• BACKBEAT Global Pivotal Trial evaluating AVIM Therapy completed enrollment and exceeded enrollment target, with a total of 349 patients randomized.
  • BACKBEAT Trial primary endpoint data planned to be submitted for late-breaking presentation at the Heart Rhythm Society 2027 (“HRS 2027”).
  • Medtronic planning to submit AVIM Therapy Premarket Approval (“PMA”) supplement to the FDA following data presentation, assuming positive trial results.
  • Site activation and patient enrollment accelerating in the Virtue Trial, the Company’s U.S. Investigational Device Exemption (“IDE”) pivotal trial comparing Virtue SAB head-to-head with the commercially available AGENT™ paclitaxel-coated balloon for coronary In-Stent Restenosis.
  • Raised approximately $80.5 million in net proceeds through an underwritten public offering of common stock, which closed on November 9, 2026, including proceeds from the underwriters’ full exercise of their option to purchase additional shares. 
  • $101.9 million of cash and cash equivalents, and marketable securities as of September 30, 2026 and public offering proceeds provide projected cash runway through 2028.
  • Company hosting R&D Day on Thursday, November 12, 2026, in New York City and via live webcast, featuring in-depth reviews of AVIM Therapy and Virtue SAB with leading physician investigators.

NEW HOPE, Pa., Nov. 10, 2026 (GLOBE NEWSWIRE) — Orchestra BioMed Holdings, Inc. (Nasdaq: OBIO, “Orchestra BioMed” or the “Company”), a biomedical innovation company accelerating high-impact technologies to patients through strategic collaborations with market-leading global medical device companies, today announced financial results for the third quarter ended September 30, 2026, and provided a business update on its two pivotal-stage investigational cardiovascular programs: Atrioventricular Interval Modulation Therapy (“AVIM Therapy”) for the treatment of uncontrolled hypertension, for which the Company has a strategic collaboration with Medtronic (NYSE: MDT) for the treatment of pacemaker-indicated patients, and Virtue® Sirolimus AngioInfusion™ Balloon (“Virtue SAB”) for the treatment of coronary artery disease.

David Hochman, Chairman and Chief Executive Officer of Orchestra BioMed, stated, “With the completion of enrollment of the BACKBEAT Trial, AVIM Therapy is nearing pivotal primary endpoint results. Alongside our collaborators at Medtronic, we now move to the completion of three-month follow-up in all patients, locking the primary endpoint database, and submitting a robustly powered data set for late-breaking presentation at HRS 2027 in May. We believe the results from the BACKBEAT Trial could set AVIM Therapy on a clear course to redefining the clinical impact of cardiac pacing and provide a powerful new therapeutic option for millions of higher-risk hypertensive patients who remain above blood pressure target despite medication.”

Hochman continued, “The third quarter also saw Virtue Sirolimus AngioInfusion™ Balloon advance in its own IDE pivotal, randomized trial. The Virtue® Trial is testing Virtue SAB’s fundamentally different approach to arterial drug delivery, liquid infusion of SirolimusEFR™ directly into the vessel wall without the need for a fragile balloon coating. We are also grateful to our new and existing shareholders that participated in the oversubscribed public equity offering we closed yesterday. The net proceeds from our public offering along with the over $100 million we had at the end of the quarter provide funding through 2028. We are in a strong position to deliver key value-creating milestones for both pivotal stage programs and support Medtronic as they drive toward potential global commercialization of AVIM Therapy. We look forward to showcasing both of our high-impact therapeutic device platforms at our investor R&D Day this Thursday, where leading physician investigators will join us to examine the clinical and commercial potential of AVIM Therapy and Virtue SAB.”

Q3 2026 and Recent Business Highlights:

  • Completed enrollment in the BACKBEAT Trial in collaboration with Medtronic. A total of 349 patients with uncontrolled hypertension and an implanted dual-chamber pacemaker were randomized across 92 sites in 15 countries. Orchestra BioMed and Medtronic intend to submit primary endpoint results for late-breaking presentation consideration at HRS 2027.
  • Received written confirmation from FDA that Medtronic’s marketing submission for AVIM Therapy will be a PMA supplement. The submission is planned to be made promptly following presentation of the primary endpoint results of the BACKBEAT Trial, assuming positive trial results.
  • Advanced site activation and patient enrollment in the Virtue Trial, the Company’s U.S. IDE pivotal trial comparing Virtue SAB head-to-head with the commercially available AGENT™ paclitaxel-coated balloon for coronary in-stent restenosis (“ISR”). The prospective, multicenter, randomized, single-blind, non-inferiority trial has a planned enrollment of approximately 740 patients, with an enrollment completion target date by the end of 2027.
  • Virtue SAB mechanistic and clinical evidence presented at Transcatheter Cardiovascular Therapeutics 2026. On November 1, 2026, Allen Jeremias, MD, Co-Principal Investigator of the Virtue Trial, presented Virtue SAB’s differentiated mechanism of action for infusing a large liquid volume of submicron, particle-encapsulated SirolimusEFR™ directly into the vessel wall. Dr. Jeremias also outlined existing preclinical and clinical evidence and the pivotal IDE trial design.
  • AVIM Therapy was featured in two sessions at HRX Live 2026 in Atlanta, including a sponsored roundtable on the Medtronic–Orchestra BioMed strategic collaboration and a panel exploring the expanding role of permanent cardiac pacing beyond bradycardia. The discussions highlighted AVIM Therapy’s mechanism of action, clinical evidence and potential in hypertensive heart disease. A recording of the roundtable is available on the Company’s website.
  • Received a $6.1 million milestone payment on September 14, 2026, in connection with Haemonetics Corporation’s (NYSE: HAE) acquisition of Vivasure Medical Limited (“Vivasure”). Together with approximately $5 million received in January 2026, total cash proceeds received from the transaction are approximately $11 million. The FDA recently approved the PerQseal® Elite vascular closure system, originally developed by Vivasure, for large-bore arterial procedures.

Public Offering

On November 9, 2026, the Company closed an underwritten public offering of 17,250,000 shares of its common stock at a price to the public of $5.00 per share, resulting in net proceeds to the Company of approximately $80.5 million (including proceeds from the underwriters’ full exercise of their option to purchase additional shares), after deducting underwriting discounts and commissions and estimated offering expenses (the “Public Offering”).

R&D Day: Thursday, November 12, 2026

The Company will host its R&D Day on Thursday, November 12, 2026, at 3:00 p.m. ET in New York City and via live webcast. Company leadership, leading cardiologists and trial investigators will discuss the clinical and treatment burden associated with uncontrolled hypertension in pacemaker-indicated patients and restenosis in coronary stent interventions, the potential for AVIM Therapy and Virtue SAB to address these unmet needs, key upcoming clinical milestones and the commercial potential of AVIM Therapy and Virtue SAB. Physician speakers include Vivek Reddy, MD, Marat Fudim, MD, Dean Kereiakes, MD, and Allen Jeremias, MD. Webcast of the R&D Day is available for registered participants and a replay of the event will be available through the Investors section of the Company’s website.

Financial Results for the Third Quarter Ended September 30, 2026

  • Cash and cash equivalents and Marketable securities totaled $101.9 million as of September 30, 2026, not including the $80.5 million in net proceeds from the Public Offering.
  • Net cash used in operating activities and for the purchase of fixed assets was $19.9 million during the third quarter of 2026, compared with $14.9 million for the third quarter in 2025, with the primary drivers being increased research and development costs, including clinical trial activities, as well as personnel and consulting expenditures during the third quarter of 2026.
  • Research and development expenses for the third quarter of 2026 were $17.7 million, compared with $14.0 million for the third quarter in 2025, which represents an increase of 26%. The increase was primarily due to additional costs associated with the ongoing BACKBEAT Trial and to advance the Virtue SAB program, including the Virtue Trial.
  • Selling, general and administrative expenses for the third quarter of 2026 were $5.6 million, compared with $7.1 million for the third quarter of 2025, which represents a decrease of 21%. The decrease was primarily due to a decrease in legal and professional fees.
  • Net loss attributable to common stockholders for the third quarter of 2026 was $19.6 million, or ($0.30) per share, compared with a net loss attributable to common stockholders of $20.8 million, or ($0.40) per share, for the third quarter of 2025, which represents a decrease of 6%. Net loss attributable to common stockholders for the third quarter of 2026 included $3.4 million in net interest expense for the third quarter of 2026 as compared to $1.2 million for the same period in 2025, of which a portion was non-cash in each period. Non-cash stock-based compensation expense was $2.3 million as compared to $3.0 million for the same period in 2025.

About Orchestra BioMed

Orchestra BioMed is a biomedical innovation company accelerating high-impact technologies to patients through strategic collaborations with market-leading global medical device companies. The Company’s two flagship product candidates, Atrioventricular Interval Modulation (AVIM) Therapy and Virtue® Sirolimus AngioInfusion™ Balloon (Virtue SAB), are currently undergoing pivotal clinical trials for their lead indications, each representing multi-billion-dollar annual global market opportunities.

AVIM Therapy is a bioelectronic treatment for hypertension, the leading risk factor for death worldwide, and is designed to be delivered by a pacemaker and achieve immediate, substantial, and sustained reductions in blood pressure in patients with hypertensive heart disease. The Company has a strategic collaboration with Medtronic (NYSE: MDT), one of the largest medical device companies in the world and the global leader in cardiac pacing therapies, for the development and commercialization of AVIM Therapy for the treatment of uncontrolled hypertension in pacemaker-indicated patients. AVIM Therapy has two FDA Breakthrough Device Designations. The BACKBEAT Trial has completed enrollment.

Virtue SAB is a first-of-its-kind, non-coated drug delivery AngioInfusion balloon system designed to infuse a large liquid dose of a proprietary extended-release formulation of sirolimus, SirolimusEFR™, for the treatment of atherosclerotic artery disease, the leading cause of mortality worldwide. Virtue SAB exceeded the published tissue concentrations of leading limus drug-eluting stents and demonstrated positive three-year clinical data in coronary ISR in the SABRE study, a multicenter, prospective, independent core laboratory–adjudicated pilot clinical study of 50 patients conducted in Europe. Virtue SAB has been granted Breakthrough Device Designation by the FDA for the treatment of coronary in-stent restenosis, coronary small vessel disease, and below-the-knee peripheral artery disease, in each case, within specified parameters. The Virtue Trial evaluating Virtue SAB for the treatment of coronary in-stent restenosis is currently enrolling patients.

CAUTION: Investigational devices. Limited by United States law to investigational use.

For further information about Orchestra BioMed, please visit www.orchestrabiomed.com, and follow us on LinkedIn.

Forward-Looking Statements

Certain statements included in this press release that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements relating to the enrollment, timing, implementation, results and design of the Company’s ongoing pivotal trials, the timing of the presentation of clinical data, the timing of regulatory submissions, realizing the clinical and commercial value of AVIM Therapy and Virtue SAB, the potential safety and efficacy of the Company’s product candidates, the size of the potential markets for the Company’s product candidates, the ability of the Company’s partnerships to accelerate clinical development and the Company’s projected cash runway. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of the Company’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as and must not be relied on as a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and may differ from assumptions. Many actual events and circumstances are beyond the control of the Company. These forward-looking statements are subject to a number of risks and uncertainties, including changes in domestic and foreign business, market, financial, political, and legal conditions; risks related to regulatory approval of the Company’s commercial product candidates and ongoing regulation of the Company’s product candidates, if approved; the timing of, and the Company’s ability to achieve expected regulatory and business milestones; the impact of competitive products and product candidates; and the risk factors discussed under the heading “Item 1A. Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, which was filed with the SEC on March 12, 2026. The Company operates in a very competitive and rapidly changing environment. New risks emerge from time to time. Given these risks and uncertainties, the Company cautions against placing undue reliance on these forward-looking statements, which only speak as of the date of this press release. The Company does not plan and undertakes no obligation to update any of the forward-looking statements made herein, except as required by law.

Investor Contact:
Silas Newcomb
Orchestra BioMed
snewcomb@orchestrabiomed.com

Media Contact:
Nina Premutico
Orchestra BioMed
npremutico@orchestrabiomed.com

ORCHESTRA BIOMED HOLDINGS, INC.
Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
(Unaudited)
       
  September 30,    December 31, 
  2026   2025
ASSETS          
CURRENT ASSETS:          
Cash and cash equivalents $ 27,761     $ 34,690  
Marketable securities   74,146       71,822  
Accounts receivable, net   56       95  
Inventory   221       310  
Prepaid expenses and other current assets   987       994  
Total current assets   103,171       107,911  
Property and equipment, net   2,284       1,715  
Right-of-use assets   1,001       1,496  
Strategic investments   —       2,495  
Deposits and other assets   1,280       1,240  
TOTAL ASSETS $ 107,736     $ 114,857  
           
LIABILITIES, SERIES A PREFERRED STOCK AND STOCKHOLDERS’ EQUITY          
CURRENT LIABILITIES:          
Accounts payable $ 5,030     $ 6,095  
Accrued expenses and other liabilities   8,367       9,890  
Operating lease liability, current portion   831       751  
Total current liabilities   14,228       16,736  
Royalty purchase agreement   36,795       16,482  
Note payable   21,152       —  
Loan payable   14,462       14,268  
Derivative liability   1,593       2,749  
Operating lease liability, less current portion   304       936  
Other long-term liabilities   456       308  
TOTAL LIABILITIES   88,990       51,479  
           
Series A Preferred Stock, $0.0001 par value per share; 200,000 issued and outstanding at September 30, 2026 and December 31, 2025; aggregate liquidation preference of $20,000   10,964       9,808  
           
STOCKHOLDERS’ EQUITY          
Preferred stock, $0.0001 par value, 10,000,000 shares authorized   —       —  
Common stock, $0.0001 par value per share; 340,000,000 shares authorized; 61,453,041 and 57,032,963 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively.   6       6  
Additional paid-in capital   433,704       416,083  
Accumulated other comprehensive (loss) income   (153 )     60  
Accumulated deficit   (425,775 )     (362,579 )
TOTAL STOCKHOLDERS’ EQUITY   7,782       53,570  
TOTAL LIABILITIES, SERIES A PREFERRED STOCK AND STOCKHOLDERS’ EQUITY $ 107,736     $ 114,857  

ORCHESTRA BIOMED HOLDINGS, INC.
Condensed Consolidated Statements of Operations and Comprehensive Loss
(in thousands, except share and per share data)
(Unaudited)
   
  Three Months Ended September 30, 
  2026   2025
Revenue:          
Partnership revenue $ —     $ 721  
Product revenue   91       140  
Total revenue   91       861  
Expenses:          
Cost of product revenues   28       49  
Research and development   17,734       14,027  
Selling, general and administrative   5,625       7,098  
Total expenses   23,387       21,174  
Loss from operations   (23,296 )     (20,313 )
Other income (expense):          
Interest expense, net   (2,463 )     (515 )
Change in the fair value of derivative liability   867       —  
Gain on sale of strategic investments   6,142       —  
Total other income (expense)   4,546       (515 )
Net loss   (18,750 )     (20,828 )
Adjustment to carrying value of Series A Preferred Stock   (867 )     —  
Net loss attributable to common stockholders $ (19,617 )   $ (20,828 )
           
Net loss attributable to common stockholders per share          
Basic and diluted $ (0.30 )   $ (0.40 )
Weighted-average shares used in computing net loss attributable to common stockholders per share, basic and diluted   64,620,127       52,186,503  
Comprehensive loss          
Net loss $ (18,750 )   $ (20,828 )
Unrealized (loss) gain on marketable securities   (72 )     29  
Comprehensive loss $ (18,822 )   $ (20,799 )

RALEIGH, N.C., Nov. 10, 2026 (GLOBE NEWSWIRE) — Lumexa Imaging (Nasdaq: LMRI), one of the nation’s largest providers of outpatient imaging services, today reported results for the third quarter ended September 30, 2026.

“In Q3, we advanced our business in several meaningful ways while executing against our strategy. Advanced modalities reached a record high as a percent of our volumes, and our newer de novo cohorts continue to ramp on plan. We are actively opening three new de novo centers and are on pace to achieve our goal for 8–10 new center openings this year,” said Caitlin Zulla, Chief Executive Officer of Lumexa Imaging. “These achievements mark progress toward our long-term growth plans, and that progress is translating into strong, durable cash generation. We enter the fourth quarter confident in our ability to deliver for patients, partners, and shareholders.”

“We are leading a transformation in healthcare – delivering high-quality imaging in more convenient settings, more quickly and at meaningfully lower cost through our wholly owned centers and alongside health system partners, improving clinical and financial outcomes.”

Third Quarter 2026 Highlights

All comparisons are to the quarter ended September 30, 2025, unless otherwise noted

  • Revenue growth of 5.0% consolidated and 7.7% system-wide; consolidated revenues of $272.0 million as compared to $258.9 million
  • Advanced outpatient volume growth of 7.9% consolidated and 8.1% system-wide
  • Same-center advanced outpatient volume growth of 6.6% consolidated and 6.8% system-wide
  • Advanced procedure mix of 31.8% consolidated and 38.2% system-wide, up 127 and 145 basis points, respectively
  • Net income of $7.2 million as compared to net loss of $3.5 million
  • Adjusted EBITDA of $62.6 million as compared to $59.1 million; and a 23.0% Adjusted EBITDA margin as compared to 22.8%
  • GAAP EPS of $0.07 per share and Adjusted EPS of $0.26 per share

2026 Full Year Outlook:

Lumexa Imaging provided an update on its guidance for the full year ended December 31, 2026.

  • Reiterating full-year 2026 consolidated revenue guidance of $1.045 billion to $1.097 billion.
  • Narrowing its full-year 2026 Adjusted EBITDA guidance range to $236 million to $240 million, from its prior range of $235 million to $241 million. The midpoint of $238 million is unchanged. This includes approximately $7 million of public company costs that were not incurred in 2025. (At the midpoint of guidance, the addition of these costs lowers Adjusted EBITDA growth for 2026 versus 2025 from 7% to 4%)
  • Raising guidance for Adjusted EPS to $0.86 to $0.90 from $0.71 to $0.77 per share, driven by lower assumed effective tax rate.

Lumexa Imaging Earnings Conference Call and Webcast
Lumexa Imaging will host a conference call to discuss its third quarter 2026 results on November 10, 2026 at 5:00 p.m. ET. The call can be accessed via live audio webcast online at ir.lumexaimaging.com. A replay of the webcast will be available at the same link shortly after the completion of the call and will remain available for approximately one year.

Statement Regarding Use of Non-GAAP Financial Measures
This press release uses Adjusted EBITDA and Adjusted EPS, financial measures that are not calculated in accordance with GAAP. We use  Adjusted EBITDA and Adjusted EPS, in conjunction with GAAP financial measures, as an integral part of managing our business and to, among other things: (i) monitor and evaluate the performance of our business operations and financial performance; (ii) facilitate internal comparisons of the historical operating performance of our business operations; (iii) review and assess the operating performance of our management team; and (iv) analyze and evaluate financial and strategic planning decisions regarding future operations and annual operating budgets. For a reconciliation of Adjusted EBITDA and Adjusted EPS to the most directly comparable measure calculated in accordance with GAAP, please see below.

We have not reconciled our Adjusted EBITDA or Adjusted EPS guidance to their most directly comparable GAAP measures because we do not and are not able to provide guidance for those GAAP measures due to the uncertainty and potential variability of certain reconciling items, including transaction costs, severance and executive recruiting. Because such items cannot be provided without unreasonable efforts, we are unable to provide the corresponding reconciliations. However, such reconciling items could have a significant impact on our future results.

About Lumexa Imaging

Lumexa Imaging is a nationwide provider of outpatient medical imaging. With over 5,000 team members and approximately 190 outpatient imaging centers, our team conducted approximately 4 million outpatient procedures system-wide in 2025. We are a partner of choice for health systems and radiologists, delivering best-in-class clinical excellence, operations, and state-of-the-art technology across our platform.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts contained in this press release may be forward-looking statements. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” or “will,” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. Forward-looking statements in this release include, but are not limited to, statements regarding our expectations regarding our financial position and operating performance, including our guidance for full year 2026 and our assumptions underlying such guidance; and our ability to drive future growth and execute on our goals and strategies. Our expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected, including but not limited to those risk factors identified in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of our Annual Report on Form 10-K for the year ended December 31, 2025 and our later dated Quarterly Reports on Form 10-Q, each as filed with the Securities and Exchange Commission. The forward-looking statements in this press release are based on information available to us as of the date hereof, and we disclaim any obligations to update any forward-looking statements, except as required by law.

Investor Contact
Sue Dooley
Lumexa Imaging
Sue.Dooley@LumexaImaging.com

Media Contact
Melissa Weston
Lumexa Imaging
Melissa.Weston@LumexaImaging.com


Lumexa Imaging Q3 2026 Outpatient Volumes Highlights:

Consolidated 3Q26   3Q25    Increase YoY
  Consolidated total procedures 631,131   609,352   3.6%
  Consolidated advanced procedures 200,600   185,913   7.9%
  % advanced procedures 31.8%   30.5%   127bps
  Consolidated same-center advanced volume growth ——   ——   6.6%
System-wide          
  System-wide total procedures 1,049,491   1,009,029   4.0%
  System-wide advanced procedures 400,581   370,501   8.1%
  % advanced procedures 38.2%   36.7%   145bps
  System-wide same-center advanced volume growth ——   ——   6.8%
Note: Advanced Procedures includes MRI and CT modalities. As of September 30, 2026 Center count was 190 total, 87 JV and 103 consolidated.
             

LUMEXA IMAGING HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT FOR COMMON SHARES)
(Unaudited)
    September 30, 2026   December 31, 2025
         
ASSETS        
Cash and cash equivalents   $ 90,011     $ 58,828  
Accounts receivable     117,769       112,942  
Accounts receivable, related party     22,570       18,893  
Other receivables     33,174       19,015  
Prepaid expenses     14,789       17,582  
Total current assets     278,313       227,260  
Property and equipment, net of accumulated depreciation     158,847       144,709  
Operating lease right-of-use assets     74,833       76,555  
Investments in unconsolidated affiliates     428,019       423,191  
Intangible assets, net of accumulated amortization     38,582       41,335  
Goodwill     807,554       807,554  
Other assets     46,988       43,953  
TOTAL ASSETS   $ 1,833,136     $ 1,764,557  
LIABILITIES AND EQUITY        
Accounts payable   $ 20,382     $ 44,857  
Accrued expenses and other current liabilities     117,920       95,561  
Accounts receivable pledging arrangement     2,322       1,599  
Current portion of long-term debt     15,548       13,112  
Current portion of finance lease liabilities     15,007       11,552  
Current portion of operating lease liabilities     12,277       12,513  
Total current liabilities     183,456       179,194  
Long-term debt, less current maturities     821,524       819,029  
Long-term finance lease liabilities, less current maturities     39,782       33,262  
Long-term operating lease liabilities, less current maturities     70,377       71,437  
Deferred income taxes     47,044       40,772  
Other liabilities     36,870       34,740  
Total liabilities     1,199,053       1,178,434  
COMMITMENTS AND CONTINGENCIES        
EQUITY:        
Common stock, $0.001 par value, 1,000,000,000 shares
authorized, 96,062,177 shares issued and outstanding at
September 30, 2026 and 96,109,927 shares issued and
outstanding at December 31, 2025
    96       96  
Additional paid-in-capital     1,253,407       1,217,087  
Accumulated deficit     (619,420 )     (631,060 )
Total equity     634,083       586,123  
TOTAL LIABILITIES AND EQUITY   $ 1,833,136     $ 1,764,557  

 
LUMEXA IMAGING HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(IN THOUSANDS, EXCEPT FOR SHARE AND PER SHARE DATA)
(Unaudited)
         
    Three Months Ended September 30,
      2026     2025  
REVENUES:        
Net patient service revenue   $ 211,115   $ 201,695  
Management fee and other revenue     60,858     57,249  
Total revenues     271,973     258,944  
OPERATING EXPENSES:        
Cost of operations, excluding depreciation and amortization     225,571     219,236  
General and administrative expenses     30,025     17,081  
Depreciation and amortization     10,331     9,654  
Loss on disposal of property and equipment     779     623  
Total operating expenses     266,706     246,594  
Equity in earnings of unconsolidated affiliates     22,846     17,990  
INCOME FROM OPERATIONS     28,113     30,340  
OTHER EXPENSES:        
Interest expense     15,674     30,577  
Fair market value adjustment on debt     654     –  
Total other expenses     16,328     30,577  
INCOME (LOSS) BEFORE INCOME TAXES     11,785     (237 )
Income tax provision     4,607     3,264  
NET INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS)   $ 7,178   $ (3,501 )
         
Weighted average shares outstanding:        
Basic     95,983,246     69,531,530  
Diluted     96,256,077     69,531,530  
Net income (loss) per common share        
Basic   $ 0.07   $ (0.05 )
Diluted   $ 0.07   $ (0.05 )

LUMEXA IMAGING HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(IN THOUSANDS, EXCEPT FOR SHARE AND PER SHARE DATA)
(Unaudited)
         
    Nine Months Ended September 30,
      2026     2025  
REVENUES:        
Net patient service revenue   $ 612,168   $ 592,178  
Management fee and other revenue     176,504     163,169  
Total revenues     788,672     755,347  
OPERATING EXPENSES:        
Cost of operations, excluding depreciation and amortization     668,611     639,898  
General and administrative expenses     74,757     53,262  
Depreciation and amortization     30,336     27,984  
Loss on disposal of property and equipment     892     477  
Total operating expenses     774,596     721,621  
Equity in earnings of unconsolidated affiliates     56,489     49,835  
INCOME FROM OPERATIONS     70,565     83,561  
OTHER EXPENSES:        
Interest expense     48,227     90,523  
Loss on extinguishment and modification of debt     1,053     –  
Fair market value adjustment on debt     654     –  
Total other expenses     49,934     90,523  
INCOME (LOSS) BEFORE INCOME TAXES     20,631     (6,962 )
Income tax provision     8,991     11,452  
NET INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS)   $ 11,640   $ (18,414 )
         
Weighted average shares outstanding:        
Basic     95,983,242     69,527,181  
Diluted     96,092,916     69,527,181  
Net income (loss) per common share        
Basic   $ 0.12   $ (0.26 )
Diluted   $ 0.12   $ (0.26 )

 
LUMEXA IMAGING HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(Unaudited)
         
    Nine Months Ended September 30,
      2026       2025  
CASH FLOWS FROM OPERATING ACTIVITIES:        
Net income (loss)   $ 11,640     $ (18,414 )
Adjustments to reconcile net income (loss) to net cash provided by operating activities        
Depreciation and amortization     30,336       27,984  
Amortization of operating lease right-of-use assets     11,879       11,162  
Amortization of debt issuance costs     2,161       4,337  
Amortization of cloud computing implementation costs     1,332       271  
Unrealized fair market value adjustment on debt     263       –  
Write-off of debt issuance costs related to extinguishment of debt     46       –  
Equity in earnings of unconsolidated affiliates     (56,489 )     (49,835 )
Distributions from investments in unconsolidated affiliates     55,028       41,223  
Loss on disposal of property and equipment     892       477  
Deferred income taxes     6,272       3,502  
Stock-based compensation     37,350       23,032  
Other     (1,030 )     –  
Changes in operating assets and liabilities:        
Accounts receivable     (4,827 )     (7,206 )
Accounts receivable, related party     (3,677 )     2,189  
Capitalized cloud computing implementation costs     (2,773 )     (1,686 )
Other receivables     (14,159 )     (7,494 )
Prepaid expenses     2,094       (6,369 )
Other assets     (2,196 )     (15,418 )
Accounts payable     (24,475 )     5,007  
Accrued expenses and other current liabilities     29,725       (10,889 )
Other liabilities     2,605       7,700  
Operating lease liabilities     (11,453 )     (9,602 )
Net cash provided by (used in) operating activities     70,544       (29 )
CASH FLOWS FROM INVESTING ACTIVITIES:        
Proceeds from sale or disposal of property and equipment     196       794  
Acquisition of intangible asset     (600 )     –  
Purchases of property and equipment     (29,192 )     (19,228 )
Contributions to investments in unconsolidated affiliates     (3,366 )     (123 )
Net cash used in investing activities     (32,962 )     (18,557 )
CASH FLOWS FROM FINANCING ACTIVITIES:        
Payment of third-party debt issuance costs     (154 )     –  
Proceeds from long-term debt     15,675       2,818  
Payments of long-term debt     (11,925 )     (11,807 )
Proceeds from revolving line of credit     –       5,000  
Payments of finance lease liabilities     (10,455 )     (4,926 )
Capital contributions     –       835  
Proceeds from accounts receivable pledging arrangement     1,080       726  
Repayments on accounts receivable pledging arrangement     (620 )     –  
Net cash used in financing activities     (6,399 )     (7,354 )
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS     31,183       (25,940 )
CASH AND CASH EQUIVALENTS, beginning of period     58,828       26,131  
CASH AND CASH EQUIVALENTS, end of period   $ 90,011     $ 191  

 
LUMEXA IMAGING HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP NET INCOME (LOSS) TO ADJUSTED EBITDA
(IN THOUSANDS)
(Unaudited)
         
    Three Months Ended September 30,
      2026       2025  
         
Net income (loss)   $ 7,178     $ (3,501 )
Depreciation and amortization     10,331       9,654  
Income tax provision     4,607       3,264  
Amortization of basis difference     573       500  
Interest expense     15,674       30,577  
Stock-based compensation     12,339       8,312  
Loss on disposal of property and equipment     779       623  
Fair market value adjustment on debt     654       –  
Severance and executive recruiting(1)     622       365  
Strategic initiatives and implementation(2)     2,365       1,198  
Transaction costs(3)     (661 )     2,899  
Litigation and settlements(4)     3,578       (14 )
Other(5)     362       728  
Adjustments for equity in earnings        
of unconsolidated affiliates(6)     4,194       4,525  
Adjusted EBITDA   $ 62,595     $ 59,130  
         
         
(1)Includes severance and recruiting expenses for executive leadership departures as part of strategic organizational changes.
(2)Includes third-party consulting, implementation, and integration expenses incurred as part of our strategic transformation and optimization initiatives related to the deployment of a new technology system, the development, customization, and integration of a new enterprise resource planning system, and related transformation of our finance organization, including enhancements to our accounting capabilities and internal control processes.                    
(3)Includes costs for third party non-recurring IPO costs, buy-side and sell-side due diligence activities to evaluate and execute potential mergers and acquisitions, integrate acquired businesses and one-time employee retention bonuses related to potential mergers and acquisitions.
(4)Consists of litigation and settlement costs for matters not related to core operations.
(5)Consists of other costs related to debt financing, certain de novo start-up costs related to outpatient imaging centers and certain exit costs related to closed outpatient imaging centers.    
(6)To adjust for Lumexa Imaging’s proportional share of depreciation and amortization, interest expense and losses/gains on asset disposals, which are included in equity in earnings from unconsolidated affiliates.

 
LUMEXA IMAGING HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP NET INCOME (LOSS) TO ADJUSTED EBITDA
(IN THOUSANDS)
(Unaudited)
         
    Nine Months Ended September 30,
      2026     2025  
         
Net income (loss)   $ 11,640   $ (18,414 )
Depreciation and amortization     30,336     27,984  
Income tax provision     8,991     11,452  
Amortization of basis difference     1,678     1,500  
Interest expense     48,227     90,523  
Stock-based compensation     37,350     23,032  
Loss on extinguishment and modification of debt     1,053     –  
Loss on disposal of property and equipment     892     477  
Fair market value adjustment on debt     654     –  
Severance and executive recruiting(1)     2,253     2,538  
Strategic initiatives and implementation(2)     5,849     3,084  
Transaction costs(3)     2,628     10,363  
Litigation and settlements(4)     4,780     (142 )
Other(5)     444     886  
Adjustments for equity in earnings        
of unconsolidated affiliates(6)     13,464     13,121  
Adjusted EBITDA   $ 170,239   $ 166,404  
         
         
(1)Includes severance and recruiting expenses for executive leadership departures as part of strategic organizational changes.
(2)Includes third-party consulting, implementation, and integration expenses incurred as part of our strategic transformation and optimization initiatives related to the deployment of a new technology system, the development, customization, and integration of a new enterprise resource planning system, and related transformation of our finance organization, including enhancements to our accounting capabilities and internal control processes.
(3)Includes costs for third party non-recurring IPO costs, buy-side and sell-side due diligence activities to evaluate and execute potential mergers and acquisitions, integrate acquired businesses and one-time employee retention bonuses related to potential mergers and acquisitions.
(4)Consists of litigation and settlement costs for matters not related to core operations.
(5)Consists of other costs related to debt financing, certain de novo start-up costs related to outpatient imaging centers and certain exit costs related to closed outpatient imaging centers.
(6)To adjust for Lumexa Imaging’s proportional share of depreciation and amortization, interest expense and losses/gains on asset disposals, which are included in equity in earnings from unconsolidated affiliates.

LUMEXA IMAGING HOLDINGS, INC. AND SUBSIDIARIES
SCHEDULE OF ADJUSTED EARNINGS AND EARNINGS PER SHARE
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(Unaudited)
         
    Three Months Ended September 30,
      2026       2025  
         
Net income (loss)   $ 7,178     $ (3,501 )
         
Stock-based compensation     12,339       8,312  
Loss on disposal of property and equipment     779       623  
Fair market value adjustment on debt     654       –  
Severance and executive recruiting(1)     622       365  
Strategic initiatives and implementation(2)     2,365       1,198  
Transaction costs(3)     (661 )     2,899  
Litigation and settlements(4)     3,578       (14 )
Other(5)     362       728  
Adjustments for equity in earnings        
of unconsolidated affiliates(6)     160       255  
Total adjustments     20,198       14,366  
Tax impact of adjustments(7)     (2,722 )     (1,515 )
Adjusted net income   $ 24,654     $ 9,350  
         
Weighted average shares outstanding        
Basic     95,983,246       69,531,530  
Diluted     96,256,077       69,531,530  
         
Adjusted basic net income per share   $ 0.26     $ 0.13  
Adjusted diluted net income per share   $ 0.26     $ 0.13  
         
         
(1)Includes severance and recruiting expenses for executive leadership departures as part of strategic organizational changes.
(2)Includes third-party consulting, implementation, and integration expenses incurred as part of our strategic transformation and optimization initiatives related to the deployment of a new technology system, the development, customization, and integration of a new enterprise resource planning system, and related transformation of our finance organization, including enhancements to our accounting capabilities and internal control processes.
(3)Includes costs for third party non-recurring IPO costs, buy-side and sell-side due diligence activities to evaluate and execute potential mergers and acquisitions, integrate acquired businesses and one-time employee retention bonuses related to potential mergers and acquisitions.
(4)Consists of litigation and settlement costs for matters not related to core operations.
(5)Consists of other costs related to debt financing, certain de novo start-up costs related to outpatient imaging centers and certain exit costs related to closed outpatient imaging centers.
(6)To adjust for Lumexa Imaging’s proportional share of losses/gains on asset disposals, which are included in equity in earnings from unconsolidated affiliates.
(7)Tax effected adjustments using blended federal and state effective income tax rate.

 
LUMEXA IMAGING HOLDINGS, INC. AND SUBSIDIARIES
SCHEDULE OF ADJUSTED EARNINGS AND EARNINGS PER SHARE
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(Unaudited)
         
    Nine Months Ended September 30,
      2026       2025  
         
Net income (loss)   $ 11,640     $ (18,414 )
         
Stock-based compensation     37,350       23,032  
Loss on disposal of property and equipment     892       477  
Loss on extinguishment and modification of debt     1,053       –  
Fair market value adjustment on debt     654       –  
Severance and executive recruiting(1)     2,253       2,538  
Strategic initiatives and implementation(2)     5,849       3,084  
Transaction costs(3)     2,628       10,363  
Litigation and settlements(4)     4,780       (142 )
Other(5)     444       886  
Adjustments for equity in earnings        
of unconsolidated affiliates(6)     755       309  
Total adjustments     56,658       40,547  
Tax impact of adjustments(7)     (7,183 )     (4,381 )
Adjusted net income   $ 61,115     $ 17,752  
         
Weighted average shares outstanding        
Basic     95,983,242       69,527,181  
Diluted     96,092,916       69,527,181  
         
Adjusted basic net income per share   $ 0.64     $ 0.26  
Adjusted diluted net income per share   $ 0.64     $ 0.26  
         
         
(1)Includes severance and recruiting expenses for executive leadership departures as part of strategic organizational changes.
(2)Includes third-party consulting, implementation, and integration expenses incurred as part of our strategic transformation and optimization initiatives related to the deployment of a new technology system, the development, customization, and integration of a new enterprise resource planning system, and related transformation of our finance organization, including enhancements to our accounting capabilities and internal control processes.                    
(3)Includes costs for third party non-recurring IPO costs, buy-side and sell-side due diligence activities to evaluate and execute potential mergers and acquisitions, integrate acquired businesses and one-time employee retention bonuses related to potential mergers and acquisitions.
(4)Consists of litigation and settlement costs for matters not related to core operations.  
(5)Consists of other costs related to debt financing, certain de novo start-up costs related to outpatient imaging centers and certain exit costs related to closed outpatient imaging centers.
(6)To adjust for Lumexa Imaging’s proportional share of losses/gains on asset disposals, which are included in equity in earnings from unconsolidated affiliates.
(7)Tax effected adjustments using blended federal and state effective income tax rate.

 
LUMEXA IMAGING HOLDINGS, INC. AND SUBSIDIARIES
DETAILS OF MANAGEMENT FEE AND OTHER REVENUES
(IN THOUSANDS)
(Unaudited)
    Three Months Ended September 30,
      2026     2025
Components of “management fee and other revenues:”        
Fees for managing joint ventured outpatient sites and other third party services   $ 25,889   $ 23,843
Zero margin pass-throughs of employee, IT and other site level costs paid by Lumexa     34,969     33,406
Total revenues   $ 60,858   $ 57,249
         
         
         
    Nine Months Ended September 30,
      2026     2025
Components of “management fee and other revenues:”        
Fees for managing joint ventured outpatient sites and other third party services   $ 73,490   $ 64,497
Zero margin pass-throughs of employee, IT and other site level costs paid by Lumexa     103,014     98,672
Total revenues   $ 176,504   $ 163,169

 
LUMEXA IMAGING HOLDINGS, INC. AND SUBSIDIARIES
SEGMENT REVENUES
(IN THOUSANDS)
(Unaudited)
                 
                 
    THREE MONTHS ENDED SEPTEMBER 30, 2026
    OUTPATIENT   PROFESSIONAL   INTERSEGMENT
ELIMINATIONS
  TOTAL OF
REPORTABLE
SEGMENTS
Revenue                
Net patient service revenue   $ 148,975   $ 66,342   $ (4,202 )   $ 211,115
Management fee and other revenue     52,974     7,884     –       60,858
Total revenues   $ 201,949   $ 74,226   $ (4,202 )   $ 271,973

The recognition reflects feedback from 200 Tyson team members across key operational areas

Saia Named Tyson’s LTL Carrier of the Year

Saia representatives accept Tyson’s LTL Carrier of the Year award, recognizing the carrier's commitment to consistent service, strong customer support and partnership. The award reflects feedback from approximately 200 Tyson team members across operational service, invoicing, claims and customer service.
Saia representatives accept Tyson’s LTL Carrier of the Year award, recognizing the carrier’s commitment to consistent service, strong customer support and partnership. The award reflects feedback from approximately 200 Tyson team members across operational service, invoicing, claims and customer service.

JOHNS CREEK, Ga., Nov. 10, 2026 (GLOBE NEWSWIRE) — Saia Inc. (NASDAQ: SAIA) announced today that it has been named Tyson’s LTL Carrier of the Year for the company’s fiscal year ending September 2026.

The annual award recognizes one carrier in the less-than-truckload (LTL) category and is based on feedback from approximately 200 Tyson team members representing functions across the organization, including operational service, invoicing, claims, and customer service.

“We’re honored to be recognized by Tyson as its ‘LTL Carrier of the Year,’” said Executive Vice President and Chief Customer Officer Ray Ramu. “What makes this recognition especially meaningful is that it reflects feedback from people across many different areas of Tyson’s business. It speaks to the commitment of our employees who work every day to provide reliable service and a positive experience for our customers.”

Saia’s recognition underscores the company’s continued focus on delivering consistent service and supporting customers throughout every stage of the shipping experience.

“Strong carrier partnerships are important to our business, and Saia has consistently shown its commitment to supporting our teams,” said Tyson Director of Transportation Todd Skidmore. “We’re proud to recognize Saia as our ‘LTL Carrier of the Year’ and appreciate the service and partnership they provide.”

“We value our relationship with Tyson and appreciate the confidence they place in Saia,” added Ramu. “This award belongs to our employees across the network whose dedication makes that trust possible.”

For more information about Saia and its freight and logistics capabilities, visit Saia.com.

About Saia, Inc.

Saia, Inc. (NASDAQ: SAIA) is a full-service freight and logistics provider with a national footprint built to deliver reliable, flexible shipping solutions. With industry-leading operations and a strong emphasis on the customer experience, the company helps keep freight – and businesses – moving. Saia offers customers a wide range of less-than-truckload, brokered truckload, expedited transportation, and other logistics services. Headquartered in Johns Creek, Georgia, the company operates 219 terminals providing national service. Saia has repeatedly been recognized for its people-centric, safety-driven, and sustainability-minded focus. For more information on Saia, Inc., visit Saia.com. For more information, contact:

Jeannie S. Jump
Saia Corporate Communications
Phone: 770-232-4069 · E-mail jjump@saia.com

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/d2f45098-e8ea-47b7-b9c3-a811aabf01c2

DELRAY BEACH, Fla., Nov. 10, 2026 (GLOBE NEWSWIRE) — PetMed Express, Inc. dba PetMeds and parent company of PetCareRx (NASDAQ: PETS) today announced its financial results for its second quarter ended September 30, 2026. 

Quarterly Highlights

  • For the second quarter ended September 30, 2026, net sales were $35.8 million compared to $44.4 million for the prior year period, a decrease of 19.4%, primarily driven by a decline in prescription medication sales and higher consumer promotional usage.
  • Net loss for the quarter ended September 30, 2026, was $6.4 million, or $(0.31) per diluted share, compared to a net loss of $8.5 million, or $(0.41) per diluted share, for the prior year period. The decrease in net loss was primarily driven by lower general and administrative expenses and advertising expenses. These favorable factors were partially offset by lower gross profit primarily driven by unfavorable product mix shift and lower manufacturer rebates as a percentage of sales, partially offset by lower net freight costs per order.
  • Adjusted EBITDA1 was $(3.6) million compared to $(2.3) million in the prior year period.

“We have stabilized the operations of the business and our focus now is on transforming our core direct-to-consumer pharmacy business and making PetMeds a leaner, more profitable company at the size we are today,” said Jeff Willard, Chief Executive Officer and President of PetMeds. “We are already making progress: this quarter we cut our cost to acquire a new customer by 32% from a year ago. Next, we are repositioning the brand so pet parents know exactly why to choose PetMeds, making our marketing work harder, making our website easier to buy from, and keeping more of the customers we win. Every one of these steps is built to create a profitable PetMeds that can grow again.”

Earnings Webcast
PetMeds will host a webcast reviewing financial results for the second quarter ended September 30, 2026 at 4:30pm Eastern Time today. The webcast can be accessed at the “News & Events” section of the Company’s investor relations website at https://investors.petmeds.com/News–Events/events-and-presentations/default.aspx or directly here.

About PetMed Express, Inc.

Founded in 1996, PetMeds is a pioneer in the direct-to-consumer pet healthcare sector. As a trusted national online pharmacy, PetMeds is licensed across all 50 states and staffed with expert pharmacists dedicated to supporting pet wellness, pets and pet parents, and the veterinarians who serve them. Through its PetMeds family of brands and through its PetCareRx subsidiary, the Company offers a comprehensive range of pet health solutions – including top-brand and generic pharmaceuticals, compounded medications, and better-for-your-pet OTC supplements and nutrition. Focused on value, convenience, and care, PetMeds and PetCareRx empower pet parents to help their dogs, cats, and horses live longer, healthier lives. To learn more, visit www.PetMeds.com and www.PetCareRx.com

Forward Looking Statement

This press release may contain “forward-looking statements”, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that involve a number of risks and uncertainties, including the Company’s ability to meet the objectives included in its business plan. Important factors that could cause results to differ materially from those indicated by such forward-looking statements are set forth in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections in the Company’s Annual Report on Form 10-K for the year ended March 31, 2026, filed on June 2, 2026. The Company’s future results may also be impacted by other risk factors listed from time to time in the Company’s filings with the Securities and Exchange Commission, including, but not limited to, the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and periodic filings on Form 8-K. You should not place undue reliance on these forward-looking statements, which apply only as of the date of this press release and should not be relied upon as representing the Company’s views as of any subsequent date. The Company explicitly disclaims any obligation to update any forward-looking statements, other than as may be required by law. If the Company does update one or more forward-looking statements, no inference should be made that the Company will make additional updates with respect to those or other forward-looking statements.

Investor Contact:
ICR, LLC
Reed Anderson
(646) 277-1260
investor@petmeds.com

       
PETMED EXPRESS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except for share and per share amounts)
       
  September 30,
2026
  March 31,
2026
  (Unaudited)    
ASSETS      
       
Current assets:      
Cash and cash equivalents $ 11,418     $ 21,412
Accounts receivable, less allowance for credit losses of $0 and $25, respectively   1,373       1,908
Inventories   6,303       13,608
Prepaid expenses and other current assets   6,187       6,378
Prepaid income taxes   62       258
Total current assets   25,343       43,564
       
Noncurrent assets:      
Property and equipment, net   23,472       26,326
Intangible and other assets, net   10,310       10,789
Operating lease right-of-use assets   278       512
Total noncurrent assets   34,060       37,627
Total assets $ 59,403     $ 81,191
       
LIABILITIES AND SHAREHOLDERS’ EQUITY      
Current liabilities:      
Accounts payable $ 15,258     $ 20,906
Sales tax payable   18,927       22,261
Accrued expenses and other current liabilities   7,302       7,665
Current operating lease liabilities   291       493
Deferred revenue   588       689
Income taxes payable   —       20
Total current liabilities   42,366       52,034
Deferred tax liabilities, net   175       175
Operating lease liabilities, net of current lease liabilities   —       42
Total liabilities   42,541       52,251
       
Shareholders’ equity:      
Preferred stock, $0.001 par value, 5,000,000 shares authorized:      
Convertible preferred stock, $0.001 par value, with a liquidation preference of $4 per share, 250,000 shares authorized; 2,500 and 2,500 convertible shares issued and outstanding, respectively   9       9
Series A Junior Participating Preferred Stock, $0.001 par value, 100,000 shares authorized; no shares issued or outstanding   —       —
Common stock, $.001 par value, 40,000,000 shares authorized; 22,131,508 and 21,385,638 shares issued and outstanding, respectively   22       21
Additional paid-in capital   20,147       19,647
Retained earnings   (3,316 )     9,263
Total shareholders’ equity   16,862       28,940
Total liabilities and shareholders’ equity $ 59,403     $ 81,191

       
PETMED EXPRESS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except for share and per share amounts) (Unaudited)
       
  Three Months Ended
September 30,
  Six Months Ended
September 30,
    2026       2025       2026       2025  
               
Net sales $ 35,770     $ 44,364     $ 76,785     $ 95,544  
Cost of sales   25,967       31,949       55,649       68,726  
               
Gross profit   9,803       12,415       21,136       26,818  
               
Operating expenses:              
General and administrative   11,968       14,176       23,165       27,124  
Advertising   2,072       4,341       6,292       10,387  
Depreciation and amortization   2,182       2,278       4,330       4,561  
Impairment of goodwill and intangible assets   —       —       —       27,258  
Total operating expenses   16,222       20,795       33,787       69,330  
               
Loss from operations   (6,419 )     (8,380 )     (12,651 )     (42,512 )
               
Other income:              
Interest (expense) income, net   (195 )     (326 )     (533 )     (524 )
Other, net   194       195       632       382  
Total other (expense) income   (1 )     (131 )     99       (142 )
               
Loss before provision for income taxes   (6,420 )     (8,511 )     (12,552 )     (42,654 )
               
Provision for income taxes   14       9       27       18  
               
Net loss $ (6,434 )   $ (8,520 )   $ (12,579 )   $ (42,672 )
               
Basic and diluted net loss per share $ (0.31 )   $ (0.41 )   $ (0.60 )   $ (2.05 )
Basic and diluted weighted-average common shares outstanding   21,072,155       20,889,124       21,059,843       20,822,270  

   
PETMED EXPRESS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands) (Unaudited)
   
  Six Months Ended
September 30,
    2026       2025  
Cash flows from operating activities:      
Net loss $ (12,579 )   $ (42,672 )
Adjustments to reconcile net loss to net cash used in operating activities:      
Depreciation and amortization   4,330       4,561  
Impairment of goodwill and intangible assets   —       27,258  
Share-based compensation   524       839  
Bad debt (recovery) expense   —       6  
(Increase) decrease in operating assets and increase (decrease) in operating liabilities:      
Accounts receivable   535       346  
Inventories   7,305       1,437  
Prepaid income taxes   196       36  
Prepaid expenses and other current assets   191       (1,031 )
Operating lease right-of-use assets   234       225  
Accounts payable   (5,648 )     (4,445 )
Sales tax payable   (3,334 )     416  
Accrued expenses and other current liabilities   (133 )     (23 )
Lease liabilities   (244 )     (228 )
Deferred revenue   (101 )     (1,090 )
Income taxes payable   (20 )     (80 )
Net cash used in operating activities   (8,744 )     (14,445 )
       
Cash flows from investing activities:      
Purchases of property and equipment   (1,227 )     (3,916 )
Net cash used in investing activities   (1,227 )     (3,916 )
       
Cash flows from financing activities:      
Dividends paid   —       (23 )
Cash paid for tax withholding on net settlement of restricted stock   (23 )     (238 )
Net cash used in financing activities   (23 )     (261 )
       
Net decrease in cash and cash equivalents   (9,994 )     (18,622 )
Cash and cash equivalents, at beginning of period   21,412       54,720  
       
Cash and cash equivalents, at end of period $ 11,418     $ 36,098  
       
Supplemental disclosure of cash flow information:      
       
Cash paid for income taxes, net of refunds $ (137 )   $ 66  
       
Dividends payable in accrued expenses and other current liabilities $ —     $ 1  
       
Non-cash investing activity for property and equipment additions $ (230 )   $ (854 )
               

Non-GAAP Financial Measures

To provide investors and the market with additional information regarding our financial results, we have disclosed (see below) adjusted EBITDA, a non-GAAP financial measure that we calculate as net income excluding share-based compensation expense (benefit), depreciation and amortization; income tax provision, interest income (expense), and certain other non-operational expenses. We have provided reconciliations below of net (loss) income to adjusted EBITDA, the most directly comparable GAAP financial measures.

We have included adjusted EBITDA, herein, because it is a key measure used by our management and Board of Directors to evaluate our operating performance, generate future operating plans, and make strategic decisions regarding the allocation of capital. In particular, the exclusion of certain expenses in calculating adjusted EBITDA facilitates operating performance comparability across reporting periods by removing the effect of non-cash expenses and other expenses. Accordingly, we believe that adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and Board of Directors.

We believe it is useful to exclude non-cash charges, such as share-based compensation expense (benefit) and depreciation and amortization from our adjusted EBITDA because the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations. We believe it is useful to exclude income tax provision and interest income (expense), as neither are components of our core business operations. We also believe that it is useful to exclude other non-operational expenses, employee severance, impairment of goodwill and intangible assets, and interest expense relating to an estimated unremitted prior sales tax accrual as these items are not indicative of our ongoing operations. Adjusted EBITDA has limitations as a financial measure, and these non-GAAP measures should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

  • Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future and adjusted EBITDA does not reflect capital expenditure requirements for such replacements or for new capital expenditures;
  • Adjusted EBITDA does not reflect net share-based compensation. Share-based compensation has been, and will continue to be for the foreseeable future, a material recurring expense in our business and an important part of our compensation strategy;
  • Adjusted EBITDA does not reflect interest income (expense), net; or changes in, or cash requirements for, our working capital;
  • Adjusted EBITDA does not reflect transaction related costs and other items which are either not representative of our underlying operations or are incremental costs that result from an actual or planned transaction and include litigation matters, integration consulting fees, internal salaries and wages (to the extent the individuals are assigned full-time to integration and transformation activities) and certain costs related to integrating and converging IT systems;
  • Adjusted EBITDA does not reflect certain non-operating expenses including the employee severance which reduces cash available to us;
  • Adjusted EBITDA does not reflect certain non-operating expenses (income) including sales tax expense (income) relating to recording a liability for sales tax we did not collect from our customers;
  • Other companies, including companies in our industry, may calculate adjusted EBITDA differently, which reduces the measures usefulness as comparative measures.

Because of these and other limitations, Adjusted EBITDA should only be considered as supplemental to, and alongside with other GAAP based financial performance measures, including various cash flow metrics, net income, net margin, and our other GAAP results.

The following table presents a reconciliation of net loss, the most directly comparable GAAP measure to Adjusted EBITDA for each of the periods indicated:

       
Reconciliation of Unaudited Non-GAAP Measures
PetMed Express, Inc.
       
  Three Months Ended   Increase (Decrease)
($ in thousands, except percentages) September 30, 2026   September 30, 2025   $   %
               
Consolidated Reconciliation of GAAP Net Loss to Adjusted EBITDA:
               
Net loss $ (6,434 )   $ (8,520 )   $ 2,086     24 %
               
Add (subtract):              
Share-based Compensation Expense   326       248       78     31 %
Income Taxes   14       9       5     56 %
Depreciation and Amortization   2,182       2,278       (96 )   (4)%
Interest Expense (Income), Net   195       326       (131 )   (40)%
Employee Severance   74       1,223       (1,149 )   (94)%
Professional Fees(1)   —       2,120       (2,120 )   (100)%
Adjusted EBITDA $ (3,643 )   $ (2,316 )   $ (1,327 )   (57)%

  Six Months Ended   Increase (Decrease)
($ in thousands, except percentages) September 30, 2026   September 30, 2025   $
Change
  %
Change
               
Consolidated Reconciliation of GAAP Net Loss to Adjusted EBITDA:
               
Net loss $ (12,579 )   $ (42,672 )   $ 30,093     71 %
               
Add (subtract):              
Share-based Compensation Expense   524       839       (315 )   (38)%
Income Taxes   27       18       9     50 %
Depreciation and Amortization   4,330       4,561       (231 )   (5)%
Interest Expense (Income), Net   533       524       9     2 %
Employee Severance   74       1,319       (1,245 )   (94)%
Professional Fees(1)   —       3,141       (3,141 )   (100)%
Impairment of goodwill and intangible assets   —       27,258       (27,258 )   (100)%
Adjusted EBITDA $ (7,091 )   $ (5,012 )   $ (2,079 )   (41)%

(1) Consists of professional fees related to the completed Audit Committee investigation as previously disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2025.

______________________
1 Adjusted EBITDA is a non-GAAP financial measure. See “Non-GAAP Financial Measures” for additional information on non-GAAP financial measures and a reconciliation to the most comparable GAAP measures.

– Managed Premiums In-Force Grows 72% from Prior-Year Quarter End to $678 million –

– Managed Premiums Written Grows 60% Year-over-Year to $204 million –

– Net Income Increases 32% Year-over-Year to $11 million –

– Completed Initial Public Offering in September 2026 –

MELBOURNE, Fla., Nov. 10, 2026 (GLOBE NEWSWIRE) — Orion180 Insurance Group Inc. (NASDAQ: OIG) (“Orion180” or the “Company”), a leading provider of flexible, customer-centric homeowners and flood insurance solutions, today announced financial results for the third quarter ended September 30, 2026.

Third Quarter 2026 Highlights

  • Managed premiums in-force was $678 million as of September 30, 2026 vs. $394 million as of September 30, 2025.
  • Managed premiums written grew 60% to $204 million during the third quarter of 2026 vs. $127 million in the prior-year period.
  • New business premiums written increased 62% to $102 million during the third quarter of 2026 vs. $63 million in the prior-year period.
  • Policy retention rate was 88% during the third quarter of 2026 vs. 90% in the prior-year period.
  • Net income grew 32% to $11 million during the third quarter of 2026 vs. $9 million in the same quarter during the prior year.
  • Consolidated adjusted EBITDA increased 65% to $25 million during the third quarter of 2026, compared to $15 million in the prior-year period.

“We delivered an excellent quarter across our key metrics, rapidly growing our managed premiums while significantly increasing our profitability on a year-over-year basis,” said Kenneth Gregg, Chief Executive Officer of Orion180. “In addition, we achieved a major milestone in our Company’s history by successfully completing our initial public offering. We believe our results reflect the strength, differentiation and scalability of the business model we have built over the past eight years.”

“We are well-positioned to produce durable growth on both our top and bottom lines, which is driven by our attractive suite of homeowners solutions – including our flagship FLEX product – as well as our proprietary end-to-end MY180 tech platform, which allows us to seamlessly combine best-in-class underwriting, claims management, and real-time analytic capabilities,” added Mr. Gregg. “As a result, we are able to compound our competitive advantage and continue our growth with underwriting discipline across our growing 14-state footprint. We also continue to develop our MY180 tech platform capabilities to further drive future growth. Moving forward, we are well-positioned to sustainably continue gaining market share while increasing long-term value for shareholders, leading the way as a premier provider of specialty property insurance solutions.”

Third Quarter 2026 Key Results

  Three Months Ended September 30,        
($ in thousands) 2026   2025   Change
GAAP Financial Measures              
Gross premiums written  $  203,815     $  127,181     $  76,634    60.3  %
Net income  $  11,466     $  8,665     $  2,801    32.3  %
Non-GAAP Financial Measures              
Consolidated adjusted EBITDA (1)  $  25,129     $  15,267     $  9,862    64.6  %
Segment Performance Measures              
Services Segment              
Commission and fees (2)  $  75,065     $  45,673     $  29,392    64.4  %
Services adjusted EBITDA (3)  $  18,585     $  15,977     $  2,608    16.3  %
Underwriting Segment              
Net premiums earned   $  29,935     $  19,648     $  10,287    52.4  %
Gross loss ratio     32.8  %      27.3  %      —     5.5  pp

________

(1) Information regarding the non-GAAP financial measures included in this press release, including definitions of these measures, reconciliations to the most comparable GAAP measures and limitations related thereto, is described below under “Use of Non-GAAP Financial Measures” and in the tables attached to this press release.
(2) Commission and fees revenue is a non-GAAP financial measure and services segment metric. It represents total services segment revenue, less other services segment income. Please see the section titled “—Segment results—Services segment” within this earnings release for a description of the segment and the key performance measures that management uses.
(3) Services Adjusted EBITDA for the Services segment is a key performance measure that management uses to measure segment profitability. Please see the section titled “—Segment results—Services segment” within this earnings release for a description of the segment and a reconciliation to consolidated net income.
   

The following table presents a summary of the Company’s premium and policy retention rates:

  Three Months Ended September 30,        
($ in thousands) 2026   2025   $ Change   % Change
Managed premiums in-force (period-end) $ 678,220     $ 393,519     $ 284,701   72.3 %
Managed premiums written $ 203,858     $ 127,204     $ 76,654   60.3 %
New business premiums written $ 102,397     $ 63,399     $ 38,998   61.5 %
Policy retention rate   87.6 %     89.6 %     —   -2.0  pp
               

Liquidity and Capital Resources

Orion180 closed its initial public offering of 20,000,000 shares of Class A common stock on September 21, 2026. As of September 30, 2026, the Company has 99,058,193 shares of common stock outstanding.

As of September 30, 2026, the Company had cash and cash equivalents of $166 million and outstanding debt of $56 million on its balance sheet.

Webcast and Conference Call

Orion180 will hold a conference call to discuss its financial results today at 5:00 pm Eastern Time. A live webcast of the conference call will be available at ir.orion180.com. The dial-in for the conference call is (877) 269-7751 (toll-free) or (201) 389-0908 (international). Please dial the number 10 minutes prior to the scheduled start time.

A webcast replay of the call will be available at ir.orion180.com for one year following the call.

About Orion180

Orion180 Insurance Group Inc. (Orion180) (NASDAQ: OIG) is a founder-led technology-focused, high growth, high-margin specialty insurance group delivering innovative insurance solutions with a growing footprint across the United States. Since beginning operations in 2018, they have organically grown to become the second largest excess and surplus (“E&S”) lines homeowners insurance provider in the United States by direct written premiums with a presence in 14 states. Their diverse product offerings across E&S and admitted homeowners’ insurance, private flood insurance, and a range of ancillary products are distributed through a network of approximately 17,000 active independent agents as of September 30, 2026.

Orion180’s business is built on four core principles: (i) a relentless focus on innovation, (ii) real-time, data-driven decision making through their proprietary, end-to-end MY180 platform, (iii) ease of doing business, and (iv) long-term partnerships with their distribution providers and reinsurance partners. Headquartered in Melbourne, Florida, Orion180 also has offices in Irving, Texas and Draper, Utah. Learn more at www.orion180.com.

Orion180® is a registered trademark of Orion180 Insurance Group Inc.

Investor Relations Media Relations
ir@orion180.com media@orion180.com

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding the scalability of our business model, our anticipated growth, including our ability to produce durable growth, our ability to continue gaining market share while creating long-term value for shareholders, our becoming a premier provider of specialty property insurance solutions over time, our future financial performance, business prospects and strategy, our future results of operations and financial condition and liquidity position, how macroeconomic conditions affect our business, including future industry and market dynamics and regulatory and market constraints, our access to capacity and reinsurance, and the development and performance of our proprietary technology platform. Without limiting the generality of the foregoing, you can identify forward-looking statements because they contain words such as “may,” “will,” “shall,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential,” “goal,” “objective,” “seeks,” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans, or intentions. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, the following: our dependence on third-party independent agents to distribute our products; intense competition in the property insurance markets; our ability to accurately price risks and maintain adequate loss reserves; the availability and cost of reinsurance; severe weather conditions, catastrophes, and the effects of climate change; our reliance on our proprietary technology platform and rapid changes in technology, including AI; our dependence on the services of our founder and senior management team; regulatory developments; cybersecurity and data privacy risks; our level of indebtedness; general economic conditions, including changes in the housing market; and the dual class structure of our common stock. These and other important factors discussed under the caption “Risk Factors” in our final prospectus filed pursuant to Rule 424(b) on September 21, 2026 related to our initial public offering, as such factors may be updated from time to time in our filings with the SEC, including without limitation, our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2026 and our other filings with the SEC, could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any such forward-looking statements represent management’s estimates as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change.

Non-GAAP Financial Measures

In addition to the metrics and indicators set forth above, this press release contains certain financial measures that are not presented in accordance with generally accepted accounting principles in the United States (“GAAP”), including Consolidated Adjusted EBITDA, Consolidated Adjusted EBITDA Margin, and Commission and Fees Revenue (collectively, “non-GAAP financial measures”). We utilize these measures to analyze our business and provide useful information about our financial performance. The non-GAAP financial measures are not recognized terms under GAAP and should not be considered as alternatives to the corresponding GAAP measures of financial performance, or any other performance measure derived in accordance with GAAP. Because not all companies use identical calculations, the presentation of the non-GAAP financial measures may not be comparable to other similarly titled measures of other companies and can differ significantly from company to company. Our management uses these non-GAAP financial measures, in conjunction with GAAP financial measures, as an integral part of managing our business and to, among other things: (i) monitor and evaluate the performance of our business operations and financial performance; (ii) facilitate internal comparisons of the historical operating performance of our business operations; (iii) facilitate external comparisons of the results of our overall business to the historical operating performance of other companies that may have different capital structures and debt levels and different go-to-market models; (iv) review and assess the operating performance of our management team; (v) analyze and evaluate financial and strategic planning decisions regarding future operating investments; and (vi) plan for and prepare future annual operating budgets and determine appropriate levels of operating investments.

We monitor the following key business metrics and non-GAAP financial measures that assist us in evaluating our business, measuring our performance, identifying trends and making strategic decisions.

Consolidated Adjusted EBITDA and Consolidated Adjusted EBITDA Margin

Consolidated adjusted EBITDA removes non-cash and non-recurring charges that occur in the affected period and provides a basis for measuring our core financial performance against other periods. We define consolidated adjusted EBITDA as earnings before interest, taxes, depreciation, amortization (i.e., software and loan), and non-recurring charges.

Consolidated adjusted EBITDA is a non-GAAP financial measure used as an analytical indicator to assess business performance. Consolidated adjusted EBITDA should not be construed as a measure of financial performance, liquidity, or cash flows provided by or (used) in operating, investing, and financing activities, as there may be significant factors or trends that it fails to address. Consolidated adjusted EBITDA should not be considered in isolation or as an alternative to net income (loss), or other financial statement data presented in our consolidated financial statements as an indicator of financial performance. Consolidated adjusted EBITDA is not a measurement determined in accordance with GAAP and is therefore susceptible to varying methods of calculation and this measure, as presented, may not be comparable to other similarly titled measures of other companies. We caution investors that non-GAAP financial information departs from traditional accounting conventions. Therefore, its use can make it difficult to compare our results with the results of other companies.

Consolidated adjusted EBITDA margin is a non-GAAP financial measure that management uses to evaluate operating profitability relative to revenue and to facilitate period-over-period comparisons of our core performance.

We define Consolidated adjusted EBITDA margin as consolidated adjusted EBITDA divided by total revenues.

Orion180 Insurance Group, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands, except share and par value data)
 
  September 30, 2026   December 31, 2025
  (unaudited)   (audited)
Assets      
Fixed maturities, available-for-sale, at fair value (amortized cost of $59,821 and $33,817)  $ 59,184     $ 33,876
Fixed maturities, held-to-maturity, at amortized cost, net of credit loss allowance (fair value of $26,064 and $32,823)    26,239       32,694
Short-term investments    20,147       39,362
Total invested assets     105,570       105,932
Cash and cash equivalents    165,673       47,853
Restricted cash    7,715       8,299
Accrued investment income    775       806
Commission and service fee income receivable    5,753       4,338
Premiums and other receivables, net    41,817       25,902
Reinsurance recoverable on paid and unpaid losses, net    95,840       42,159
Prepaid reinsurance premiums    468,688       258,027
Capitalized software, net    18,312       13,773
Other assets    26,729       10,743
Total assets     936,872       517,832
Liabilities, mezzanine equity and shareholders’ equity      
Liabilities:      
Unpaid losses and loss adjustment expenses    57,516       23,352
Unearned premiums    385,250       240,206
Other policyholders’ funds    3,098       834
Reinsurance payable    283,300       112,633
Deferred policy acquisition costs, net of ceding commissions    27,336       9,170
Accounts payable and other liabilities    69,549       39,504
Income taxes payable    2,520       3,787
Debt, net of unamortized issuance costs    55,962       60,955
Total liabilities     884,531       490,441
Commitments and contingencies      
Mezzanine equity:      
Preferred stock ($0.001 and $0.00 par value, 50,000,000 and 1,000,000 shares authorized, 0 and 600,000 shares issued and outstanding)    —       15,283
Total mezzanine equity    —       15,283
Shareholders’ equity:      
Class A common stock, $0.001 par value; 400,000,000 shares authorized; 39,122,933 and 0 shares issued and outstanding. Class B common stock, $0.001 par value; 100,000,000 shares authorized, 59,935,260 and 0 shares issued and outstanding. Common stock, $0.00 par value; 0 and 120,000,000 shares authorized, 0 and 78,792,040 shares issued and outstanding.    99       —
Additional paid-in capital    224,702       2,770
Accumulated other comprehensive income (loss), net of taxes     (510 )     54
Retained earnings (Accumulated deficit)    (171,950 )     9,284
Total shareholders’ equity    52,341       12,108
Total liabilities, mezzanine equity and shareholders’ equity  $ 936,872     $ 517,832
       

Orion180 Insurance Group Inc. and Subsidiaries
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)
(in thousands, except share and per share data)
 
  Three Months Ended September 30,   Nine Months Ended September 30,
  2026   2025   2026   2025
Revenues:              
Net premiums earned   $ 29,935     $ 19,648     $ 72,206     $ 49,070  
Policy fee income    17,166       10,077       45,082       24,737  
Commission and service fee income    4,128       2,353       10,231       5,018  
Net investment income    2,665       2,044       6,447       5,954  
Realized gain (loss) on investments    4       —       9       (241 )
Total revenues     53,898       34,122       133,975       84,538  
Expenses:              
Losses and loss adjustment expenses, net    11,052       8,154       36,769       34,775  
General and administrative expenses    32,392       16,140       70,170       42,797  
Policy acquisition expenses    (14,486 )     (4,405 )     (26,832 )     (8,556 )
Interest expense    4,637       1,637       8,436       5,067  
Other expenses    4,802       1,027       10,758       2,740  
Total expenses     38,397       22,553       99,301       76,823  
Income before income taxes     15,501       11,569       34,674       7,715  
Income tax expense    4,035       2,904       9,661       2,092  
Net income  $ 11,466     $ 8,665     $ 25,013     $ 5,623  
Other comprehensive income (loss):              
Unrealized holding gain (loss) on available-for-sale securities, net of taxes   $ (224 )   $ (21 )   $ (564 )   $ 50  
Total other comprehensive income (loss)    (224 )     (21 )     (564 )     50  
Comprehensive income  $ 11,242     $ 8,644     $ 24,449     $ 5,673  
Earnings per common share:              
Basic earnings per common share   $ 0.14     $ 0.11     $ 0.31     $ 0.07  
Diluted earnings per common share  $ 0.14     $ 0.11     $ 0.31     $ 0.07  
Weighted average number of common shares outstanding – basic    81,717,917       78,792,040       79,778,050       78,792,040  
Weighted average number of common shares outstanding – diluted    82,377,121       78,792,040       80,309,456       78,792,040  
               

Orion180 Insurance Group Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows (Unaudited)
(in thousands)
 
  Nine Months Ended September 30,
  2026   2025
Operating activities      
Net income  $ 25,013     $ 5,623  
Adjustments to reconcile net income to net cash from operating activities:      
Amortization and depreciation    3,527       2,441  
Deferred income taxes    (2,186 )     (604 )
Share-based compensation expense    2,165       450  
Credit loss expense    362       (228 )
Realized (gain) loss on investments    (9 )     241  
Unrealized (gain) loss on interest rate swaps    (550 )     509  
Loss on extinguishment of debt   4,333       —  
Changes in operating assets and liabilities:      
Accrued investment income    31       (168 )
Commission and service fee income receivable    (1,415 )     (218 )
Premiums and other receivables    (16,220 )     (2,926 )
Reinsurance recoverable on paid and unpaid losses    (53,730 )     (17,276 )
Prepaid reinsurance premiums    (210,661 )     (124,479 )
Other assets    (9,268 )     (5,998 )
Unpaid losses and loss adjustment expenses    34,164       5,106  
Unearned premiums    145,044       87,970  
Other policyholders’ funds    2,264       237  
Reinsurance payable    170,667       85,745  
Deferred policy acquisition costs, net of ceding commissions    18,166       5,100  
Accounts payable and other liabilities    26,847       8,771  
Income taxes payable    (1,267 )     (744 )
Net cash from operating activities     137,277       49,552  
Investing activities      
Purchases of fixed maturities held-to-maturity    (9,790 )     (15,263 )
Proceeds from maturities of fixed maturities held-to-maturity    16,543       17,015  
Purchases of fixed maturities available-for-sale    (33,954 )     (17,217 )
Proceeds from sales and maturities of fixed maturities available-for-sale    8,376       365  
Purchases of short-term investments    (20,250 )     (48,504 )
Proceeds from sales and maturities of short-term investments    39,580       10,591  
Purchases of fixed assets    (4,375 )     (71 )
Capitalized software expenditures    (8,540 )     (5,310 )
Proceeds from disposal of investment in non-affiliate    —       172  
Net cash used in investing activities     (12,410 )     (58,222 )
Financing activities      
Proceeds from issuance of common stock, net of underwriting costs    224,400       —  
Payments of deferred offering costs    (1,386 )     —  
Dividends paid    (206,530 )     (12,000 )
Proceeds from debt    281,543       —  
Debt issuance costs    (3,858 )     (452 )
Payments on debt    (287,400 )     (5,250 )
Stock option exercises     600         —   
Repurchase of preferred stock    (15,000 )     —  
Proceeds from issuance of preferred stock    —       7,500  
Net cash used in financing activities     (7,631 )     (10,202 )
Change in cash, cash equivalents and restricted cash    117,236       (18,872 )
Cash, cash equivalents and restricted cash at beginning of period    56,152       109,630  
Cash, cash equivalents and restricted cash at end of period   $ 173,388     $ 90,758  
Supplemental disclosures of cash flow information      
Interest paid  $ 8,385     $ 4,103  
Income taxes paid  $ 12,839     $ 3,057  
       
Noncash financing activities       
Deferred offering costs in accounts payable and other liabilities  $ 3,748     $ —  
       

The following tables present a summary of Consolidated adjusted EBITDA and Consolidated adjusted EBITDA margin and a reconciliation of Consolidated adjusted EBITDA from net income (loss):

Comparison of the three months ended September 30, 2026 and 2025

  Three Months Ended September 30,   $ Change   % Change(4)
($ in thousands) 2026   2025    
Total revenues  $ 53,898     $ 34,122     $ 19,776     58.0 %
Net income  $ 11,466     $ 8,665     $ 2,801     32.3 %
Net income margin    21.3 %     25.4 %     —     (4.1)  pp
Interest expense  $ 4,637     $ 1,637     $ 3,000     183.3 %
Income tax expense    4,035       2,904       1,131     38.9 %
Depreciation    7       3       4     133.3 %
Software amortization    1,366       991       375     37.8 %
Litigation and settlements (1)    (105 )     192       (297 )   NM  
Sponsorship fees (2)    875       875       —     — %
Other non-recurring costs (3)    2,848       —       2,848     NM  
Consolidated adjusted EBITDA   $ 25,129     $ 15,267     $ 9,862     64.6 %
Consolidated adjusted EBITDA margin    46.6 %     44.7 %     —     1.9  pp
                             

(1) Represents costs associated with the legal fees and a $6,250 settlement loss contingency, incurred in 2025, offset by a $6,000 settlement recovery, incurred in 2026, resulting from the termination of our underwriting relationship with a previous unrelated fronting carrier and transferring the policies to OIC and OSI.
(2) Sponsorship fees are associated with our Formula 1 sponsorship agreement.
(3) Other non-recurring costs consist of non-recurring consulting and audit expenses for public company transition and loss on debt extinguishment.
(4) NM indicates that change is not meaningful.
   

Comparison of the nine months ended September 30, 2026 and 2025

  Nine Months Ended September 30,   $ Change   % Change(4)
($ in thousands) 2026   2025    
Total revenues  $ 133,975     $ 84,538     $ 49,437     58.5 %
Net income  $ 25,013     $ 5,623     $ 19,390     344.8 %
Net income margin    18.7 %     6.7 %     —     12.0   pp
Interest expense  $ 8,436     $ 5,067     $ 3,369     66.5 %
Income tax expense    9,661       2,092       7,569     361.8 %
Depreciation    13       5       8     160.0 %
Software amortization    4,000       2,681       1,319     49.2 %
Litigation and settlements (1)    (5,657 )     879       (6,536 )   NM  
Sponsorship fees (2)    2,625       2,625       —     — %
Other non-recurring costs (3)    6,422       195       6,227     3193.3 %
Consolidated adjusted EBITDA   $ 50,513     $ 19,167     $ 31,346     163.5 %
Consolidated adjusted EBITDA margin    37.7 %     22.7 %     —     15.0  pp
                             

(1) Represents costs associated with the legal fees and a $6,250 settlement loss contingency, incurred in 2025, offset by a $6,000 settlement recovery, incurred in 2026, resulting from the termination of our underwriting relationship with a previous unrelated fronting carrier and transferring the policies to OIC and OSI.
(2) Sponsorship fees are associated with our Formula 1 sponsorship agreement.
(3) Other non-recurring costs consist of non-recurring consulting and audit expenses for public company transition and discontinued capital raises, loss on debt extinguishment. actuarial consulting fees incurred for the establishment of the carrier business, and one-time costs for the Dallas and Melbourne office spaces.
(4) NM indicates that change is not meaningful.

Segment Results

We have identified two operating segments: Services and Underwriting.

Services segment

The Services segment includes technology-enabled policy servicing operations, which include intercompany revenue earned through service arrangements in place between the Services segment and the Underwriting segment.

We evaluate the performance of the Services segment primarily using Services Adjusted EBITDA as the key performance measure and also using commission and fees revenue, as an additional performance measure.

Commission and fees revenue is a non-GAAP measure and additional services segment performance measure that management uses, which reflects services segment revenue less other income as such items are not directly attributable to the operating performance of the services segment. Management uses this non-GAAP financial measure to monitor operating revenue for the services business. Commission and fees revenue should not be considered in isolation or as an alternative to revenue.

Underwriting segment

The Underwriting segment includes a conventional, regulated insurance model focused on risk selection, pricing, and statutory capital management. The segment also includes a segregated account designed to assume reinsurance risk.

Management evaluates the performance of the Underwriting segment using total revenue, net premiums earned, underwriting adjusted EBITDA, and key underwriting ratios, including gross loss ratio, net loss ratio, expense ratio, and combined ratio. These measures collectively provide insight into premium growth, underwriting effectiveness, cost efficiency, and overall profitability of our risk-bearing operations.

Segment results

Segment Adjusted EBITDA of each operating segment represents net income before interest expense, income tax expense, depreciation, amortization, sponsorship fees and other non-recurring costs. For purposes of this measure, interest expense excludes amortization of debt issuance costs and unrealized losses on interest rate swap agreements, which are included in interest expense in our consolidated statements of operations.

We consider the segment presentation of our Services and Underwriting segments prior to elimination to be the best way to evaluate our business and how these business components would be presented if each were standalone operations.

The following tables present supplemental information of revenue and profitability by operating segment for our two reportable segments:

Three Months Ended September 30, 2026   Underwriting   Services   Elimination   Consolidated
Revenues:                
Gross premiums written    $ 203,815     $ —     $ —     $ 203,815  
Change in gross unearned premiums      (43,884 )     —       —       (43,884 )
Gross premiums earned      159,931       —       —       159,931  
Ceded premiums earned      (129,996 )     —       —       (129,996 )
Net premiums earned       29,935       —       —       29,935  
Policy fee income      —       17,166       —       17,166  
Commission income      —       54,520       (50,952 )     3,568  
Service fee income      —       3,379       (2,819 )     560  
Other income*      2,156       513       —       2,669  
Total segment revenues     $ 32,091     $ 75,578     $ (53,771 )   $ 53,898  
Expenses:                
Losses and loss adjustment expenses, net(1)      12,808       371       (2,127 )     11,052  
Policy acquisition expenses      3,897       27,626       (46,009 )     (14,486 )
Salaries and software development costs      —       15,348       —       15,348  
Capitalization of salaries and software development costs      —       (3,712 )     —       (3,712 )
Other general and administrative expenses      3,897       17,360       (690 )     20,567  
Total segment expenses     $ 20,602     $ 56,993     $ (48,826 )   $ 28,769  
Segment Adjusted EBITDA     $ 11,489     $ 18,585     $ (4,945 )   $ 25,129  
Reconciliation of Segment Adjusted EBITDA:
Interest expense     (4,637 )
Income tax expense     (4,035 )
Depreciation     (7 )
Software amortization     (1,366 )
Litigation and settlement(2)     105  
Sponsorship fees(3)     (875 )
Other non-recurring costs(4)     (2,848 )
Net income   $ 11,466  
                 

* Other income consists of net investment income and realized gain / (loss) on investments.
(1) Loss adjustment expenses on Services segment represent costs incurred adjusting claims of OIC and OSI.
(2) Represents costs associated with the legal fees and a $6,250 settlement loss contingency, incurred in 2025, offset by a $6,000 settlement recovery, incurred in 2026, resulting from the termination of our underwriting relationship with a previous unrelated fronting carrier and transferring the policies to OIC and OSI.
(3) Sponsorship fees are associated with our Formula 1 sponsorship agreement.
(4) Other non-recurring costs consist of non-recurring consulting and audit expenses for public company transition and loss on debt extinguishment.

Three Months Ended September 30, 2025   Underwriting   Services   Elimination   Consolidated
Revenues:                
Gross premiums written    $ 127,181     $ —     $ —     $ 127,181  
Change in gross unearned premiums      (35,359 )     —       —       (35,359 )
Gross premiums earned      91,822       —       —       91,822  
Ceded premiums earned      (72,174 )     —       —       (72,174 )
Net premiums earned      19,648       —       —       19,648  
Policy fee income      —       10,077       —       10,077  
Commission income      —       34,647       (32,294 )     2,353  
Service fee income      —       949       (949 )     —  
Other income*      1,850       194       —       2,044  
Total segment revenues     $ 21,498     $ 45,867     $ (33,243 )   $ 34,122  
Expenses:                
Losses and loss adjustment expenses, net      9,332       —       (1,178 )     8,154  
Policy acquisition expenses      7,214       16,792       (28,411 )     (4,405 )
Salaries and software development costs      —       7,786       —       7,786  
Capitalization of salaries and software development costs      —       (1,422 )     —       (1,422 )
Other general and administrative expenses      2,280       6,734       (272 )     8,742  
Total segment expenses     $ 18,826     $ 29,890     $ (29,861 )   $ 18,855  
Segment Adjusted EBITDA     $ 2,672     $ 15,977     $ (3,382 )   $ 15,267  
Reconciliation of Segment Adjusted EBITDA:
Interest expense     (1,637 )
Income tax expense     (2,904 )
Depreciation     (3 )
Software amortization     (991 )
Litigation and settlement(1)     (192 )
Sponsorship fees(2)     (875 )
Net income   $ 8,665  
                 

* Other income consists of net investment income and realized gain / (loss) on investments.
(1) Represents costs associated with the legal fees and a $6,250 settlement loss contingency, incurred in 2025, offset by a $6,000 settlement recovery, incurred in 2026, resulting from the termination of our underwriting relationship with a previous unrelated fronting carrier and transferring the policies to OIC and OSI.
(2) Sponsorship fees are associated with our Formula 1 sponsorship agreement.

 

Nine Months Ended September 30, 2026   Underwriting   Services   Elimination   Consolidated
Revenues:                
Gross premiums written    $ 558,199     $ —     $ —     $ 558,199  
Change in gross unearned premiums      (145,223 )     —       —       (145,223 )
Gross premiums earned      412,976       —       —       412,976  
Ceded premiums earned      (340,770 )     —       —       (340,770 )
Net premiums earned       72,206       —       —       72,206  
Policy fee income      —       45,082       —       45,082  
Commission income      —       148,230       (139,548 )     8,682  
Service fee income      —       9,802       (8,253 )     1,549  
Other income*      5,488       968       —       6,456  
Total segment revenues     $ 77,694     $ 204,082     $ (147,801 )   $ 133,975  
Expenses:                
Losses and loss adjustment expenses, net(1)      42,229       1,080       (6,540 )     36,769  
Policy acquisition expenses      21,330       76,550       (124,712 )     (26,832 )
Salaries and software development costs      —       36,346       —       36,346  
Capitalization of salaries and software development costs      —       (8,540 )     —       (8,540 )
Other general and administrative expenses      9,761       37,670       (1,712 )     45,719  
Total segment expenses     $ 73,320     $ 143,106     $ (132,964 )   $ 83,462  
Segment Adjusted EBITDA     $ 4,374     $ 60,976     $ (14,837 )   $ 50,513  
Reconciliation of Segment Adjusted EBITDA:
Interest expense     (8,436 )
Income tax expense     (9,661 )
Depreciation     (13 )
Software amortization     (4,000 )
Litigation and settlement(2)     5,657  
Sponsorship fees(3)     (2,625 )
Other non-recurring costs(4)     (6,422 )
Net income   $ 25,013  
                 

* Other income consists of net investment income and realized gain / (loss) on investments.
(1)  Loss adjustment expenses on Services segment represent costs incurred adjusting claims of OIC and OSI.
(2) Represents costs associated with the legal fees and a $6,250 settlement loss contingency, incurred in 2025, offset by a $6,000 settlement recovery, incurred in 2026, resulting from the termination of our underwriting relationship with a previous unrelated fronting carrier and transferring the policies to OIC and OSI. 
(3) Sponsorship fees are associated with our Formula 1 sponsorship agreement.
(4) Other non-recurring costs consist of non-recurring consulting and audit expenses for public company transition and loss on debt extinguishment.
Nine Months Ended September 30, 2025   Underwriting   Services   Elimination   Consolidated
Revenues:                
Gross premiums written    $ 324,754     $ —     $ —     $ 324,754  
Change in gross unearned premiums      (87,970 )     —       —       (87,970 )
Gross premiums earned      236,784       —       —       236,784  
Ceded premiums earned      (187,714 )     —       —       (187,714 )
Net premiums earned      49,070       —       —       49,070  
Policy fee income      —       24,737       —       24,737  
Commission income      —       86,685       (81,667 )     5,018  
Service fee income      —       3,436       (3,436 )     —  
Other income*      5,111       602       —       5,713  
Total segment revenues     $ 54,181     $ 115,460     $ (85,103 )   $ 84,538  
Expenses:                
Losses and loss adjustment expenses, net      38,211       —       (3,436 )     34,775  
Policy acquisition expenses      21,811       43,159       (73,526 )     (8,556 )
Salaries and software development costs      —       21,584       —       21,584  
Capitalization of salaries and software development costs      —       (5,284 )     —       (5,284 )
Other general and administrative expenses      5,420       17,934       (502 )     22,852  
Total segment expenses     $ 65,442     $ 77,393     $ (77,464 )   $ 65,371  
Segment Adjusted EBITDA     $ (11,261 )   $ 38,067     $ (7,639 )   $ 19,167  
Reconciliation of Segment Adjusted EBITDA:
Interest expense     (5,067 )
Income tax expense     (2,092 )
Depreciation     (5 )
Software amortization     (2,681 )
Litigation and settlement(1)     (879 )
Sponsorship fees(2)     (2,625 )
Other non-recurring costs (3)     (195 )
Net income   $ 5,623  
                 

* Other income consists of net investment income and realized gain / (loss) on investments.
(1) Represents costs associated with the legal fees and a $6,250 settlement loss contingency, incurred in 2025, offset by a $6,000 settlement recovery, incurred in 2026, resulting from the termination of our underwriting relationship with a previous unrelated fronting carrier and transferring the policies to OIC and OSI. 
(2) Sponsorship fees are associated with our Formula 1 sponsorship agreement.
(3) Other non-recurring costs consist of non-recurring consulting and audit expenses for discontinued capital raises, actuarial consulting fees incurred for the establishment of the carrier business, and one-time costs for the Dallas and Melbourne office spaces.

Services Segment

The following tables present the specified performance measures of the Services segment:

  Three Months Ended September 30,
($ in thousands) 2026   2025   $ Change   % Change
Commission and fees revenue  $ 75,065   $ 45,673   $ 29,392   64.4 %
Services adjusted EBITDA  $ 18,585   $ 15,977   $ 2,608   16.3 %
               

  Nine Months Ended September 30,
($ in thousands) 2026   2025   $ Change   % Change
Commission and fees revenue  $ 203,114   $ 114,858   $ 88,256   76.8 %
Services adjusted EBITDA  $ 60,976   $ 38,067   $ 22,909   60.2 %
               

The following tables present a reconciliation of commission and fees revenue to that of total revenues for the Services segment:

  Three Months Ended September 30,
($ in thousands) 2026   2025   $ Change   % Change
Policy fee income  $ 17,166   $ 10,077   $ 7,089   70.3 %
Commission income    54,520     34,647     19,873   57.4 %
Service fee income    3,379     949     2,430   256.1 %
Commission and fees revenue    75,065     45,673     29,392   64.4 %
Other income    513     194     319   164.4 %
Total Services segment revenue  $ 75,578   $ 45,867   $ 29,711   64.8 %
               

  Nine Months Ended September 30,
($ in thousands) 2026   2025   $ Change   % Change
Policy fee income  $ 45,082   $ 24,737   $ 20,345   82.2 %
Commission income    148,230     86,685     61,545   71.0 %
Service fee income    9,802     3,436     6,366   185.3 %
Commission and fees revenue    203,114     114,858     88,256   76.8 %
Other income    968     602     366   60.8 %
Total Services segment revenue  $ 204,082   $ 115,460   $ 88,622   76.8 %
               

Underwriting Segment

The following tables present the specified performance measures of the Underwriting segment:

  Three Months Ended September 30,
($ in thousands) 2026   2025   $ Change   % Change
Total revenue*  $ 32,091     $ 21,498     $ 10,593   49.3 %
Net premiums earned  $ 29,935     $ 19,648     $ 10,287   52.4 %
Underwriting adjusted EBITDA (1)  $ 11,489     $ 2,672     $ 8,817   330.0 %
Gross loss ratio    32.8 %     27.3 %     —   5.5  pp
Net loss ratio    42.8 %     47.5 %     —   (4.7)  pp
Expense ratio    26.0 %     48.3 %     —   (22.3)  pp
Combined ratio    68.8 %     95.8 %     —   (27.0)  pp
               

* Total revenue consists of net premiums earned, net investment income and realized gain / (loss) on investments.
(1) Underwriting adjusted EBITDA is a GAAP segment performance measure used by management to evaluate the Underwriting segment. For further information, see “Segment Results” within this earnings release.

  Nine Months Ended September 30,
($ in thousands) 2026   2025   $ Change   % Change
Total revenue*  $ 77,694     $ 54,181     $ 23,513   43.4 %
Net premiums earned  $ 72,206     $ 49,070     $ 23,136   47.1 %
Underwriting adjusted EBITDA (1)  $ 4,374     $ (11,261 )   $ 15,635   NM  
Gross loss ratio    36.2 %     33.7 %     —   2.5  pp
Net loss ratio    58.5 %     77.8 %     —   (19.3)  pp
Expense ratio    43.1 %     55.5 %     —   (12.4)  pp
Combined ratio    101.5 %     133.3 %     —   (31.8)  pp
               

* Total revenue consists of net premiums earned, net investment income and realized gain / (loss) on investments.
(1) Underwriting adjusted EBITDA is a GAAP segment performance measure used by management to evaluate the Underwriting segment. For further information, see “Segment Results” within this earnings release.

  • Deramiocel Biologics License Application (BLA) for Duchenne muscular dystrophy (DMD) under FDA review; PDUFA target action date of November 22, 2026
  • Major BLA amendment added two-year open-label extension (OLE) HOPE-3 data and proposed a refined indication focused on upper limb impairment in patients > 9 years old
  • Two-year HOPE-3 OLE data presented at the World Muscle Society (WMS) Congress: 76% slower upper limb decline after patients switched from placebo to Deramiocel
  • HOPE-3 cardiac results received the American Heart Association (AHA) Outstanding Research Award in Pediatric Cardiology
  • Cash, cash equivalents, restricted cash and marketable securities of approximately $199 million as of September 30, 2026
  • Conference call and webcast today at 4:30 p.m. ET

SAN DIEGO, Nov. 10, 2026 (GLOBE NEWSWIRE) — Capricor Therapeutics (NASDAQ: CAPR), a biotechnology company developing transformative cell and exosome-based therapeutics for the treatment of rare diseases, today announced its financial results for the third quarter ended September 30, 2026, and provided a corporate update.

“This quarter, we took important steps forward on both our regulatory filing and our launch readiness, submitting two-year HOPE-3 OLE data in a major amendment to our BLA while advancing our manufacturing and commercial preparations. In the OLE phase, patients who switched from placebo to Deramiocel saw their upper limb decline slow by 76% compared with their year on placebo, and this past weekend our HOPE-3 cardiac results received the AHA Outstanding Research Award in Pediatric Cardiology. As Duchenne progresses, boys and young men lose the use of their arms and hands, and with it their independence, which is what Deramiocel is designed to slow. We appreciate the FDA’s engagement throughout this review and are encouraged by the Agency’s current focus on rare disease, including its recently launched Rare Disease Framework Initiative. As we approach our PDUFA date, we remain confident in the strength of our data. With our San Diego facility operational, we are prepared to move quickly to bring Deramiocel to patients, if approved,” said Linda Marbán, Ph.D., Capricor’s Chief Executive Officer.

Third Quarter 2026 and Recent Highlights

  • BLA Under Review; PDUFA November 22: Capricor continues to work with the FDA on its review of the BLA for Deramiocel, the Company’s investigational cell therapy for DMD. In August, the Company submitted two-year OLE data and additional robustness analyses from HOPE-3, its randomized, placebo-controlled Phase 3 trial, and an integrated summary of efficacy across HOPE-2 and HOPE-3. The submission also proposed a refined indication focused on upper limb impairment in patients > 9 years old – the population studied in HOPE-3 and the focus of its primary endpoint. The FDA classified the submission as a major amendment, extending the review by three months to November 22, 2026.
  • FDA Clinical Trial Inspection: As part of the BLA review, the FDA conducted a Bioresearch Monitoring (BIMO) inspection in July 2026 and issued a Form 483 with one observation. The Company has submitted its response and is awaiting FDA feedback.
  • Two-Year HOPE-3 OLE Data Presented at WMS: In October, Capricor presented the two-year HOPE-3 OLE data as a late-breaking poster at the 31st Annual WMS Congress. Patients who switched from placebo to Deramiocel after year one declined 1.56 points less on the Performance of the Upper Limb (PUL 2.0) scale, a validated assessment of arm and hand function, than they had in their year on placebo – a 76% slowing in this open-label, cross-phase comparison. Patients treated with Deramiocel maintained a slower rate of decline over two years, supporting the durability of the treatment effect.
  • HOPE-3 Cardiac Data Win AHA Outstanding Research Award: On November 7, Jonathan Soslow, M.D., MSCI, of Vanderbilt University Medical Center presented results showing slower progression of myocardial fibrosis (heart muscle scarring) with Deramiocel versus placebo and, in patients with cardiomyopathy, left ventricular ejection fraction favoring Deramiocel. Results were generally consistent when compared with a matched natural history group. Additional details are available in the Company’s press release issued November 9, 2026.
  • HOPE-3 Results Published in The Lancet: The paper, published in July, reported a statistically significant slowing of upper limb disease progression with Deramiocel as measured by PUL 2.0 (p=0.029), with supportive results across additional functional and cardiac measures.
  • Manufacturing and Launch Readiness: The Company’s GMP facility in San Diego is positioned to support an initial commercial launch, if Deramiocel is approved. A second-floor cleanroom expansion is underway, with validation targeted for the first half of 2027. Launch preparations span distribution, patient support, market access, reimbursement, medical affairs and physician education.
  • Pipeline: Capricor has initiated regulatory engagement in Europe and Japan for Deramiocel. Expansion into younger DMD patients and Becker muscular dystrophy remains an area of focus, with next steps to be informed by the U.S. regulatory outcome for Deramiocel. Programs not directly related to Deramiocel, including the Company’s exosome-based platform, have been slowed to prioritize Deramiocel pending further regulatory clarity.
  • NS Pharma Dispute: Capricor continues to pursue its contractual dispute with Nippon Shinyaku and its U.S. subsidiary, NS Pharma, regarding the Deramiocel distribution agreement. As previously disclosed, Capricor withdrew its motion for a preliminary injunction, without prejudice, to resolve the dispute in arbitration following the FDA’s decision. The Company expects the arbitration hearing to commence in mid-2027.

Third Quarter 2026 Financial Results

  • Cash Position: Cash, cash equivalents, restricted cash and marketable securities totaled approximately $198.5 million as of September 30, 2026, compared to approximately $318.1 million as of December 31, 2025. From January 1, 2026, through November 10, 2026, the Company has not sold any shares under its at-the-market (ATM) program.
  • Revenue: There was no revenue recognized for the first three quarters of 2026 or 2025.
  • Costs and Expenses: Total operating expenses for the third quarter of 2026 were approximately $44.7 million, compared to approximately $26.3 million for the third quarter of 2025. Total operating expenses for the first three quarters of 2026 were approximately $124.4 million, compared to approximately $79.0 million for the first three quarters of 2025. The increase was primarily driven by pre-commercial activities and manufacturing scale-up. Additionally, the Company implemented a workforce reduction in the third quarter affecting approximately 10% of its employees to reduce operating expenses and align resources with its priorities.
  • Net Loss: The Company reported a net loss of approximately $42.7 million, or $0.73 per share, for the third quarter of 2026, compared to a net loss of approximately $24.6 million, or $0.54 per share, for the third quarter of 2025. The net loss for the first three quarters of 2026 was approximately $117.3 million, or $2.03 per share, compared to a net loss of approximately $74.9 million, or $1.64 per share, for the first three quarters of 2025.
  • Financial Outlook: The Company believes that, based on its current operating plan and financial resources, its available cash, cash equivalents and marketable securities are sufficient to fund its operating capital requirements for at least the next twelve months. The Company expects to provide additional guidance on its longer-term financial outlook following greater regulatory clarity, which will inform future strategic and capital allocation decisions. This outlook excludes any potential revenue from product sales, the potential monetization of a Priority Review Voucher, if received, and other non-operating sources of capital.

Upcoming Investor Events

  • Information on upcoming investor events will be available on the Investors section of Capricor’s website.

Conference Call and Webcast

To participate in the conference call, please dial 1-800-717-1738 (Domestic) or 1-646-307-1865 (International) and reference the conference ID: 13662. Participants may dial in using the numbers above and ask to be joined to the call or click the Call Me™ link for instant telephone access to the event. To participate via a webcast, please click here. A replay of the webcast will be available shortly after the conclusion of the live event and will be accessible in the Investors section of the Company’s website.

About Duchenne Muscular Dystrophy

Duchenne muscular dystrophy (DMD) is a severe, X-linked genetic disorder characterized by progressive muscle degeneration affecting the skeletal, respiratory, and cardiac muscles. It is caused by the absence of functional dystrophin, a key structural protein in muscle cells. DMD affects approximately 15,000 individuals in the United States, primarily males. Over time, deterioration of the heart muscle leads to cardiomyopathy and heart failure, the leading cause of death in DMD. There is no cure, and treatment options remain limited.

About Deramiocel

Deramiocel (CAP-1002) consists of allogeneic cardiosphere-derived cells (CDCs), a rare population of cardiac cells that have been shown in preclinical and clinical studies to exert immunomodulatory and anti-fibrotic actions in the preservation of skeletal and cardiac muscle function in muscular dystrophies such as DMD. CDCs act by secreting extracellular vesicles known as exosomes, which target macrophages and alter their expression profile to adopt a healing rather than pro-inflammatory phenotype. For the treatment of DMD, Deramiocel holds Orphan Drug, RMAT and Rare Pediatric Disease designations in the U.S., and Orphan Drug and ATMP designations in Europe. The Rare Pediatric Disease designation may qualify Capricor for a Priority Review Voucher upon approval.

About Capricor Therapeutics

Capricor Therapeutics (NASDAQ: CAPR) is a biotechnology company dedicated to advancing cell and exosome-based therapeutics for the treatment of rare diseases. Our lead product candidate, Deramiocel, is an allogeneic cardiac-derived cell therapy in late-stage development for the treatment of Duchenne muscular dystrophy, evaluated in clinical studies for its potential to preserve skeletal and cardiac muscle function. Capricor is also advancing its proprietary StealthX™ exosome platform for the targeted delivery of oligonucleotides, proteins, and small-molecule therapeutics across a range of diseases. At Capricor, we are committed to delivering new therapies for patients with rare diseases. For more information, visit capricor.com and follow Capricor on Facebook, Instagram and X.

Cautionary Note Regarding Forward-Looking Statements

Statements in this press release regarding the efficacy, safety, and intended utilization of Capricor’s product candidates; the initiation, conduct, size, timing and results of clinical trials; the pace of enrollment of clinical trials; plans regarding regulatory filings, future research and clinical trials; regulatory developments involving products, including future interactions with regulatory authorities and the ability to obtain regulatory approvals or otherwise bring products to market; manufacturing capabilities; dates for regulatory meetings; the potential that required regulatory inspections may be delayed or not be successful, which would delay or prevent product approval; revenue and reimbursement estimates; projected terms of definitive agreements, our financial position, our possible uses of existing cash and investment resources; results of securities litigation; and statements regarding our litigation with Nippon Shinyaku Co., Ltd. and NS Pharma, Inc., including the nature of the dispute, our expectations regarding any legal proceedings, and our ability to commercialize Deramiocel independent of our existing distribution agreement; and any other statements about Capricor’s management team’s future expectations, beliefs, goals, plans or prospects constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that are not statements of historical fact (including statements containing the words “believes,” “plans,” “could,” “anticipates,” “expects,” “estimates,” “should,” “target,” “will,” “would” and similar expressions) should also be considered to be forward-looking statements. There are a number of important factors that could cause actual results or events to differ materially from those indicated by such forward-looking statements. More information about these and other risks that may impact Capricor’s business is set forth in Capricor’s Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the Securities and Exchange Commission on March 17, 2026, and in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, as filed with the Securities and Exchange Commission on August 14, 2026. All forward-looking statements in this press release are based on information available to Capricor as of the date hereof, and Capricor assumes no obligation to update these forward-looking statements.

Deramiocel and Capricor’s StealthX™ exosome therapeutics are investigational and have not been approved for commercial use in any indication.

For more information, please contact:

Capricor Media Contact:
Caitlin Kasunich / Raquel Cona
KCSA Strategic Communications
ckasunich@kcsa.com / rcona@kcsa.com
212.896.1241 / 516.779.2630

Capricor Company Contact:
AJ Bergmann, Chief Financial Officer
abergmann@capricor.com
858.727.1755

 
CAPRICOR THEAPEUTICS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(UNAUDITED)
               
  Three months ended September 30,   Nine months ended September 30,
    2026       2025       2026       2025  
               
REVENUE              
Revenue $ –     $ –     $ –     $ –  
               
TOTAL REVENUE   –       –       –       –  
               
OPERATING EXPENSES              
Research and development   29,558,388       20,359,098       85,801,592       61,321,924  
General and administrative   15,124,348       5,924,942       38,599,617       17,662,598  
               
TOTAL OPERATING EXPENSES   44,682,736       26,284,040       124,401,209       78,984,522  
               
LOSS FROM OPERATIONS   (44,682,736 )     (26,284,040 )     (124,401,209 )     (78,984,522 )
               
OTHER INCOME (EXPENSE)              
Other income (loss)   749       (106 )     (69,978 )     (123,303 )
Investment income   2,025,886       1,713,499       7,141,687       4,236,393  
               
TOTAL OTHER INCOME (EXPENSE)   2,026,635       1,713,393       7,071,709       4,113,090  
               
LOSS BEFORE INCOME TAXES   (42,656,101 )     (24,570,647 )     (117,329,500 )     (74,871,432 )
(Provision for) benefit from income taxes   –       –       (1,600 )     (1,600 )
               
NET LOSS $ (42,656,101 )   $ (24,570,647 )   $ (117,331,100 )   $ (74,873,032 )
               
OTHER COMPREHENSIVE INCOME (LOSS)              
Net unrealized gain (loss) on marketable securities   9,648       (543,452 )     (437,047 )     (182,833 )
               
COMPREHENSIVE LOSS $ (42,646,453 )   $ (25,114,099 )   $ (117,768,147 )   $ (75,055,865 )
               
Net loss per share, basic and diluted $ (0.73 )   $ (0.54 )   $ (2.03 )   $ (1.64 )
Weighted average number of shares, basic and diluted   58,128,772       45,716,151       57,832,339       45,687,630  
               

CAPRICOR THEAPEUTICS, INC.
SUMMARY BALANCE SHEETS
 
    September 30, 2026 (unaudited)   December 31, 2025
Cash, cash equivalents, restricted cash, and marketable securities   $ 198,538,594   $ 318,128,915
Total assets   $ 330,370,421   $ 355,949,294
         
Total liabilities   $ 120,605,812   $ 50,157,149
         
Total stockholders’ equity – 58,138,989 and 57,370,909 common shares issued and        
outstanding at September 30, 2026 and December 31, 2025, respectively     209,764,609     305,792,145
Total liabilities and stockholders’ equity   $ 330,370,421   $ 355,949,294
         

Conference call today, November 10, 2026, at 4:30 PM ET

SAN DIEGO, Nov. 10, 2026 (GLOBE NEWSWIRE) — Bionano Genomics, Inc. (Nasdaq: BNGO) today reported financial results for the third quarter ended September 30, 2026.

“Our third quarter results reflect the momentum building across our business and the broader genomics community, further accelerating the adoption of optical genome mapping (OGM) in clinical and commercial settings,” commented Al Luderer, Ph.D., chairman and interim chief executive officer of Bionano. “Coverage and regulatory progress this quarter helped build a clearer reimbursement pathway for OGM-based testing, which we expect to support broader clinical adoption over time. Leading academic cancer centers are also bringing OGM into their clinical laboratories, expanding the base of routine users that drives utilization of our products. The evidence base also continued to grow, with new independent peer-reviewed studies demonstrating the value of OGM across a range of disorders. We are well positioned to turn this momentum into sustained growth in 2027 and beyond.”

Q3 2026 Financial Results

For the three-month period ended September 30, 2026, as compared to the same period of 2025:

  • Reported total revenue of $8.3 million, representing an increase of 12% from $7.4 million in the third quarter of 2025.
    • Consumables revenue was $4.7 million, representing an increase of 24%, as compared to the third quarter of 2025.
  • Sold 9,870 flowcells in the third quarter of 2026, representing an increase of 18% over the 8,390 flowcells sold in the third quarter of 2025.
  • Generated gross margin of 48%, as compared to 46% for the third quarter of 2025.
  • Operating expenses decreased by 12% to $10.5 million while adjusted operating expense1 decreased by 9% to $8.8 million.

Recent Business Highlights:

  • Bionano Laboratories announced several OGM-related milestones regarding reimbursement and state level approvals for OGM tests being offered by third parties.
  • Announced three independent peer-reviewed publications demonstrating the clinical value of OGM across myelodysplastic syndromes, acute myeloid leukemia, and therapy-related myeloid neoplasms.

2026 Outlook

We anticipate the following results for the full year 2026:

  • Reiterate full year 2026 revenue guidance in the range of $31 to $33 million.

1“Adjusted gross margin” and “adjusted operating expense” are non-GAAP financial measures. Please refer to the section titled “Adjusted Financial Measures” below for a description of the adjusted financial measures used herein. Reconciliations of adjusted financial measures to the most directly comparable GAAP financial measures are included in the financial tables accompanying this release.

Webcast Details  
Date: Tuesday, November 10, 2026 
Time: 4:30 p.m. Eastern Time
Participant Registration: https://register-conf.media-server.com/register/BIca50ce3f804746939a9e95e6b593af1c
Webcast: https://edge.media-server.com/mmc/p/quwg87d2/

Participants should register at the link above in advance of the call, and then click the webcast link before the call begins. An archived version of the webcast will be available for replay in the Investors section of the Bionano website.

About Bionano

Bionano is a provider of genome analysis solutions that can enable researchers and clinicians to reveal answers to challenging questions in biology and medicine. The Company’s mission is to transform the way the world sees the genome through optical genome mapping (OGM) solutions, diagnostic services and software. The Company offers OGM solutions for applications across basic, translational and clinical research. The Company also offers an industry-leading, platform-agnostic genome analysis software solution, and nucleic acid extraction and purification solutions using proprietary isotachophoresis (ITP) technology. Through its Lineagen, Inc. d/b/a Bionano Laboratories business, the Company also offers OGM-based diagnostic testing services.

For more information, visit www.bionano.com or www.bionanolaboratories.com. 

Bionano’s products are for research use only and not for use in diagnostic procedures.

Adjusted Financial Measures

Note: Effective beginning the fiscal period ended March 31, 2026, the Company renamed certain of its non-GAAP financial measures. Measures previously reported as “non-GAAP gross margin,” “non-GAAP operating expense,” and other titles using “non-GAAP” are now presented as “adjusted gross margin,” “adjusted operating expense,” and similar designations, respectively. These title changes are intended solely to simplify the Company’s presentation and align with the nomenclature commonly used by the Company’s peers. The definitions, methodologies, and components underlying each of these measures remain unchanged from prior periods, and no adjustments have been made to the items included in, or excluded from, the calculation of any such measure on account of the title changes. Prior-period amounts and descriptions have been recast to conform to the current-period presentation.

To supplement Bionano’s financial results reported in accordance with U.S. generally accepted accounting principles (GAAP), the Company has provided adjusted gross margin and adjusted operating expense in this press release and the accompanying conference call, each of which is an adjusted financial measure. The most directly comparable GAAP measures to these adjusted financial measures are gross margin, cost of revenue, selling, general and administrative expense, research and development expense, and operating expense, each as reported in accordance with GAAP. Adjusted gross margin excludes from gross margin reported in accordance with GAAP: stock-based compensation. Adjusted operating expense excludes from operating expense reported in accordance with GAAP: stock-based compensation, amortization of intangibles, transaction-related expenses, and executive transition costs. In addition, our reconciliation table provided at the end of this release contains certain additional adjusted metrics, including adjusted cost of revenue, adjusted selling, general and administrative expense, and adjusted research and development expense, each with adjustments as presented in the table. Stock-based compensation and certain other items excluded from our adjusted financial measures are recurring expenses for us and are expected to continue in future periods.

Bionano believes that each of these adjusted metrics is useful to investors and analysts as a supplement to its financial information prepared in accordance with GAAP for analyzing the Company’s performance and identifying trends in its business. Bionano uses these adjusted metrics internally to facilitate period-to-period comparisons and analysis of its performance in order to understand, manage and evaluate its business, to make operating decisions, and for forecasting and budgeting. Accordingly, Bionano believes presentation of these adjusted measures allows for greater transparency with respect to key financial metrics it uses in assessing its own operating performance and making operating decisions.

These adjusted financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures; should be read in conjunction with the Company’s consolidated financial statements prepared in accordance with GAAP; have no standardized meaning prescribed by GAAP; and are not prepared under any comprehensive set of accounting rules or principles. In addition, from time to time in the future, there may be other items that the Company may exclude for purposes of its adjusted financial measures; and the Company may in the future cease to exclude items that it has historically excluded for purposes of its adjusted financial measures. Likewise, the Company may determine to modify the nature of its adjustments to arrive at its adjusted financial measures. Because of the non-standardized definitions of adjusted financial measures, each adjusted financial measure as used by Bionano in this press release and the accompanying reconciliation table has limits in its usefulness to investors and may be calculated differently from, and therefore may not be directly comparable to, similarly titled measures used by other companies.

For a reconciliation of adjusted gross margin to gross margin reported in accordance with GAAP and adjusted operating expense to operating expense reported in accordance with GAAP, please refer to the financial tables accompanying this press release.

Forward-Looking Statements of Bionano Genomics

This press release and the accompanying conference call contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts contained in this press release, including statements regarding our future results of operations or financial condition, business strategy and plans, and objectives of management for future operations, are forward-looking statements. Words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would” and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances) convey uncertainty of future events or outcomes and are intended to identify forward-looking statements. Forward-looking statements include statements regarding our intentions, beliefs, projections, outlook, analyses or current expectations concerning, among other things: our expectations regarding market adoption of our products; our commercial prospects and future financial and operating results; and our ability to meet our stated goals and commercial opportunities, including any future financial guidance. Each of these forward-looking statements involves risks and uncertainties. Accordingly, investors and prospective investors are cautioned not to place undue reliance on these forward-looking statements as they involve inherent risk and uncertainty (both general and specific) and should note that they are provided as a general guide only and should not be relied on as an indication or guarantee of future performance. There are a number of important factors that could cause the actual results to differ materially from those expressed in any forward-looking statement made by us. These factors include, but are not limited to: our ability to improve our margins, extend our cash runway and reach a potential pathway to profitability; our ability to continue as a going concern as disclosed in our filings with the SEC, which requires us to manage costs and obtain significant additional financing to fund our strategic plans and commercialization efforts; our ability to execute on our strategy and achieve our objectives; the impact and utility of our cost savings initiative and our recent financing; our ability to continue to drive OGM (as defined above) adoption by potential customers for routine use in genomic analysis; the impact, or lack thereof, of Category I CPT codes to accelerate or increase the adoption of OGM; continued research, presentations and publications involving OGM and its utility compared to traditional cytogenetics and our technologies; the impact of our Stratys™ system and VIA™ software to increase throughput and simplify analysis of OGM data; our ability to drive adoption of OGM and our technology solutions; our ability to further deploy new products and applications for our technology platforms; our expectations and beliefs regarding future growth of the business and the markets in which we operate; our ability to consummate any strategic alternatives including the risk that if we fail to obtain additional financing we may seek relief under applicable insolvency laws; the size and growth potential of the markets for our products, and our ability to serve those markets; the rate and degree of market acceptance of our products; our ability to manage the growth of our business and integrate acquired businesses; our ability to expand our commercial organization to address effectively existing and new markets that we intend to target; the impact from future regulatory, judicial, and legislative changes or developments in the U.S. and foreign countries; our ability to compete effectively in a competitive industry; the introduction of competitive technologies or improvements in existing technologies and the success of any such technologies; the performance of our third-party contract sales organizations, suppliers and manufacturers; our ability to attract and retain key scientific or management personnel; the accuracy of our estimates regarding expenses, future revenues, reimbursement rates, capital requirements and needs for additional financing; the impact of adverse geopolitical and macroeconomic developments, such as recent and future bank failures, ongoing international conflicts, and related sanctions, regional or global pandemics, inflation, tariffs, increased cost of goods, supply chain issues, and global financial market conditions; on our business and operations, as well as the business or operations of our suppliers, customers, manufacturers, research partners and other third parties with whom we conduct business and our expectations with respect to the duration of such impacts and the resulting effects on our business; our ability to realize the anticipated benefits and synergies of our prior and any future acquisitions or other strategic transactions; our ability to attract collaborators and strategic partnerships; and the risks and uncertainties associated with our business and financial condition in general, including the risks and uncertainties described in our filings with the Securities and Exchange Commission (“SEC”), including, without limitation, our Annual Report on Form 10-K for the year ended December 31, 2025, any subsequently filed Quarterly Reports on Form 10-Q and in other filings subsequently made by us with the SEC. All forward-looking statements contained in this press release speak only as of the date on which they were made and are based on management’s assumptions and estimates as of such date. We do not undertake any obligation to publicly update any forward-looking statements, whether as a result of the receipt of new information, the occurrence of future events or otherwise, except as may be required by law.

CONTACT

Company Contact
Al Luderer, Chairman & Interim CEO
Bionano Genomics, Inc.
+1 (781) 507-4438
Aluder@bionano.com

Investor Relations:
Webb Campbell
Gilmartin Group
+1 (415) 520-5817
IR@bionano.com 

BIONANO GENOMICS, INC
Condensed Consolidated Balance Sheet (Unaudited)
             
    (Unaudited)        
    September 30, 2026     December 31, 2025  
Assets            
Current assets:            
Cash and cash equivalents   $ 4,355     $ 2,990  
Investments     3,813       16,279  
Accounts receivable, net     5,854       5,200  
Inventory     6,511       5,448  
Prepaid expenses and other current assets     4,483       5,203  
Restricted cash and investments     501       10,266  
Total current assets     25,517       45,386  
Property and equipment, net     12,230       14,847  
Operating lease right-of-use asset     2,804       3,217  
Financing lease right-of-use asset     2,942       3,095  
Intangible assets, net     325       4,345  
Other long-term assets     2,473       2,694  
Total assets   $ 46,291     $ 73,584  
Liabilities and stockholders’ equity            
Current liabilities:            
Accounts payable   $ 5,541     $ 5,590  
Accrued expenses     4,782       5,460  
Contract liabilities     1,123       967  
Operating lease liability     621       697  
Finance lease liability     240       249  
Convertible debentures payable (at fair value)     —       9,979  
Total current liabilities     12,307       22,942  
Operating lease liability, net of current portion     2,257       2,489  
Finance lease liability, net of current portion     3,425       3,480  
Long-term contract liabilities     92       249  
Total liabilities     18,081       29,160  
Stockholders’ equity:            
Preferred stock     —       —  
Common stock     1       1  
Additional paid-in capital     769,995       764,026  
Accumulated deficit     (741,799 )     (719,620 )
Accumulated other comprehensive income (loss)     13       17  
Total stockholders’ equity     28,210       44,424  
Total liabilities and stockholders’ equity   $ 46,291     $ 73,584  
                 

Bionano Genomics, Inc.
Condensed Consolidated Statement of Operations (Unaudited)
             
    Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
    2026     2025     2026     2025  
Revenue:                        
Product revenue   $ 7,827     $ 6,934     $ 21,614     $ 19,248  
Service and other revenue     449       433       1,520       1,309  
Total revenue     8,276       7,367       23,134       20,557  
Cost of revenue:                        
Cost of product revenue     3,688       3,842       10,617       10,044  
Cost of service and other revenue     639       155       1,002       727  
Total cost of revenue     4,327       3,997       11,619       10,771  
Operating expenses:                        
Research and development     3,042       2,844       9,169       8,145  
Selling, general and administrative     7,443       9,064       23,997       26,444  
Total operating expenses     10,485       11,908       33,166       34,589  
Loss from operations     (6,536 )     (8,538 )     (21,651 )     (24,803 )
Other income (expenses):                        
Interest income     63       268       432       835  
Other income (expense)     28       (219 )     (935 )     5,538  
Total other income (expense)     91       49       (503 )     6,373  
Loss before income taxes     (6,445 )     (8,489 )     (22,154 )     (18,430 )
Provision for income taxes     (8 )     (14 )     (25 )     (32 )
Net loss   $ (6,453 )   $ (8,503 )   $ (22,179 )   $ (18,462 )
                                 

Bionano Genomics, Inc.
Reconciliation of GAAP to Adjusted Financial Measures (Unaudited)
             
    Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
    2026     2025     2026     2025  
GAAP gross margin:                        
GAAP revenue   $ 8,276     $ 7,367     $ 23,134     $ 20,557  
GAAP cost of revenue     4,327       3,997       11,619       10,771  
GAAP gross profit     3,949       3,370       11,515       9,786  
GAAP gross margin %     48 %     46 %     50 %     48 %
Adjusted gross margin:                        
GAAP revenue   $ 8,276     $ 7,367     $ 23,134     $ 20,557  
GAAP cost of revenue     4,327       3,997       11,619       10,771  
Stock-based compensation expense     (25 )     (31 )     (83 )     (108 )
Adjusted cost of revenue     4,302       3,966       11,536       10,663  
Adjusted gross profit     3,974       3,401       11,598       9,894  
Adjusted gross margin %     48 %     46 %     50 %     48 %
GAAP operating expense                        
GAAP selling, general and administrative expense   $ 7,443     $ 9,064     $ 23,997     $ 26,444  
Stock-based compensation expense     (205 )     (768 )     (1,638 )     (2,948 )
Intangible asset amortization     (1,340 )     (1,340 )     (4,020 )     (4,020 )
Transaction related expenses     (64 )     —       (214 )     (126 )
Executive transition costs     —       —       (499 )     —  
Adjusted selling, general and administrative expense     5,834       6,956       17,626       19,350  
GAAP research and development expense   $ 3,042     $ 2,844     $ 9,169     $ 8,145  
Stock-based compensation expense     (69 )     (142 )     (218 )     (552 )
Adjusted research and development expense     2,973       2,702       8,951       7,593  
Total adjusted operating expense   $ 8,807     $ 9,658     $ 26,577     $ 26,943  

CINCINNATI, Nov. 10, 2026 (GLOBE NEWSWIRE) — Phillips Edison & Company, Inc. (Nasdaq: PECO) (“PECO” or the “Company”), one of the nation’s largest owners and operators of high-quality, grocery-anchored neighborhood shopping centers, today announced that the Company’s Board of Directors declared monthly dividend distributions of $0.115 per share of the Company’s common stock payable on January 5, 2027; February 2, 2027; and March 2, 2027 to stockholders of record as of December 15, 2026; January 15, 2027; and February 16, 2027, respectively.

Operating partnership unit holders receive distributions at the same rate as common stockholders, subject to the required tax withholding.

Connect with PECO
For additional information, please visit https://www.phillipsedison.com/

Follow PECO on:
X at https://x.com/PhillipsEdison
LinkedIn at https://www.linkedin.com/company/phillipsedison&company

About Phillips Edison & Company
Phillips Edison & Company, Inc. (“PECO”) is one of the nation’s largest owners and operators of high-quality, grocery-anchored neighborhood shopping centers. Founded in 1991, PECO has generated strong results through its vertically-integrated operating platform and national footprint of well-occupied shopping centers. PECO’s centers feature a mix of national and regional retailers providing necessity-based goods and services in fundamentally strong markets throughout the United States. PECO’s top grocery anchors include Kroger, Publix, Albertsons and Ahold Delhaize. As of September 30, 2026, PECO managed 328 shopping centers, including 300 wholly-owned centers comprising 33.9 million square feet across 31 states and 28 shopping centers owned in three institutional joint ventures. PECO is focused on creating great grocery-anchored shopping experiences and improving communities, one neighborhood shopping center at a time.

PECO uses, and intends to continue to use, its Investors website, which can be found at https://investors.phillipsedison.com, as a means of disclosing material nonpublic information and for complying with its disclosure obligations under Regulation FD.

Forward-Looking Statements
This press release may contain certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements can generally be identified by the Company’s use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “anticipate,” “estimate,” “believe,” “continue,” “seek,” “objective,” “goal,” “strategy,” “plan,” “focus,” “priority,” “should,” “could,” “potential,” “possible,” “look forward,” “optimistic,” “commit,” or other similar words. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Such statements are subject to known and unknown risks and uncertainties, which could cause actual results to differ materially from those projected or anticipated, including the risk factors and other risks and uncertainties described in the Company’s 2025 Annual Report on Form 10-K, filed with the SEC on February 10, 2026, as updated from time to time in the Company’s periodic and/or current reports filed with the SEC, which are accessible on the SEC’s website at www.sec.gov. Except as required by law, the Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

Investors
Kimberly Green, Head of Investor Relations
(513) 692-3399, kgreen@phillipsedison.com

NEW YORK, Nov. 10, 2026 (GLOBE NEWSWIRE) — At the end of the settlement date of October 30, 2026, short interest in 3,866 Nasdaq Global MarketSM securities totaled 18,363,213,608 shares compared with 18,609,329,855 shares in 3,885 Global Market issues reported for the prior settlement date of October 15, 2026. The October short interest represents 3.23 days compared with 3.49 days for the prior reporting period.

Short interest in 1,662 securities on The Nasdaq Capital MarketSM totaled 4,537,405,688 shares at the end of the settlement date of October 30, 2026, compared with 4,547,071,138 shares in 1,659 securities for the previous reporting period. This represents a 1.56 day average daily volume; the previous reporting period’s figure was 1.76.

In summary, short interest in all 5,528 Nasdaq® securities totaled 22,900,619,296 shares at the October 30, 2026 settlement date, compared with 5,544 issues and 23,156,400,993 shares at the end of the previous reporting period. This is 2.66 days average daily volume, compared with an average of 2.93 days for the prior reporting period.

The open short interest positions reported for each Nasdaq security reflect the total number of shares sold short by all broker/dealers regardless of their exchange affiliations. A short sale is generally understood to mean the sale of a security that the seller does not own or any sale that is consummated by the delivery of a security borrowed by or for the account of the seller.

For more information on Nasdaq Short interest positions, including publication dates, visit https://www.nasdaq.com/market-activity/quotes/short-interest or http://www.nasdaqtrader.com/asp/short_interest.asp.

Nasdaq Short Interest Days

About Nasdaq:

Nasdaq (Nasdaq: NDAQ) is a leading global technology company serving corporate clients, investment managers, banks, brokers, and exchange operators as they navigate and interact with the global capital markets and the broader financial system. We aspire to deliver world-leading platforms that improve the liquidity, transparency, and integrity of the global economy. Our diverse offering of data, analytics, software, exchange capabilities, and client-centric services enables clients to optimize and execute their business vision with confidence. To learn more about the company, technology solutions, and career opportunities, visit us on LinkedIn, on X @Nasdaq, or at www.nasdaq.com.     

Media Contact: 
Sam Raffalli
sam.raffalli@nasdaq.com 

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/5d9b57a5-df75-45fb-8fed-3e5eebc0b436

NDAQO

Record Third Quarter Revenue of $16.0 Million, Up 342% Year-over-Year, with a Second Consecutive Quarter of Positive Adjusted EBITDA

Merlin.01 Launched October 1 and Now Operating, Advancing Persistent Global Intelligence Strategy

After Quarter-End New Space Systems Satellite Agreement to Sell Three In-Orbit Satellites for Approximately $37 Million

Commercial Customer Conversion Accelerates with Four In-Orbit Satellite Agreements Covering Seven Satellites Over the Last Twelve Months

Management to Host Webcast and Conference Call November 10, 2026 at 4:30 p.m. ET

NEW YORK, Nov. 10, 2026 (GLOBE NEWSWIRE) — Satellogic Inc. (NASDAQ: SATL), the infrastructure company for Persistent Global Intelligence (PGI), today reported its financial results for the third quarter ended September 30, 2026.

“We delivered an excellent third quarter, with record revenue and our second consecutive quarter of positive Adjusted EBITDA,” said Satellogic Founder and CEO Emiliano Kargieman. “Revenue grew 342% year-over-year to $16.0 million, following $15.9 million in the second quarter, as we continued to execute across both Data & Analytics and Space Systems. For the first nine months of 2026, revenue reached $38.1 million, more than twice what we generated in all of 2025. These results demonstrate the progress we are making in scaling the business and converting commercial activity into revenue.

“We completed the second satellite delivery under our $18 million agreement with Portugal’s CEiiA, demonstrating our ability to deliver working sovereign capabilities on accelerated timelines. Over the past 12 months, we have announced four in-orbit satellite agreements covering seven satellites and expanded our work with defense and intelligence partners, including Innovative Defense Technologies and SynMax. We extended our six-year relationship with HEO through a new three-year Non-Earth Imaging agreement. After quarter-end, we signed a new sovereign satellite agreement to sell three in-orbit satellites for a total contract value of approximately $37 million. This additional agreement now brings the announced value of these sovereign satellite agreements to approximately $67 million over the past year. In Data & Analytics, Aleph Observer is helping us move customers from individual imagery orders toward recurring monitoring programs. This shift moves customers from imagery that answers questions toward Persistent Global Intelligence that powers decisions. Building on these relationships and adding to our backlog remains a priority as we continue to grow the business.

“In October, we also launched two NewSat Mark VI satellites and an additional NewSat Mark V for our sovereign Space Systems program. Our Space Systems program gives allied governments a pathway from commercial access to dedicated, sovereign-controlled capability. The program builds on a body of proof points that includes Portugal’s purchase of a sovereign satellite, our execution of the first commercial in-orbit transfer of a satellite, Tata’s operation of dedicated capacity for India, and HEO’s first-of-its-kind sovereign capability for Australia. The Mark V launch is a direct response to the growing demand we are seeing from governments that want to own their intelligence capability.

“Our new Mark VI satellites are equipped with inter-satellite links, allowing them to communicate directly in orbit and operate as a coordinated system. The system is designed to allow a detection on one satellite to trigger tasking on another without every decision passing through the ground, shortening the time from detection to follow-up imagery. That capability underpins our Slingshot III work with IDT for the Office of Naval Research and will enable our Merlin constellation to cue our Mark VI satellites for high-resolution follow-up once the constellation enters service.

“The October 1 launch of Merlin.01, the first satellite in our Merlin constellation, marked another major milestone, achieved just 18 months after program kickoff, on schedule and on budget. Merlin.01 is now operating in orbit, with payload commissioning underway since mid-October. Merlin.01 supports our First Missions Program, through which we have begun initial engagement with customers on Merlin.01 imagery and change detections. We plan to launch additional Merlin satellites in the first half of 2027, with operational service and initial revenue from Merlin-based services expected to begin in the second half of 2027. Once fully operational, the constellation is designed to remap the planet daily, detect changes on board, and direct our high-resolution satellites to areas requiring closer observation. That is how we intend to expand persistent monitoring beyond the locations customers already know to changes occurring across the globe,” concluded Kargieman.

Dustin Greer, Satellogic Interim CFO, added, “Our financial results reflect strong revenue growth, which is translating into substantial year-over-year improvement in operating performance. Third quarter revenue increased 342% year-over-year to $16.0 million. Operating loss narrowed by $5.8 million, or 72%, to $2.3 million, while Adjusted EBITDA improved to positive $1.2 million from a loss of $4.9 million, marking our second consecutive quarter of positive Adjusted EBITDA. For the first nine months of 2026, Adjusted EBITDA was nearly breakeven at a $0.2 million loss, compared to a loss of $15.0 million a year ago. Third quarter GAAP net income of $28.3 million included a $30.0 million non-cash gain from changes in the fair value of financial instruments. This gain is not indicative of underlying operating performance.

“We ended September with $106.5 million in cash and cash equivalents and $66.9 million in total remaining performance obligations, reflecting contracts in place at September 30. Remaining performance obligations decreased from $80.7 million at June 30, primarily reflecting revenue recognized upon delivery of the second CEiiA satellite. The September 30 balance excludes the new approximately $37 million sovereign satellite agreement signed after quarter-end. Our liquidity position and the Merlin program’s full funding through customer contracts leave us well positioned to execute our production plan for the Merlin and NewSat fleet. We are balancing these growth investments with disciplined spending as we work toward positive free cash flow,” concluded Greer.

Third Quarter 2026 and Subsequent Operational Highlights

  • Generated record quarterly revenue of $16.0 million, up 342% year-over-year, including $6.6 million in Data & Analytics revenue and $9.5 million in Space Systems revenue. Operating loss narrowed 72% to $2.3 million, and Adjusted EBITDA was positive $1.2 million, marking the second consecutive quarter of positive Adjusted EBITDA. Cash and cash equivalents totaled $106.5 million at quarter-end.
  • Completed the in-orbit delivery of the second NewSat Mark V satellite under the previously announced $18 million agreement with Portugal’s CEiiA, contributing to third quarter Space Systems revenue. Over the past 12 months, Satellogic has announced four in-orbit satellite agreements covering seven satellites, including the sale of NewSat-34 to HEO, a $12 million satellite transfer to a sovereign defense customer and the new sovereign agreement signed after quarter-end described below.
  • Continued expanding Data & Analytics, which generated $6.6 million in third quarter revenue, more than double the prior-year period. Aleph Observer, launched in February 2026 with its first customer signed in April, supports recurring monitoring of hundreds of sites in a customer’s area of interest and will serve as a foundation for broader coverage as Merlin enters service.
  • Successfully launched Merlin.01 aboard SpaceX’s Transporter-18 mission on October 1, 2026, 18 months after program kickoff, alongside two NewSat Mark VI satellites equipped with inter-satellite links and one sovereign-program NewSat Mark V. All four spacecraft made contact and returned good subsystem health reports.
  • Merlin.01 is operating, with solar arrays deployed and payload commissioning underway since mid-October, supporting the Company’s First Missions Program and initial customer engagement on early Merlin data. Additional Merlin launches are planned for the first half of 2027, with operational service and initial revenue from Merlin-based services expected to begin in the second half of 2027. When fully operational, the constellation is designed to remap the planet daily in one-meter-class imagery, detect change on board, deliver alerts within 30 minutes and cue NewSat Mark VI satellites for 50-centimeter follow-up imagery.
  • Expanded work with Innovative Defense Technologies on the U.S. Office of Naval Research’s Slingshot III program. On-orbit activities and tests are planned for 2027 and 2028, with six NewSat Mark VI satellites to be integrated over the 18 months following the September announcement to support autonomous, low-latency maritime domain awareness.
  • Signed a three-year Non-Earth Imaging agreement with HEO that runs through 2029 and includes a seven-figure minimum annual commitment in each of its three years. The agreement covers NewSat Mark IV, Mark V and Mark VI satellites, including the newest ISL-equipped spacecraft, and extends a six-year working relationship.
  • Announced an agreement for SynMax’s Theia platform to serve as the channel for Merlin-derived maritime intelligence, including vessel tracking, dark-vessel identification, sanctions-evasion monitoring and illegal fishing analysis.
  • Supported HEO’s rendezvous and proximity operations campaign, during which Satellogic-built Continuum-1 inspected a derelict rocket body from within 27 kilometers at resolution as sharp as seven centimeters per pixel, demonstrating space domain awareness capabilities without new hardware.
  • Subsequent to quarter-end, signed an approximately $37 million agreement covering the in-orbit transfer of a NewSat Mark V and two NewSat Mark VI satellites. The transfers are expected to be complete by mid-2027, subject to standard contractual and regulatory milestones.
  • Strengthened leadership with the appointments of Vice Admiral Frank D. “Trey” Whitworth, U.S. Navy (Ret.), former Director of the National Geospatial-Intelligence Agency, as President; Jamil Kawar, who brings more than two decades of aerospace, defense and space experience, including senior international satellite sales roles at BlackSky and ICEYE, as Senior Vice President, Space Systems; and Dustin Greer as Interim CFO. The search for a permanent CFO continues.

Financial Results for the Three and Nine Months Ended September 30, 2026

Third quarter revenue increased $12.4 million, or 342%, to a record $16.0 million from $3.6 million in the prior-year period. Data & Analytics revenue, including Constellation-as-a-Service, was $6.6 million compared with $3.2 million, driven by higher contract volumes and task orders. Compared with $7.1 million in the second quarter, the sequential change primarily reflected the lower non-cash revenue recognized under the Company’s Palantir agreement. Space Systems revenue was $9.5 million, including the delivery of the second CEiiA satellite, compared with $0.5 million in the prior-year period.

Cost of revenue, excluding depreciation, was $3.5 million compared with $1.2 million a year ago, reflecting the cost of the sale of a satellite during the period and increased cloud computing and ground station activity. Engineering expense was $3.8 million versus $2.6 million, and selling, general and administrative expense was $9.9 million versus $6.4 million, primarily reflecting investment in personnel and commercial capabilities. Operating loss narrowed 72% to $2.3 million from $8.1 million. Adjusted EBITDA improved to positive $1.2 million from a loss of $4.9 million, marking the second consecutive quarter of positive Adjusted EBITDA.

Third quarter GAAP net income was $28.3 million compared with $4.0 million in the prior-year period. The 2026 result included a $30.0 million non-cash gain from changes in the fair value of financial instruments, versus $11.9 million a year ago. The gain primarily reflected remeasurement of warrant and earnout liabilities ahead of their first-quarter 2027 expirations and is not indicative of underlying operating performance.

Cash and cash equivalents were $106.5 million as of September 30, 2026, compared with $94.4 million at year-end 2025. Net cash used in operating activities was $10.4 million for the quarter versus $8.4 million a year ago, reflecting working capital timing, including higher receivables. Under GAAP, $4.8 million of proceeds from an in-orbit satellite sale were classified as investing cash flow. Including those proceeds, non-GAAP Adjusted Net Cash Used in Operating Activities was $5.5 million versus $8.4 million. Quarterly capital expenditures totaled $6.2 million, primarily for Merlin and NewSat production, versus $1.3 million.

Total remaining performance obligations were $66.9 million at September 30, 2026, compared with $80.7 million at June 30, 2026, primarily reflecting revenue recognized upon delivery of the second CEiiA satellite. The September 30, 2026 balance reflects contracts in place at quarter-end, including the HEO Non-Earth Imaging agreement, and excludes $1.0 million of variable consideration that was constrained as of September 30, 2026. The September 30 balance excludes the new sovereign satellite agreement described above, which was signed after quarter-end. Of the September 30, 2026 balance, $33.4 million is expected to be recognized as revenue within one year, $8.7 million in the following year, $8.2 million in year three and $16.6 million thereafter. Secured Convertible Note principal remained unchanged at $18.0 million.

For the first nine months of 2026, revenue increased 232% to $38.1 million from $11.5 million, exceeding full-year 2025 revenue of $17.7 million by 115%. Data & Analytics revenue was $18.3 million compared with $10.1 million, while Space Systems revenue reached $19.8 million compared with $1.3 million. Operating loss narrowed to $8.4 million from $23.9 million, and the Adjusted EBITDA loss improved to $0.2 million from $15.0 million.

Nine-month GAAP net loss was $110.0 million versus $35.3 million a year ago, primarily reflecting a $102.7 million net non-cash fair value charge related to the Company’s financial instruments, including the effects of share-price appreciation and the conversion of $12.0 million of Secured Convertible Note principal. Net cash used in operating activities was $18.8 million versus $17.4 million. Including $13.2 million of in-orbit satellite sale proceeds reported in investing activities, non-GAAP Adjusted Net Cash Used in Operating Activities was $5.7 million versus $17.4 million, an $11.8 million improvement. Year-to-date capital expenditures totaled $17.4 million versus $4.0 million.

Third Quarter Fiscal Year 2026 Financial Results Conference Call

Satellogic’s Chief Executive Officer Emiliano Kargieman and Interim Chief Financial Officer Dustin Greer will host a conference call, followed by a question-and-answer period. The conference call will be accompanied by a presentation, which can be viewed during the webcast or accessed following the call via the investor relations section of the Company’s website.

To access the call, please use the following information:

Date: Tuesday, November 10, 2026
Time: 4:30 p.m. Eastern time (1:30 p.m. Pacific time)
Dial-in: 1-877-407-0752
International Dial-in: 1-201-389-0912
Conference Code: 13763257
Webcast: https://viavid.webcasts.com/starthere.jsp?ei=1779304&tp_key=7ad56fbb10

A telephone replay will be available approximately three hours after the call and will run through November 24, 2026, by dialing 1-844-512-2921 from the U.S., or 1-412-317-6671 from international locations, and entering replay pin number: 13763257. The replay can also be viewed through the webcast link above and the presentation utilized during the call will be available in the Company’s investor relations section here.

Use of Non-GAAP Financial Measures

To supplement our Condensed Consolidated Financial Statements, which are prepared and presented in accordance with U.S. GAAP, we use the following non-GAAP measures: EBITDA, Adjusted EBITDA, Free Cash Flow, and Adjusted Net Cash Used in Operating Activities. The presentation of this financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with U.S. GAAP.

We define Non-GAAP EBITDA as net income (loss) excluding interest income, net, income taxes, depreciation and amortization. Interest income, net is interest income less interest expense. We did not incur amortization expense during the three and nine months ended September 30, 2026 and 2025.

We define Non-GAAP Adjusted EBITDA as Non-GAAP EBITDA further adjusted for other (expense) income, net, changes in the fair value of financial instruments, and stock-based compensation. Other (expense) income, net consists primarily of foreign currency gains and losses.

We define Non-GAAP Free Cash Flow as net cash used in operating activities, less payments for capital expenditures, plus proceeds from the sale of in-orbit satellites.

We define Non-GAAP Adjusted Net Cash Used in Operating Activities as net cash used in operating activities plus proceeds from the sale of in-orbit satellites.

As of January 1, 2026, we updated our methodology to exclude interest income from EBITDA and Adjusted EBITDA. This change aligns our reporting with industry peers and better serves our goal of providing useful information regarding our operating performance by ensuring that non-operating income and losses are excluded from our Non-GAAP profitability measures. The prior period has been recast using the updated methodology.

Non-GAAP Financial Measure Reconciliations

The following table presents a reconciliation of Non-GAAP EBITDA and Non-GAAP Adjusted EBITDA to our net income (loss) for the periods indicated.

  Three Months Ended September 30,   Nine Months Ended September 30,
(in thousands of U.S. dollars) 2026   2025   2026   2025
Net income (loss) available to stockholders $  28,304     $  3,967     $  (110,047 )   $  (35,266 )
Interest income, net                   (829 )                     (272 )                  (2,789 )                     (734 )
Income tax (benefit) expense                     258                         119                      2,237                         794  
Depreciation                  1,107                      1,502                      3,644                      6,037  
Non-GAAP EBITDA $  28,840     $  5,316     $  (106,955 )   $  (29,169 )
Change in fair value of financial instruments   (29,999 )     (11,882 )                102,691                    10,791  
Other expense (income), net (1)                     (18 )                       (14 )                     (471 )                       533  
Stock-based compensation                  2,347                      1,653                      4,515                      2,824  
Non-GAAP Adjusted EBITDA $  1,170     $  (4,927 )   $   (220 )   $  (15,021 )

(1) Other expense (income), net includes foreign exchange gain or loss and other non-operating income and expenses not considered indicative of our ongoing operational performance.

The following table presents a reconciliation of Non-GAAP Free Cash Flow to cash flows used in operating activities for the periods indicated.

  Three Months Ended September 30,   Nine Months Ended September 30,
(in thousands of U.S. dollars) 2026   2025   2026   2025
Net cash used in operating activities $  (10,359 )   $  (8,371 )   $  (18,831 )   $  (17,435 )
Purchases of property and equipment                 (6,214 )                   (1,338 )                 (17,399 )                        (4,027 )
Proceeds from sale of in-orbit satellites                  4,840       —                    13,175       —  
Non-GAAP Free Cash Flow $  (11,733 )   $  (9,709 )   $  (23,055 )   $  (21,462 )

The following table presents a reconciliation of Non-GAAP Adjusted Net Cash Used in Operating Activities to cash flows used in operating activities for the periods indicated.

  Three Months Ended September 30,   Nine Months Ended September 30,
(in thousands of U.S. dollars) 2026   2025   2026   2025
Net cash used in operating activities $  (10,359 )   $  (8,371 )   $  (18,831 )   $  (17,435 )
Proceeds from sale of in-orbit satellites                  4,840       —                    13,175       —  
Non-GAAP Adjusted Net Cash Used in Operating Activities $  (5,519 )   $  (8,371 )   $  (5,656 )   $  (17,435 )


About Satellogic

Founded in 2010, Satellogic (NASDAQ: SATL) builds the infrastructure for Persistent Global Intelligence (PGI): continuous, proactive awareness of the places, assets, and activities that matter. The company combines high-cadence satellite collection, best-in-class technology, AI-accelerated workflows, and sovereign-trusted architecture to help customers move from episodic imagery to persistent monitoring programs.

Satellogic serves allied defense and intelligence agencies, civil governments, and commercial markets that need reliable, scalable awareness of change across large portfolios of sites. Customers can begin with discovery, expand into persistent monitoring, and build toward dedicated or sovereign-controlled capacity as their mission requirements grow.

To learn more, please visit: https://www.satellogic.com

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the U.S. federal securities laws. The words “anticipate”, “believe”, “continue”, “could”, “estimate”, “expect”, “intends”, “may”, “might”, “plan”, “possible”, “potential”, “predict”, “project”, “should”, “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements are based on Satellogic’s current expectations and beliefs concerning future developments and their potential effects on Satellogic. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. These statements are based on various assumptions, whether or not identified in this press release. These forward-looking statements are provided for illustrative purposes only and are not intended to serve, and must not be relied on by an investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of Satellogic. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: (i) our ability to generate revenue as expected, including due to challenges created by macroeconomic concerns, geopolitical uncertainty (e.g., trade relationships), financial market fluctuations and related factors, (ii) our ability to effectively market and sell our PGI services and to convert our pipeline of potential contracts into actual revenues, (iii) market acceptance of our PGI services and our dependence upon our ability to keep pace with the latest technological advances, including those related to artificial intelligence and machine learning, (iv) risks related to the secured convertible notes, (v) the potential loss of one or more of our largest customers, (vi) the considerable time and expense related to our sales efforts and the length and unpredictability of our sales cycle, (vii) risks and uncertainties associated with defense-related contracts, (viii) risks related to our pricing structure, (ix) our ability to scale production of our satellites as planned, (x) unforeseen risks, challenges and uncertainties related to our expansion into new business lines, (xi) our dependence on third parties, including SpaceX, to transport and launch our satellites into space, (xii) our reliance on third-party vendors and manufacturers to build and provide certain satellite components, products, or services and the inability of these vendors and manufacturers to meet our needs, (xiii) our dependence on ground station and cloud-based computing infrastructure operated by third parties for value-added services, and any errors, disruption, performance problems, or failure in their or our operational infrastructure, (xiv) risks related to certain minimum service requirements in our customer contracts, (xv) our ability to identify suitable acquisition candidates or consummate acquisitions on acceptable terms, or our ability to successfully integrate acquisitions, (xvi) competition for PGI services, (xvii) risks related to changes in tax laws and regulations, including the “One Big Beautiful Bill Act,” (xviii) risks related to changes in trade policy and the related impact on macroeconomic conditions, including further expansions of U.S. export controls and tariffs, as well as related retaliatory actions, (xix) challenges with international operations or unexpected changes to the regulatory environment in certain markets, (xx) unknown defects or errors in our products, (xxi) risks related to the capital-intensive nature of our business and our ability to raise adequate capital to finance our business strategies, (xxii) uncertainties beyond our control related to the production, launch, commissioning, and/or operation of our satellites and related ground systems, software and analytic technologies, (xxiii) the failure of the market for PGI services to achieve the growth potential we expect, (xxiv) risks related to our satellites and related equipment becoming impaired, (xxv) risks related to the failure of our satellites to operate as intended, (xxvi) production and launch delays, launch failures, and damage or destruction to our satellites during launch, (xxvii) significant risks and uncertainties related to our insurance that may not be covered by insurance, (xxviii) the impact of geopolitical disruptions (including the ongoing conflict in the Middle East), natural disasters, unusual or prolonged unfavorable weather conditions, public health emergencies or other developments outside of our control on our business and satellite launch schedules, (xxix) risks related to our ability to protect our intellectual property critical to the design and function of our satellites and our PGI services, and (xxx) the anticipated benefits of our domestication may not materialize. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of Satellogic’s Annual Report on Form 10-K and other documents filed or to be filed by Satellogic from time to time with the Securities and Exchange Commission. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Satellogic assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Satellogic can give no assurance that it will achieve its expectations.

Contacts

Investor Relations:
ir@satellogic.com

Media Relations:
pr@satellogic.com

SATELLOGIC INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(UNAUDITED)
 
(in thousands of U.S. dollars, except share and Three Months Ended September 30,   Nine Months Ended September 30,
per share amounts) 2026   2025   2026   2025
Revenue              
Service revenue $ 7,610     $ 3,633     $ 20,565     $ 11,460  
Product revenue   8,431       —       17,502       —  
Total revenue   16,041       3,633       38,067       11,460  
               
Costs and expenses, exclusive of depreciation shown separately below              
Cost of service revenue   2,133       1,171       5,223       3,597  
Cost of product revenue   1,409       —       2,592       —  
Cost of revenue   3,542       1,171       7,815       3,597  
Engineering   3,825       2,629       9,979       7,449  
Selling, general and administrative   9,851       6,413       25,008       18,259  
Depreciation   1,107       1,502       3,644       6,037  
Total costs and expenses   18,325       11,715       46,446       35,342  
Operating loss   (2,284 )     (8,082 )     (8,379 )     (23,882 )
Other income (expense), net              
Interest income, net   829       272       2,789       734  
Change in fair value of financial instruments   29,999       11,882       (102,691 )     (10,791 )
Other income (expense), net   18       14       471       (533 )
Total other income (expense), net   30,846       12,168       (99,431 )     (10,590 )
Income (loss) before income tax   28,562       4,086       (107,810 )     (34,472 )
Income tax benefit (expense)   (258 )     (119 )     (2,237 )     (794 )
Net income (loss) available to stockholders $ 28,304     $ 3,967     $ (110,047 )   $ (35,266 )
Other comprehensive (loss) gain              
Foreign currency translation (loss) gain, net of tax   (42 )     107       (840 )     1,113  
Comprehensive income (loss) $ 28,262     $ 4,074     $ (110,887 )   $ (34,153 )
               
Basic net income (loss) per share for the period attributable to holders of Common Stock $ 0.18     $ 0.04     $ (0.74 )   $ (0.35 )
Basic weighted-average Common Stock outstanding   154,733,319       105,984,243       149,347,566       101,982,971  
Diluted net income (loss) per share for the period attributable to holders of Common Stock $ 0.14     $ (0.02 )   $ (0.74 )   $ (0.35 )
Diluted weighted-average Common Stock outstanding   179,276,336       130,984,243       149,347,566       101,982,971  
                               

SATELLOGIC INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
       
  September 30,   December 31,
(in thousands of U.S. dollars, except share and par value amounts) 2026   2025
ASSETS      
Current assets      
Cash and cash equivalents $ 106,545     $ 94,430  
Restricted cash   2,557       7,407  
Accounts receivable, net of allowance of $25 and $52, respectively   12,118       8,548  
Inventories   476       2,090  
Prepaid expenses and other current assets   5,139       2,699  
Total current assets   126,835       115,174  
Property and equipment, net   38,767       24,650  
Operating lease right-of-use assets   6,193       7,048  
Investment in equity securities   14,336       —  
Other non-current assets 1   1,397       4,431  
Total assets $ 187,528     $ 151,303  
LIABILITIES AND STOCKHOLDERS’ EQUITY      
Current liabilities      
Accounts payable $ 5,247     $ 2,432  
Warrant liabilities   8,702       5,818  
Earnout liabilities   680       554  
Operating lease liabilities   1,320       1,174  
Contract liabilities   6,713       10,609  
Accrued expenses and other liabilities   3,217       1,918  
Total current liabilities   25,879       22,505  
Secured Convertible Notes at fair value   85,950       56,110  
Operating lease liabilities   5,168       6,099  
Contract liabilities   3,000       4,000  
Other non-current liabilities   4,179       2,063  
Total liabilities   124,176       90,777  
Commitments and contingencies      
Stockholders’ equity      
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, 0 shares issued and outstanding as of September 30, 2026 and December 31, 2025   —       —  
Class A Common Stock, $0.0001 par value, 385,000,000 shares authorized, 144,077,945 shares issued and 143,510,122 shares outstanding as of September 30, 2026 and 125,639,916 shares issued and 125,072,093 shares outstanding as of December 31, 2025   —       —  
Class B Common Stock, $0.0001 par value, 15,000,000 shares authorized, 10,582,641 shares issued and outstanding as of September 30, 2026 and December 31, 2025   —       —  
Treasury stock, at cost, 567,823 shares as of September 30, 2026 and December 31, 2025   (8,603 )     (8,603 )
Additional paid-in capital   587,199       473,486  
Accumulated other comprehensive (loss) income   (309 )     531  
Accumulated deficit   (514,935 )     (404,888 )
Total stockholders’ equity   63,352       60,526  
Total liabilities and stockholders’ equity $ 187,528     $ 151,303  
               

SATELLOGIC INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
   
  Nine Months Ended September 30,
(in thousands of U.S. dollars) 2026   2025
Cash flows from operating activities:      
Net loss $ (110,047 )   $ (35,266 )
Adjustments to reconcile net loss to net cash used in operating activities:      
Depreciation expense   3,644       6,037  
Operating lease expense   1,507       1,234  
Deferred tax expense (benefit)   1,992       —  
Stock-based compensation   4,515       2,824  
Change in fair value of financial instruments, net of interest paid on Secured Convertible Notes   100,157       7,479  
Foreign exchange differences   (284 )     (102 )
Loss on disposal of property and equipment   580       471  
Release of estimated credit losses on accounts receivable   (29 )     (60 )
Equity in net (income) loss of affiliate   —       (21 )
Non-cash change in contract liabilities   (276 )     (262 )
Adjustment for proceeds on sale of in-orbit satellites   (13,175 )     —  
Changes in operating assets and liabilities:      
Accounts receivable   (4,154 )     (20 )
Inventories   2,027       —  
Prepaid expenses and other current assets   (2,453 )     2,008  
Accounts payable   1,312       (1,475 )
Contract liabilities   (4,349 )     2,397  
Accrued expenses and other liabilities   1,640       (1,626 )
Operating lease liabilities   (1,438 )     (1,053 )
Net cash used in operating activities   (18,831 )     (17,435 )
Cash flows from investing activities:      
Purchases of property and equipment   (17,399 )     (4,027 )
Proceeds from sale of in-orbit satellites   13,175       —  
Net cash used in investing activities   (4,224 )     (4,027 )
Cash flows from financing activities:      
Payments for withholding taxes related to the net share settlement of equity awards   (1,830 )     (980 )
Proceeds from issuance of Common Stock under ATM Program, net of transaction costs   —       7,448  
Proceeds from Registered Direct Offerings, net of transaction costs   32,795       18,769  
Proceeds from exercise of stock options   235       1,745  
Net cash provided by financing activities   31,200       26,982  
Net increase in cash, cash equivalents and restricted cash   8,145       5,520  
Effect of foreign exchange rate changes on cash and cash equivalents   78       148  
Cash, cash equivalents and restricted cash – beginning of period   102,092       23,682  
Cash, cash equivalents and restricted cash – end of period $ 110,315     $ 29,350  

_______________

1 $1,213 of Restricted cash included in Other non-current assets

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