Velan Inc. Reports Solid First Quarter Results for Fiscal 2026

• 18.6% sales growth and higher gross profit margin
• Net income from continuing operations of $17.8 million, consolidated net income including closing of the transactions of $77.2 million
• Strong financial position with available cash on hand of $59.1 million, highest in five years
• Significant increase in quarterly dividend payment to CA$0.10 per common share

MONTREAL, July 10, 2025 (GLOBE NEWSWIRE) -- Velan Inc. (TSX: VLN) ("Velan" or the "Company"), a world-leading manufacturer of industrial valves, announced today financial results for its first quarter ended May 31, 2025. All amounts are expressed in U.S. dollars unless indicated otherwise.

FIRST-QUARTER HIGHLIGHTS FROM CONTINUING OPERATIONS

IFRS MEASURES INCLUDING SIGNIFICANT TRANSACTIONS (see below)

• Sales of $72.2 million, up $11.3 million or 18.6% compared to the same period last year.
• Solid increase in gross profit to $20.6 million or 28.6% of sales, from $16.8 million or 27.6% of sales last year.
• Net income¹ of $17.8 million, or $0.83 per share, versus a net loss of $2.2 million last year.
• Strong financial position with cash and cash equivalents of $59.1 million as at May 31, 2025, versus $34.9 million at the beginning of the fiscal year.

NON-IFRS AND SUPPLEMENTARY FINANCIAL MEASURES

• Backlog² of $286.1 million, up 4.1% from $274.9 million at the end of the previous quarter.
• Bookings² of $78.2 million, versus $83.0 million last year, representing a current book-to-bill ratio of 1.08.
• Adjusted net income² of $0.1 million, versus adjusted net income of $0.2 million last year
• Adjusted EBITDA² of $4.0 million, compared to $2.8 million last year, reflecting higher gross profit.

"Velan delivered a solid performance in the first quarter, achieving sales growth from continuing operations of 18.6% and gross profit margin improvement," said James A. Mannebach, Chairman of the Board and CEO of Velan. "Booking activity remained robust with another sequential improvement in new orders leading to a 4.1% increase in our backlog at the end of the quarter. Our maintenance, repair and overhaul (MRO) activities generated strong bookings, many of which were quickly converted to sales during the reporting period. Over the longer term, Velan is well-positioned to benefit from rising momentum in its key markets, while our strong financial position allows us to invest in the future, including strategic acquisitions, to broaden our reach and sustain profitable growth."

"We closed the first quarter with cash and cash equivalents of $59.1 million, our highest level in five years, as we completed the divestiture of asbestos-related liabilities and the sale of our French assets during the period," added Rishi Sharma, Chief Financial and Administrative Officer of Velan. "Based on the strength of our financial position, new $35-million credit facilities and reduced balance sheet risk, we are reassessing our capital allocation strategy to optimize the balance between supporting our growth objectives and maximizing returns to shareholders. Supporting the latter, the significant increase in our quarterly dividend payment reflects our growing backlog, greater confidence in our future performance, and our ability to sustain a strong cash flow generation."

FINANCIAL RESULTS (From continuing operations, in '000s of U.S. dollars, excluding per share amounts)	Three-month periods ended
	May 31, 2025		May 31, 2024
Sales	$72,229		$60,898
Gross profit	$20,626		$16,828
Gross margin	28.6%		27.6%
Restructuring expenses	5,374		2,340
Net income (loss)	$17,826		($2,187	)
per share - basic and diluted	$0.83		($0.10	)
Weighted average share outstanding ('000s)	21,586		21,586

NON-IFRS AND SUPPLEMENTARY FINANCIAL MEASURES (From continuing operations, in '000s of U.S. dollars, excluding per share amounts)	Three-month periods ended
	May 31, 2025		May 31, 2024
Adjusted EBITDA	$3,976		$2,846
Adjusted net income (loss)	90		$242
per share - basic and diluted	$0.00		$0.01

UPDATE ON SIGNIFICANT TRANSACTIONS

On March 31, 2025, the Company announced the closing sale of its French subsidiaries Velan S.A.S. and Segault S.A.S. for a total consideration of $208.2 million (€192.5 million) and net consideration of $183.1 million. Based on the net book value at the closing of the transaction and the related costs, a gain of $95.8 million was recorded in the first quarter of fiscal year 2026. The sale also triggered the recognition of a cumulative translation adjustment of $12.5 million. These amounts were recorded as part of the results from discontinued operations.

Concurrently with the sale of its French subsidiaries, the Company entered into an agreement to sell its current and future exposure to Asbestos-related litigation in the United States. Part of the proceeds received from the sale of the French assets was used on April 3, 2025, to pay an amount of $143.0 million for this settlement.

BACKLOG AND BOOKINGS

BACKLOG	As at
('000s of U.S. dollars)	May 31, 2025		February 28, 2025
Backlog	$286,088		$274,877
for delivery within the next 12 months	$241,326		$225,662
BOOKINGS	Three-month periods ended
('000s of U.S. dollars, excluding ratios)	May 31, 2025		May 31, 2024
Bookings	$78,234		$82,969
Book-to-bill ratio	1.08		1.36

As at May 31, 2025, the backlog from continuing operations stood at $286.1 million, up 4.1%, from $274.9 million as at February 28, 2025. Currency movements had a $7.1 million positive effect on the value of the backlog during the quarter mainly due to the strengthening of the euro versus the U.S. dollar. Excluding currency movements, the increase reflects bookings exceeding shipments in the first quarter of fiscal 2026. As at May 31, 2025, 84.4% of the backlog, representing orders of $241.3 million, is deliverable in the next 12 months, versus 90.5% of last year's backlog. This shift in the delivery schedule is driven by the securing of an increasing number of long-term larger contracts for the nuclear and defense sectors.

Bookings from continuing operations amounted to $78.2 million in the first quarter of fiscal 2026, compared to $83.0 million in the first quarter of fiscal 2025. The decrease reflects lower bookings in Germany and North America due to large orders received in last year's first quarter. These factors were partially offset by higher bookings for Chinese and Portuguese operations, as well as higher MRO bookings. Currency movements had a negligible effect on the value of bookings for the quarter.

FIRST QUARTER RESULTS

Sales from continuing operations for the first quarter of fiscal 2026 totaled $72.2 million, an increase of $11.3 million or 18.6% compared to $60.9 million for the same period last year. The variation mainly reflects higher shipments from Italian operations for the oil & gas industry and higher business volume at our operations in China, India and Germany. These factors were partially offset by lower sales in other international markets. North American sales held relatively steady as lower shipments to the defense industry were offset by strong MRO activity. Currency movements had a negligible effect on sales for the period.

In the first quarter of fiscal 2026, gross profit from continuing operations reached $20.6 million, up from $16.8 million last year. The variation reflects a higher business volume which improved the absorption of fixed production overhead costs, a more favorable product mix this year compared to last, lower material costs and lower provisions for aging inventory. Currency movements had no effect on gross profit for the period. As a percentage of sales, gross profit was 28.6%, compared to 27.6% last year.

Administration costs from continuing operations amounted to $18.3 million, or 25.4% of sales, in the first quarter of fiscal 2026, compared to $15.4 million, or 25.2% of sales, in the first quarter of fiscal 2025. The variation reflects higher sales commissions and higher professional fees.

In the first quarter of fiscal 2026, the Company incurred restructuring expenses of $5.4 million, including $6.1 million in transaction-related costs, partially offset by a $0.7 million reversal of asbestos-related costs. In the first quarter of fiscal 2025, restructuring expenses consisted of asbestos-related costs of $2.3 million.

Excluding restructuring expenses, adjusted EBITDA from continuing operations for the first quarter of fiscal 2026 was $4.0 million, versus $2.8 million in the first quarter of fiscal 2025. The increase is primarily attributable to higher gross profit, partially offset by higher administration costs, as explained above.

Net income from continuing operations was $17.8 million, or $0.83 per share, in the first quarter of fiscal 2026, compared to a net loss of $2.2 million, or a loss of $0.10 per share, in the first quarter of fiscal 2025. The variation mainly reflects a $23.1 million non-recurring tax recovery related to the disposal of the French subsidiaries. Net income from discontinued operations was $59.4 million, versus $1.1 million last year. As a result, net income for the first quarter of fiscal 2026 totaled $77.2 million, or $3.58 per share, compared with a net loss of $1.1 million, or $0.05 per share, last year.

Excluding restructuring expenses and the non-recurring tax recovery, adjusted net income from continuing operations was $0.1 million, or $0.00 per share, in the first quarter of fiscal 2026, versus adjusted net income of $0.2 million, or net income of $0.01 per share, in the first quarter of fiscal 2025.

FINANCIAL POSITION

As at May 31, 2025, the Company held cash and cash equivalents of $59.1 million and short-term investments of $0.4 million. Bank indebtedness stood at $3.3 million, while long-term debt, including the current portion, amounted to $16.4 million.

OUTLOOK

As at May 31, 2025, orders amounting to $241.3 million, representing 84.4% of a total backlog of $286.1 million, are expected to be delivered in the next 12 months. Given these orders, and despite the current uncertainty related to tariffs, the Company expects to deliver another solid performance in fiscal 2026.

DIVIDEND

On July 10, 2025, the Board of Directors of Velan modified the Company's dividend policy by approving a significant increase in the Company's recurring quarterly dividend payment from CA$0.03 to CA$0.10 per common share. This increase reflects Velan's growing backlog and the Board's confidence in the Company's future financial performance, including generating strong cash flow.

Reflecting this increase, the Board of Directors has declared a dividend of CA$0.10 per common share payable on August 29, 2025, to shareholders of record as at August 15, 2025.

CONFERENCE CALL NOTICE

Financial analysts, shareholders, and other interested individuals are invited to attend the first quarter conference call to be held on Friday, July 11, 2025, at 8:00 a.m. (EDT). The toll-free call-in number is 1-800-990-4777 or by RapidConnect URL: https://emportal.ink/4kyYJ06. The material that will be referenced during the conference call will be made available shortly before the event on the company's website under the Investor Relations section (https://www.velan.com/en/company/investor_relations). A recording of this conference call will be available for seven days at 1-289-819-1450 or 1-888-660-6345 and entering the replay code 86319.

ABOUT VELAN

Founded in Montreal in 1950, Velan Inc. (www.velan.com) is one of the world's leading manufacturers of industrial valves, with sales from continuing operations of US$295.2 million in its last reported fiscal year. The Company employs 1,284 people and has manufacturing plants in 9 countries. Velan Inc. is a public company with its shares listed on the Toronto Stock Exchange under the symbol VLN.

SAFE HARBOUR STATEMENT

This news release may include forward-looking statements, which generally contain words like "should", "believe", "anticipate", "plan", "may", "will", "expect", "intend", "continue" or "estimate" or the negatives of these terms or variations of them or similar expressions, all of which are subject to risks and uncertainties, which are disclosed in the Company's filings with the appropriate securities commissions. While these statements are based on management's assumptions regarding historical trends, current conditions and expected future developments, as well as other factors that it believes are reasonable and appropriate in the circumstances, no forward-looking statement can be guaranteed and actual future results may differ materially from those expressed herein. The Company disclaims any intention or obligation to update or revise any forward-looking statements contained herein whether as a result of new information, future events or otherwise, except as required by the applicable securities laws. The forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

NON-IFRS AND SUPPLEMENTARY FINANCIAL MEASURES

In this press release, the Company has presented measures of performance or financial condition which are not defined under IFRS ("non-IFRS measures") and are, therefore, unlikely to be comparable to similar measures presented by other companies. These measures are used by management in assessing the operating results and financial condition of the Company and are reconciled with the performance measures defined under IFRS. The Company has also presented supplementary financial measures which are defined at the end of this report. Reconciliation and definition can be found below.

Adjusted net income (loss), Adjusted net income (loss) per share, Earnings before interest, taxes, depreciation and amortization ("EBITDA") and Adjusted EBITDA

Three-month periods ended
(in thousands, except per share amounts; certain totals may not add up due to rounding)		May 31, 2025 $		May 31, 2024 $
Reconciliation of net income (loss) from continuing operations to adjusted net income (loss) from continuing operations and adjusted net income (loss) from continuing operations per share
Net income (loss) from continuing operations		17,826		(2,187	)
Adjustments for:
Asbestos-related costs		(754	)	2,340
Transaction-related costs		6,128		-
Other restructuring costs		-		89
Non-recurring tax recovery on France transaction		(23,110	)	-
Adjusted net income (loss) from continuing operations		90		242
per share - basic and diluted		0.00		0.01
Reconciliation of net income (loss) from continuing operations to Adjusted EBITDA from continuing operations
Net income (loss) from continuing operations		17,826		(2,187	)
Adjustments for:
Depreciation of property, plant and equipment		1,573		1,349
Amortization of intangible assets and financing costs		771		623
Finance costs - net		390		194
Income tax expense (recovery)		(21,958	)	406
EBITDA		(1,398	)	385
Adjustments for:
Asbestos-related costs		(754	)	2,340
Transaction-related costs		6,128		-
Other restructuring costs		-		121
Adjusted EBITDA		3,976		2,846

The term "Adjusted net income (loss)" is defined as net income or loss attributable to Subordinate and Multiple Voting Shares plus adjustment, net of income taxes, for costs related to restructuring and to the proposed transaction. The terms "Adjusted net income (loss) per share" is obtained by dividing Adjusted net income (loss) by the total amount of subordinate and multiple voting shares. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

The term "EBITDA" is defined as adjusted net income plus depreciation of property, plant & equipment, plus amortization of intangible assets, plus net finance costs, plus income tax provision. The term "Adjusted EBITDA" is defined as EBITDA plus adjustment for costs related to restructuring and to the proposed transaction. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

Definitions of supplementary financial measures

The term "Net new orders" or "bookings" is defined as firm orders, net of cancellations, recorded by the Company during a period. Bookings are impacted by the fluctuation of foreign exchange rates for a given period. The measure provides an indication of the Company's sales operation performance for a given period as well as well as an expectation of future sales and cash flows to be achieved on these orders.

The term "backlog" is defined as the buildup of all outstanding bookings to be delivered by the Company. The Company's backlog is impacted by the fluctuation of foreign exchange rates for a given period. The measure provides an indication of the future operational challenges of the Company as well as an expectation of future sales and cash flows to be achieved on these orders.

The term "book-to-bill" is obtained by dividing bookings by sales. The measure provides an indication of the Company's performance and outlook for a given period.

The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

Contact:
Rishi Sharma, Chief Financial and Administrative Officer	Martin Goulet, M.Sc., CFA
Velan Inc.	MBC Capital Markets Advisors
Tel: [phone]	Tel.: [phone], ext. 229

¹ Net income or loss refer to net income or loss attributable to Subordinate and Multiple Voting Shares
² Non-IFRS and supplementary financial measures - more information at the end of this document.

Consolidated Statements of Financial Position
(in thousands of U.S. dollars)
	As at
		May 31,		February 28,
		2025		2025
		$		$
Assets
Current assets
Cash and cash equivalents		59,102		34,872
Short-term investments		399		358
Accounts receivable		61,849		62,612
Income taxes recoverable		6,114		5,617
Inventories		138,079		134,969
Deposits and prepaid expenses		3,829		3,689
Derivative assets		789		24
Assets held for sale		-		176,762
		270,161		418,903
Non-current assets
Property, plant and equipment		52,259		51,349
Intangible assets and goodwill		6,468		5,893
Deferred income taxes		5,261		25,101
Other assets		777		720
		64,765		83,063
Total assets		334,926		501,966
Liabilities
Current liabilities
Bank indebtedness		3,318		2,508
Accounts payable and accrued liabilities		85,392		78,776
Income taxes payable		1,826		1,818
Customer deposits		16,019		22,338
Provisions		9,739		153,957
Derivative liabilities		525		480
Current portion of long-term lease liabilities		1,514		1,437
Current portion of long-term debt		1,692		2,096
Liabilities held for sale		-		110,883
		120,025		374,293
Non-current liabilities
Long-term lease liabilities		4,697		4,727
Long-term debt		14,704		14,107
Income taxes payable		-		692
Deferred income taxes		1,255		737
Customer deposits		8,984		3,876
Other liabilities		4,999		4,796
		34,639		28,935
Total liabilities		154,664		403,228
Total equity		180,262		98,738
Total liabilities and equity		334,926		501,966

Consolidated Statements of Loss
(in thousands of U.S. dollars, excluding number of shares and per share amounts)
	Three-month periods ended
	May 31,		May 31,
	2025		2024
	$		$
Sales	72,229		60,898
Cost of sales	51,603		44,070
Gross profit	20,626		16,828
Administration costs	18,313		15,368
Restructuring expenses	5,374		2,340
Other expenses	732		762
Operating loss	(3,793	)	(1,642	)
Financing expenses	(390	)	(195	)
Loss before income taxes	(4,183	)	(1,837	)
Income tax expense (recovery)	(21,958	)	406
Net Income (loss) for the period from continuing operations	17,775		(2,243	)
Results from discontinued operations	59,379		1,083
	77,154		(1,160	)
Net loss attributable to:
Subordinate Voting Shares and Multiple Voting Shares	77,205		(1,104	)
Non-controlling interest	(51	)	(56	)
Net Income (loss) for the period	77,154		(1,160	)
Net Income (loss) per Subordinate and Multiple Voting Share
Basic and diluted from continuing operations	0.83		(0.10	)
Basic and diluted from discontinued operations	2.75		0.05
Basic and diluted all operations	3.58		(0.05	)
Dividends declared per Subordinate and Multiple	0.24		-
Voting Share	(CA$ 0.33	)	(CA$ -	)
Total weighted average number of Subordinate and
Multiple Voting Shares
Basic and diluted	21,585,635		21,585,635

Consolidated Statements of Comprehensive Income (loss)
(in thousands of U.S. dollars)
	Three-month periods ended
	May 31,		May 31,
	2025		2024
	$		$
Comprehensive Income (loss)
Net Income (loss) for the period	77,154		(1,160	)
Other comprehensive income (loss)
Foreign currency translation of foreign subsidiaries	(2,872	)	(91	)
Foreign currency translation of foreign subsidiaries from discontinued operations	-		337
Reclassification of foreign currency translation from discontinued operations	12,456		-
Comprehensive Income (loss)	86,738		(914	)
Comprehensive Income (loss) attributable to:
Subordinate Voting Shares and Multiple Voting Shares	86,789		(858	)
Non-controlling interest	(51	)	(56	)
Comprehensive Income (loss)	86,738		(914	)
Other comprehensive income (loss) is composed solely of items that may be reclassified subsequently to the consolidated statement of income (loss).

Consolidated Statements of Changes in Equity
(in thousands of U.S. dollars, excluding number of shares)
	Equity attributable to the Subordinate and Multiple Voting shareholders
	Share capital		Contributed surplus		Accumulated other comprehensive loss		Retained earnings		Total		Non-controlling interest		Total equity
Balance - February 29, 2024	72,695		6,260		(38,692	)	141,914		182,177		1,082		183,259
Net loss for the period	-		-		-		(1,104	)	(1,104	)	(56	)	(1,160	)
Other comprehensive loss	-		-		246		-		246		-		246
Comprehensive Income (loss)	-		-		246		(1,104	)	(858	)	(56	)	(914	)
Balance - May 31, 2024	72,695		6,260		(38,446	)	140,810		181,319		1,026		182,345
Balance - February 28, 2025	72,695		6,355		(47,141	)	65,952		97,861		877		98,738
Net income (loss) for the period	-		-		-		77,205		77,205		(51	)	77,154
Other comprehensive loss	-		-		(2,872	)	-		(2,872	)	-		(2,872	)
Comprehensive income (loss)	-		-		(2,872	)	77,205		74,333		(51	)	74,282
Reclassification of foreign currency translation to discontinued operations	-		-		12,456		-		12,456		-		12,456
Dividends
Multiple Voting Shares	-		-		-		(3,770	)	(3,770	)	-		(3,770	)
Subordinate Voting Shares	-		-		-		(1,444	)	(1,444	)	-		(1,444	)
Balance - February 28, 2025	72,695		6,355		(37,557	)	137,943		179,436		826		180,262

Consolidated Statements of Cash Flow
(in thousands of U.S. dollars)
	Three-month periods ended
	May 31,		May 31,
	2025		2024
	$		$
Cash flows from
Operating activities
Net income (loss) for the period	77,154		(1,160	)
Less: results from discontinued operations	(59,379	)	(1,083	)
Net Income (loss) for the period for continued operations	17,775		(2,243	)
Adjustments to reconcile net loss to cash provided by operating activities	(17,173	)	(833	)
Changes in non-cash working capital items	(160,620	)	14,994
Cash provided (used) by operating activities from continued operations	(160,018	)	11,918
Investing activities
Short-term investments	(32	)	(441	)
Additions to property, plant and equipment	(1,953	)	(1,748	)
Additions to intangible assets	-		(804	)
Proceeds on disposal of property, plant and equipment	953		8
Net change in other assets	35		(52	)
Cash provided (used) by investing activities from continued operations (excluding proceeds on disposal of France assets)	(997	)	(3,037	)
Proceeds on disposal of France assets	183,143		-
Cash provided (used) by investing activities from continued operations	182,146		(3,037	)
Financing activities
Increase in long-term debt	1,064		253
Repayment of long-term debt	(871	)	(3,816	)
Repayment of long-term lease liabilities	(399	)	(447	)
Cash provided (used) by financing activities from continued operations	(206	)	(4,010	)
Effect of exchange rate differences on cash	1,498		(533	)
Net change in cash during the period from continued operations	23,420		4,338
Net change in cash during the period from discontinued operations	9,525		(6,762	)
Net change in cash during the period	32,945		(2,424	)
Net cash - Beginning of the period	32,364		27,283
Net cash - End of the period	55,784		31,621
Net cash is composed of:
Cash and cash equivalents	59,102		33,400
Bank indebtedness	(3,318	)	(1,779	)
Net cash - End of the period	55,784		31,621
Supplementary information
Interest paid	(239	)	(201	)
Income taxes paid	(1,427	)	(850	)