interests for shares of Class A or Class B common stock, resulting in the elimination of the non-controlling interests and recognition of the net income attributable to non-controlling interests. Expand (1) Represents incremental direct costs associated with the acquisition and integration of completed and potential mergers and acquisitions. These costs generally include legal, consulting, advisory, due diligence, severance and certain other transaction expenses and third party costs incurred that directly relate to the acquisition transaction or its integration. (2) Represents intangible asset and acquired software amortization resulting from acquisitions and intangible asset amortization and increased tangible asset and capitalized software depreciation and amortization resulting from the application of pushdown accounting to the Refinitiv Transaction (where all assets were marked to fair value as of the closing date of the Refinitiv Transaction). (3) Represents non-cash stock-based compensation expense associated with the Special Option Award and post-IPO options awarded in 2019 and payroll taxes associated with the exercise of such options. During the three and six months ended June 30, 2025, this adjustment also includes $0.6 million and $1.2 million, respectively, of non-cash stock-based compensation expense and related payroll taxes associated with RSAs and RSUs issued to help retain key ICD employees during the integration of ICD. During the three and six months ended June 30, 2024, this adjustment also includes $0.3 million of non-cash accelerated stock-based compensation expense and related payroll taxes associated with our former President. (4) Represents unrealized gain or loss recognized on foreign currency forward contracts and foreign exchange gain or loss from the revaluation of cash denominated in a different currency than the entity's functional currency. Expand TRADEWEB MARKETS INC. BASIC AND DILUTED EPS CALCULATIONS (UNAUDITED) The following table summarizes the basic and diluted earnings per share calculations for Tradeweb Markets Inc.: Three Months Ended Six Months Ended 2025 2024 2025 2024 (dollars in thousands, except per share amounts) Numerator: Net income attributable to Tradeweb Markets Inc. $ 153,782 $ 119,239 $ 302,164 $ 245,381 Less: Distributed and undistributed earnings allocated to participating securities (1) (117 ) (70 ) (225 ) (164 ) Net income attributable to outstanding shares of Class A and Class B common stock - Basic and Diluted $ 153,665 $ 119,169 $ 301,939 $ 245,217 Denominator: Weighted average shares of Class A and Class B common stock outstanding - Basic 213,339,761 213,162,158 213,214,326 212,936,015 Dilutive effect of PRSUs 450,980 568,304 442,710 534,583 Dilutive effect of options 292,392 449,252 291,132 524,413 Dilutive effect of RSUs and RSAs 330,102 252,498 441,924 348,282 Dilutive effect of PSUs 558,711 463,735 544,286 435,049 Weighted average shares of Class A and Class B common stock outstanding - Diluted 214,971,946 214,895,947 214,934,378 214,778,342 Earnings per share - Basic $ 0.72 $ 0.56 $ 1.42 $ 1.15 Earnings per share - Diluted $ 0.71 $ 0.55 $ 1.40 $ 1.14 Expand (1) During the three months ended June 30, 2025 and 2024, there was a total of 162,433 and 125,012, respectively, and during the six months ended June 30, 2025 and 2024, there were a total of 173,894 and 142,484, respectively, weighted average unvested or unsettled vested stock awards that were considered a participating security for purposes of calculating earnings per share in accordance with the two-class method. Expand TRADEWEB MARKETS INC. Three Months Ended June 30, 2025 2024 $ Change % Change Revenues Variable Fixed Variable Fixed Variable Fixed Variable Fixed (dollars in thousands) Credit 106,956 17,339 102,785 8,539 4,171 8,800 4.1 % 103.1 % Equities 31,893 2,359 20,602 2,269 11,291 90 54.8 % 4.0 % Money Markets 37,287 4,349 13,695 4,350 23,592 (1 ) 172.3 % — % Market Data 109 30,308 132 29,095 (23 ) 1,213 (17.4 )% 4.2 % Other 1,875 5,979 — 5,953 1,875 26 N/M 0.4 % Total revenue $ 382,863 $ 130,108 $ 294,850 $ 110,101 $ 88,013 $ 20,007 29.9 % 18.2 % N/M = not meaningful Expand TRADEWEB MARKETS INC. Three Months Ended June 30, YoY 2025 2024 % Change Rates $ 2.29 $ 2.00 14.2 % Rates Cash $ 2.36 $ 2.54 (7.1 )% Rates Derivatives $ 2.24 $ 1.69 32.9 % Rates Derivatives (greater than 1 year) $ 3.79 $ 2.71 40.1 % Other Rates Derivatives (1) $ 0.26 $ 0.20 27.9 % Credit $ 45.82 $ 55.32 (17.2 )% Cash Credit (2) $ 128.76 $ 145.04 (11.2 )% Credit Derivatives, China Bonds and U.S. Cash EP $ 7.84 $ 7.76 1.0 % Equities $ 18.68 $ 15.38 21.4 % Equities Cash $ 30.54 $ 26.50 15.2 % Equities Derivatives $ 6.97 $ 5.62 23.9 % Money Markets $ 0.52 $ 0.35 48.6 % Total $ 2.30 $ 2.43 (5.4 )% Total excluding Other Rates Derivatives (3) $ 2.66 $ 2.88 (7.7 )% Expand (1) Includes Swaps/Swaptions of tenor less than 1 year and Rates Futures. (2) The 'Cash Credit' category represents the 'Credit' asset class excluding (1) Credit Derivatives (2) China Bonds and (3) U.S. High Grade and High Yield electronically processed ('EP') activity. (3) Included to contextualize the impact of short-tenored Swaps/Swaptions and Rates Futures on blended fees per million across all periods presented. Expand TRADEWEB MARKETS INC. AVERAGE DAILY VOLUME (UNAUDITED) (1) 2025 Q2 2024 Q2 YoY Asset Class Product ADV (USD mm) Volume (USD mm) ADV (USD mm) Volume (USD mm) ADV Rates Cash $ 546,389 $ 33,874,577 $ 462,335 $ 29,121,090 18.18 % U.S. Government Bonds 250,448 15,527,787 202,460 12,754,986 23.70 % European Government Bonds 55,015 3,410,960 45,699 2,879,044 20.39 % Mortgages 229,669 14,239,483 203,813 12,840,218 12.69 % Other Government Bonds 11,256 696,347 10,363 646,843 8.62 % Derivatives 896,536 55,620,692 787,098 49,552,573 13.90 % Swaps/Swaptions ≥ 1Y 503,630 31,235,081 466,924 29,396,355 7.86 % Swaps/Swaptions < 1Y 383,575 23,782,432 310,657 19,558,079 23.47 % Futures 9,331 603,178 9,517 598,139 (1.96 )% Total 1,442,925 89,495,268 1,249,433 78,673,663 15.49 % Credit Cash 18,218 1,124,070 16,854 1,047,835 8.09 % U.S. High Grade - Fully Electronic 7,290 452,009 6,491 408,939 12.31 % U.S. High Grade - Electronically Processed 3,365 208,646 2,913 183,514 15.53 % U.S. High Yield - Fully Electronic 1,114 69,067 772 48,610 44.37 % U.S. High Yield - Electronically Processed 342 21,232 247 15,549 38.75 % European Credit 2,563 158,887 2,353 148,222 8.92 % Municipal Bonds 513 31,822 369 23,274 38.93 % Chinese Bonds 2,683 160,994 3,476 205,089 (22.81 )% Other Credit Bonds 346 21,413 233 14,638 48.45 % Derivatives 19,522 1,210,363 12,863 810,324 51.77 % Swaps 19,522 1,210,363 12,863 810,324 51.77 % Total 37,740 2,334,433 29,717 1,858,159 27.00 % Equities Cash 13,681 848,246 9,939 626,128 37.66 % U.S. ETFs 9,746 604,248 7,287 459,066 33.75 % European ETFs 3,935 243,998 2,652 167,063 48.41 % Derivatives 13,862 859,438 11,318 713,035 22.48 % Convertibles/Swaps/Options 9,785 606,661 7,982 502,841 22.59 % Futures 4,077 252,778 3,336 210,194 22.20 % Total 27,543 1,707,685 21,257 1,339,163 29.58 % Money Markets Cash 1,041,814 71,783,776 621,840 39,173,808 67.54 % Repurchase Agreements (Repo) 770,457 47,768,311 600,947 37,859,656 28.21 % Other Money Markets 271,357 24,015,465 20,893 1,314,152 1198.77 % Total 1,041,814 71,783,776 621,840 39,173,808 67.54 % ADV (USD mm) Volume (USD mm) ADV (USD mm) Volume (USD mm) YoY Total $ 2,550,022 $ 165,321,162 $ 1,922,247 $ 121,044,793 32.7 Expand (1) We acquired ICD on August 1, 2024. Total volume reported includes volumes from the acquired business subsequent to the closing date of the acquisition. For average daily volume derived from acquisitions, the denominator is the number of trading days within the reporting period that have elapsed from the acquisition date to the end date of the reporting period. Expand To access historical traded volumes, go to BASIS OF PRESENTATION Tradeweb Markets Inc. (unless the context otherwise requires, together with its subsidiaries, referred to as 'we,' 'our,' 'Tradeweb,' 'Tradeweb Markets' or the 'Company') closed its IPO on April 8, 2019. As a result of certain reorganization transactions (the 'Reorganization Transactions') completed in connection with the IPO, on April 4, 2019, Tradeweb Markets Inc. became a holding company whose principal assets consist of its direct and indirect equity interest in Tradeweb Markets LLC ('TWM LLC') and related deferred tax assets. As the sole manager of TWM LLC, Tradeweb Markets Inc. operates and controls all of the business and affairs of TWM LLC and, through TWM LLC and its subsidiaries, conducts its business. As a result of this control, and because Tradeweb Markets Inc. has a substantial financial interest in TWM LLC, Tradeweb Markets Inc. consolidates the financial results of TWM LLC and its subsidiaries. Numerical figures included in this release have been subject to rounding adjustments and as a result totals may not be the arithmetic aggregation of the amounts that precede them and figures expressed as percentages may not total 100%. Please refer to the Company's previously filed Quarterly Reports on Form 10-Q and Annual Report on Form 10-K for capitalized terms not otherwise defined herein. UNAUDITED INTERIM RESULTS The interim financial results presented herein for the three and six months ended June 30, 2025 and 2024 are unaudited. Operating results for interim periods are not necessarily indicative of the results that may be expected for the full year. FORWARD-LOOKING STATEMENTS This release contains forward-looking statements within the meaning of the federal securities laws. Statements related to, among other things, our guidance, including full-year 2025 guidance and full-year 2025 revenue guidance related to the LSEG market data license agreement, pending and completed acquisitions, partnerships and collaborations, future performance, the industry and markets in which we operate, our expectations, beliefs, plans, strategies, objectives, prospects and assumptions and future events are forward-looking statements. We have based these forward-looking statements on our current expectations, assumptions, estimates and projections. While we believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond our control. These and other important factors, including those discussed under the heading 'Risk Factors' in the documents of Tradeweb Markets Inc. on file with or furnished to the SEC, may cause our actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking statements. Given these risks and uncertainties, you are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements contained in this release are not guarantees of future events or performance and future events, our actual results of operations, financial condition or liquidity, and the development of the industry and markets in which we operate, may differ materially from the forward-looking statements contained in this release. In addition, even if future events, our results of operations, financial condition, or liquidity, and events in the industry and markets in which we operate, are consistent with the forward-looking statements contained in this release, they may not be predictive of events, results or developments in future periods. Any forward-looking statement that we make in this release speaks only as of the date of such statement. Except as required by law, we do not undertake any obligation to update or revise, or to publicly announce any update or revision to, any of the forward-looking statements, whether as a result of new information, future events or otherwise, after the date of this release. NON-GAAP FINANCIAL MEASURES This release contains 'non-GAAP financial measures,' including Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBIT, Adjusted EBIT margin, Adjusted Net Income, Adjusted Net Income per diluted share ("Adjusted Diluted EPS"), Adjusted Expenses, Free Cash Flow and constant currency change, which are supplemental financial measures that are not calculated and presented in accordance with GAAP. We make use of non-GAAP financial measures in evaluating our past results and future prospects. We present these non-GAAP financial measures because we believe they assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Management and our board of directors use Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBIT and Adjusted EBIT margin to assess our financial performance and believe they are helpful in highlighting trends in our core operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate and capital investments. Further, our executive incentive compensation is based in part on components of Adjusted EBITDA. We use Adjusted Net Income and Adjusted Diluted EPS as supplemental metrics to evaluate our business performance in a way that also considers our ability to generate profit without the impact of certain items. Each of the normal recurring adjustments and other adjustments included in Adjusted Net Income and Adjusted Diluted EPS help to provide management with a measure of our operating performance over time by removing items that are not related to day-to-day operations or are non-cash expenses. We use Adjusted Expenses as a supplemental metric to evaluate our underlying operating performance over time by removing items that are not related to day-to-day operations or are non-cash expenses. We use Free Cash Flow to assess our liquidity in a way that considers the amount of cash generated from our core operations after non-acquisition related expenditures for capitalized software development costs and furniture, equipment and leasehold improvements. We present certain changes on a 'constant currency' basis. Since our consolidated financial statements are presented in U.S. dollars, we must translate non-U.S. dollar revenues and expenses into U.S. dollars. Constant currency change, which is a non-GAAP financial measure, is defined as change excluding the effects of foreign currency fluctuations. Constant currency information is calculated by translating the current period and prior period's results using the annual average exchange rates for the prior period. We use constant currency change as a supplemental metric to evaluate our underlying performance between periods by removing the impact of foreign currency fluctuations. We present certain constant currency change information because we believe it provides investors and analysts a useful comparison of our results and trends between periods. This information should be considered in addition to, not as a substitute for, results reported in accordance with GAAP. See the attached schedules for reconciliations of the non-GAAP financial measures contained in this release to their most comparable GAAP financial measure. Non-GAAP financial measures have limitations as analytical tools, and you should not consider these non-GAAP financial measures in isolation or as alternatives to net income attributable to Tradeweb Markets Inc., net income, net income margin, earnings per share, operating income, operating expenses, cash flow from operating activities or any other financial measure prepared or derived in accordance with GAAP. You are encouraged to evaluate each adjustment included in the reconciliations. In addition, in evaluating Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBIT, Adjusted EBIT margin, Adjusted EBT, Adjusted Net Income, Adjusted Diluted EPS, Adjusted Expenses and Free Cash Flow, you should be aware that in the future, we may incur expenses similar to the adjustments in the presentation of these non-GAAP financial measures. Our presentation of non-GAAP financial measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. In addition, the non-GAAP financial measures contained in this release may not be comparable to similarly titled measures used by other companies in our industry or across different industries. MARKET AND INDUSTRY DATA This release includes estimates regarding market and industry data that we prepared based on our management's knowledge and experience in the markets in which we operate, together with information obtained from various sources, including publicly available information, industry reports and publications, surveys, our clients, trade and business organizations and other contacts in the markets in which we operate. In presenting this information, we have made certain assumptions that we believe to be reasonable based on such data and other similar sources and on our knowledge of, and our experience to date in, the markets in which we operate. While such information is believed to be reliable for the purposes used herein, no representations are made as to the accuracy or completeness thereof and we take no responsibility for such information. TRADEWEB SOCIAL MEDIA Investors and others should note that Tradeweb announces material financial and operational information using its investor relations website, press releases, SEC filings and public conference calls and webcasts. Information about Tradeweb, its business and its results of operations may also be announced by posts on the Company's accounts on the following social media channels: Instagram, LinkedIn and X. The information that we post through these social media channels may be deemed material. As a result, we encourage investors, the media, and others interested in Tradeweb to monitor these social media channels in addition to following our investor relations website, press releases, SEC filings and public conference calls and webcasts. These social media channels may be updated from time to time on our investor relations website.
