EMERYVILLE, Calif., Nov. 10, 2026 (GLOBE NEWSWIRE) — Grocery Outlet Holding Corp. (NASDAQ: GO) (“Grocery Outlet,” the “Company,” “we” or “our”) today announced financial results for the third quarter of fiscal 2026 ended October 3, 2026.

Highlights for Third Quarter Fiscal 2026 as compared to the Prior Year Period:

  • Net sales increased by 0.9% to $1.18 billion.
  • Comparable store sales increased by 0.5%.
  • Gross margin was 30.0% compared to 30.4% last year.
  • Operating income was $24.0 million, which included $3.6 million in net restructuring credits.
  • Net income was $13.3 million, or $0.13 per diluted share, compared to $11.6 million, or $0.12 per diluted share last year. Adjusted net income(1) was $15.6 million, or $0.16 diluted adjusted earnings per share(1), compared to $20.7 million, or $0.21 diluted adjusted earnings per share(1) last year.
  • Adjusted EBITDA(1) was $59.4 million, representing 5.0% of net sales.

Highlights for the 39 Weeks Ended October 3, 2026 as compared to the Prior Year Period:

  • Net sales increased by 1.8% to $3.54 billion.
  • Comparable store sales declined by 0.2%.
  • Gross margin was 29.9% compared to 30.5% last year.
  • Operating loss was $138.2 million, which included $158.0 million in non-cash goodwill impairment and $20.1 million in net restructuring charges.
  • Net loss was $161.4 million, or $(1.63) per diluted share, compared to net loss of $6.8 million, or $(0.07) per diluted share last year. Adjusted net income(1) was $40.5 million, or $0.41 diluted adjusted earnings per share(1), compared to $56.5 million, or $0.57 diluted adjusted earnings per share(1) last year.
  • Adjusted EBITDA(1) was $168.2 million, representing 4.8% of net sales.

“In the third quarter we returned to positive comparable store sales, driven by continued improvements to the execution of our opportunistic product offering,” said Jason Potter, President and CEO of Grocery Outlet. “Traffic accelerated and basket trends again improved sequentially as we enhanced our value proposition. In partnership with our operators and suppliers, we will continue to build on this progress with a focus on driving sustainable sales growth and improved profitability over time. This stronger foundation increases our confidence in our long-term opportunity.”

__________________________________
(1) Adjusted net income, diluted adjusted earnings per share, adjusted EBITDA and adjusted EBITDA margin are non-GAAP financial measures, which exclude the impact of certain special items. Please note that our non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. See the “Non-GAAP Financial Information” section of this release as well as the respective reconciliations of our non-GAAP financial measures below for additional information about these items.

Third Quarter Fiscal 2026 Financial Summary

Net sales increased 0.9% to $1.18 billion due to new store sales and a 0.5% increase in comparable store sales, partially offset by decreased sales from store closures as a result of the Optimization Plan as further discussed below. The increase in comparable store sales was driven by a 2.4% increase in the number of transactions, partially offset by a 1.9% decrease in average transaction size. We opened 14 new stores and closed zero stores, ending the quarter with 561 stores in 16 states.

Gross profit decreased slightly to $353.0 million. Gross margin was 30.0%, a decline of 40 basis points due primarily to the impact of product promotions to drive sales, higher transportation expenses, and the impact from a broad reduction in consumer demand for produce as a result of a Cyclospora outbreak associated with certain fresh produce items, partially offset by a favorable shift in sales mix toward opportunistic products.

Selling, general and administrative expenses increased slightly to $332.5 million. As a percentage of net sales, SG&A expenses declined 10 basis points to 28.2%.

Operating income was $24.0 million, which included $3.6 million in net restructuring credits related to the Optimization Plan consisting of $15.8 million in non-cash credits primarily from the net write-off of lease right-of-use assets and lease liabilities, partially offset by $12.2 million in cash charges.

39 Weeks Ended October 3, 2026 Financial Summary

Net sales increased 1.8% to $3.54 billion due to new store sales, partially offset by decreased sales from store closures as a result of the Optimization Plan and a 0.2% decrease in comparable store sales. The decrease in comparable store sales was driven by a 2.3% decrease in average transaction size, partially offset by a 2.1% increase in the number of transactions. We opened 31 new stores and closed 40 stores, including 36 stores as a result of the Optimization Plan.

Gross profit was relatively unchanged at $1.06 billion. Gross margin decreased 60 basis points to 29.9% during the first three quarters, driven primarily by the impact of product promotions to drive sales, inventory markdowns and write-offs associated with the store closures under the Optimization Plan, and higher transportation expenses, partially offset by improvements in inventory management.

Selling, general and administrative expenses increased by 2.0% versus last year to $1.02 billion. As a percentage of net sales, SG&A expenses were relatively unchanged at 28.8% during the first three quarters.

Operating loss was $138.2 million, which included a $158.0 million non-cash goodwill impairment charge during the first quarter of fiscal 2026 as a result of a decline in stock price, and $20.1 million in net restructuring charges related to the Optimization Plan consisting of $29.7 million in cash charges, partially offset by $9.6 million in net non-cash credits primarily from the net write-off of lease right-of-use assets and lease liabilities. The non-cash goodwill impairment charge does not impact future operations.

Cash Flow & Capital Spending:

  • Net cash provided by operating activities during the third quarter of fiscal 2026 was $18.2 million compared with $17.3 million for the third quarter last year. The increase in operating cash flow was driven primarily by higher accrued and other liabilities due primarily to timing, partially offset by lower operating lease liabilities as a result of the Optimization Plan.
  • Capital expenditures for the third quarter of fiscal 2026, before tenant improvement allowances, were $28.1 million, a decrease of $16.3 million from the third quarter of fiscal 2025 due to lower spending on current and future new store openings and prior year investments in new warehouses. Capital expenditures, net of tenant improvement allowances, for the third quarter this year, were $25.7 million compared with $39.4 million for the same period last year.

Optimization Plan:

As previously reported, we initiated a business optimization plan during the first quarter of fiscal 2026, intended to strengthen long-term profitability and cash flow generation, improve operational execution, optimize our existing store footprint and align with our disciplined new store growth strategy (the “Optimization Plan”). Under the Optimization Plan, we closed 36 financially underperforming stores (“Closure Stores”) in March and April of 2026. We have negotiated, or intend to negotiate, the termination, sublease or assignment of the store leases for the Closure Stores. In addition, we have substantially completed the termination of operator agreements with independent operators for the Closure Stores and certain other store locations (the “Operator Agreement Terminations”).

We estimate that we will incur total net restructuring charges under the Optimization Plan of between $22 million and $29 million. We increased our estimated range in the third quarter of fiscal 2026 primarily due to an update in expected lease termination costs and idle property costs. We now expect the operational actions and financial impacts of the Optimization Plan to be substantially completed by the fourth quarter of fiscal 2027.

Outlook:

The Company has revised key guidance figures for fiscal 2026 as shown in the current guidance as follows:

  Previous Current
New store openings, net(1) 30 to 33 30 to 31
Net sales $4.70 to $4.72 billion $4.70 to $4.72 billion
Comparable store sales increase / decrease -0.5% to 0.0% 0.2% to 0.4%
Gross margin 29.8% to 30.0% 29.8% to 30.0%
Adjusted EBITDA $225 million to $235 million $225 million to $229 million
Diluted adjusted earnings per share $0.51 to $0.55 $0.52 to $0.55
Capital expenditures (net of tenant improvement allowances) $170 million $170 million

__________________________________
(1) Excludes store closures related to the Optimization Plan.

Conference Call Information:

A conference call to discuss the third quarter fiscal 2026 financial results is scheduled for today, November 10, 2026 at 4:30 p.m. Eastern Time. Investors and analysts interested in participating in the call are invited to dial (877) 407-9208 approximately 15 minutes prior to the start of the call. A live audio webcast of the conference call will be available online at https://investors.groceryoutlet.com.

A taped replay of the conference call will be available within three hours of the conclusion of the call and can be accessed both online and by dialing (844) 512-2921 and entering access code 13762409. The telephone dial-in replay will be available for approximately two weeks after the call. The webcast replay will be available for approximately one year after the call.

Non-GAAP Financial Information:

In addition to reporting financial results in accordance with accounting principles generally accepted in the United States (“GAAP”), management and the Board of Directors use EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted net income, adjusted earnings per share, and cash-on-cash return as supplemental key metrics to assess our financial performance, and net leverage as a supplemental metric to assess our liquidity. These non-GAAP financial measures are also frequently used by analysts, investors and other interested parties to evaluate the Company and other companies in our industry. Management believes it is useful to investors and analysts to evaluate these non-GAAP financial measures on the same basis as management uses to evaluate our operating results and liquidity. Management uses these non-GAAP financial performance measures to supplement GAAP financial measures of performance to evaluate the effectiveness of our business strategies, to make budgeting decisions and to compare our performance against that of other peer companies using similar measures. In addition, we use adjusted EBITDA and adjusted earnings per share to supplement GAAP financial measures of performance to evaluate performance in connection with compensation decisions. Management believes that excluding items from operating income (loss), net income (loss) and earnings (net loss) per diluted share that may not be indicative of, or are unrelated to, our core operating results, and that may vary in frequency or magnitude, enhances the comparability of our results and provides additional information for analyzing trends in our business. Management uses net leverage to evaluate our overall liquidity and financial flexibility to pursue operational strategies and to evaluate our capital structure, and our ability to service our long-term debt obligations.

Management defines EBITDA as net income (loss) before net interest expense, income taxes and depreciation and amortization expenses. Adjusted EBITDA represents EBITDA adjusted to exclude share-based compensation expense (benefit), asset impairment and gain or loss on disposition, acquisition and integration costs, restructuring and related charges, goodwill impairment and certain other expenses that may not be indicative of, or are unrelated to, our core operating results, and that may vary in frequency or magnitude. Adjusted EBITDA margin is calculated as adjusted EBITDA divided by net sales, expressed as a percentage. Adjusted net income represents net income (loss) adjusted for the previously mentioned adjusted EBITDA adjustments, further adjusted for the amortization of property and equipment purchase accounting asset step-ups and deferred financing costs, tax adjustment to normalize the effective tax rate, and tax effect of total adjustments. Basic adjusted earnings per share is calculated using adjusted net income, as defined above, and basic weighted-average shares outstanding. Diluted adjusted earnings per share is calculated using adjusted net income, as defined above, and diluted weighted-average shares outstanding. Management defines cash-on-cash returns as Four Wall EBITDA divided by total net cash investment. Four Wall EBITDA includes store level costs such as product and distribution costs, commissions, occupancy, marketing and other related costs. A definition of net leverage and a related reconciliation to the most directly comparable GAAP financial measure can be found on the Investor Relations section of our website under “Financial Information—Quarterly Results.”

These non-GAAP financial measures may not be comparable to similar measures reported by other companies and have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under GAAP. We address the limitations of the non-GAAP financial measures through the use of various GAAP measures. In the future we will incur expenses or charges such as those added back to calculate adjusted EBITDA or adjusted net income. The presentation of these non-GAAP financial measures should not be construed as an inference that future results will be unaffected by the adjustments used to derive such non-GAAP measures.

We have not reconciled the non-GAAP adjusted EBITDA and diluted adjusted earnings per share forward-looking guidance included in this release to the most directly comparable GAAP measures because this cannot be done without unreasonable effort. This is due to the inherent difficulty of forecasting the timing or amount of various items that have not yet occurred and are out of our control or cannot be reasonably predicted. For the same reasons, we are unable to address the probable significance of the unavailable information, which could be material to future results. We have also not reconciled the cash-on-cash return forward-looking outlook because such metric includes store-level cash flows and initial capital investment at the individual store level, which are not captured or presented on a GAAP basis. Reconciling this metric to a GAAP measure would require unreasonable efforts and assumptions.

Forward-Looking Statements:

This news release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this release other than statements of historical fact, including statements regarding our future operating results and financial position, our business strategy and plans, the Optimization Plan and its associated activities, costs and benefits, the restructuring plan adopted in fiscal 2025 (the “Restructuring Plan”) and its associated benefits, our ability to drive long-term value and business and market trends may constitute forward-looking statements. Words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “outlook,” “plan,” “project,” “seek,” “will,” and similar expressions, are intended to identify such forward-looking statements. These forward-looking statements are subject to a number of risks, uncertainties and assumptions that may cause actual results to differ materially from those expressed or implied by any forward-looking statements, including the following: failure of suppliers to consistently supply the Company with opportunistic products at attractive pricing; inability to successfully identify trends and maintain a consistent level of opportunistic products or general inventory; failure to maintain or increase comparable store sales; any significant disruption to our distribution network, the operations, technology and capacity of our distribution centers and our timely receipt of inventory; risks associated with newly opened stores; risks associated with our growth strategy, including opening, relocating or remodeling stores on schedule and on budget, as well as the revised near-term new store growth strategy as reflected in the Restructuring Plan and Optimization Plan; risks related to our plan to operate certain newly opened stores as Company-operated stores; risks associated with our store refresh initiatives, including that such efforts do not lead to improvements in operating results or are more costly to implement than we anticipate; financial and operating impacts associated with our Optimization Plan; inflation, tariffs, fuel price increases and other changes affecting the market prices of the products we sell as well as the costs we incur in operating our business; failure to maintain our reputation and the value of our brand, including protecting our intellectual property; inability to maintain sufficient levels of cash flow from our operations to fund our growth strategy; risks associated with leasing substantial amounts of space; inability to attract, train and retain highly qualified employees or the loss of executive officers or other key personnel; costs and successful implementation of marketing, advertising and promotions; natural or man-made disasters, climate change, power outages, major health epidemics, pandemic outbreaks, terrorist acts, global political events or other serious catastrophic events and the concentration of our business operations; unexpected costs and negative effects if we incur losses not covered by our insurance program; difficulties associated with labor relations and shortages; failure to participate effectively in the growing online retail marketplace; failure to properly integrate or achieve the expected benefits of any acquired businesses; the uncertain outcome, timing and expenses of our ongoing strategic review of recently acquired assets; risks associated with economic conditions; risks associated with uncertainty and changes in U.S. trade policies, including tariffs; delay or disruption in funding of benefits provided under government-funded assistance programs, such as the Supplemental Nutrition Assistance Program; competition in the retail food industry; movement of consumer trends toward private labels and away from name-brand products; risks associated with deploying our own private label brands; inability to attract and retain qualified independent operators of the Company (“IOs”); failure of the IOs to successfully manage their business; failure of the IOs to repay notes outstanding to the Company; inability of the IOs to avoid excess inventory shrink; any loss or changeover of an IO; legal proceedings initiated against the IOs; legal challenges to the IO/independent contractor business model; failure to maintain positive relationships with the IOs; risks associated with actions the IOs could take that could harm our business; material disruption to information technology systems, including risks associated with our technology initiatives or third-party security breaches or other disruptions; failure to maintain the security of information we hold, including relating to personal information or payment card data; risks associated with products we and our IOs sell; risks associated with laws and regulations generally applicable to retailers; legal or regulatory proceedings; our substantial indebtedness could affect our ability to operate our business, react to changes in the economy or industry or pay debts and meet obligations; restrictive covenants in our debt agreements may restrict our ability to pursue our business strategies, and failure to comply with any of these restrictions could result in acceleration of our debt; risks associated with tax matters; changes in accounting standards and subjective assumptions, estimates and judgments by management related to complex accounting matters; and the other factors discussed under “Risk Factors” in our most recent annual report on Form 10-K and in other subsequent reports we file with the United States Securities and Exchange Commission (the “SEC”). Our periodic filings are accessible on the SEC’s website at www.sec.gov.

Moreover, we operate in a very competitive and rapidly changing environment, and new risks emerge from time to time. Although we believe that the expectations reflected in the forward-looking statements are reasonable, and our expectations based on third-party information and projections are from sources that management believes to be reputable, we cannot guarantee future results, levels of activity, performance or achievements. These forward-looking statements are made as of the date of this release or as of the date specified herein and we have based these forward-looking statements on current expectations and projections about future events and trends. Except as required by law, we do not undertake any duty to update any of these forward-looking statements after the date of this release or to conform these statements to actual results or revised expectations.

About Grocery Outlet:

Based in Emeryville, California, Grocery Outlet is a growth-oriented extreme value retailer of quality, name-brand consumables and fresh products sold primarily through a network of independently operated stores. Grocery Outlet and its subsidiaries have more than 560 stores in California, Washington, Oregon, Pennsylvania, Tennessee, Nevada, Idaho, Virginia, Maryland, North Carolina, Ohio, Georgia, New Jersey, Alabama, Delaware and Kentucky.

INVESTOR RELATIONS CONTACT:

Nicolo Cottarelli
(510) 250-4629
ncottarelli@cfgo.com

GROCERY OUTLET HOLDING CORP.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands, except per share data)
(unaudited)
 
  13 Weeks Ended   39 Weeks Ended
  October 3,
2026
  September 27,
2025
  October 3,
2026
  September 27,
2025
Net sales $ 1,178,288     $ 1,168,153   $ 3,537,404     $ 3,473,492  
Cost of sales   825,285       813,017     2,478,484       2,415,218  
Gross profit   353,003       355,136     1,058,920       1,058,274  
Selling, general and administrative expenses   332,524       331,016     1,019,070       998,858  
Restructuring charges (credits), net   (3,562 )     1,296     20,057       46,328  
Goodwill impairment   —       —     158,000       —  
Operating income (loss)   24,041       22,824     (138,207 )     13,088  
Interest expense, net   7,045       6,705     19,986       19,769  
Income (loss) before income taxes   16,996       16,119     (158,193 )     (6,681 )
Income tax expense   3,707       4,514     3,214       70  
Net income (loss) and comprehensive income (loss) $ 13,289     $ 11,605   $ (161,407 )   $ (6,751 )
Basic earnings (net loss) per share $ 0.13     $ 0.12   $ (1.63 )   $ (0.07 )
Diluted earnings (net loss) per share $ 0.13     $ 0.12   $ (1.63 )   $ (0.07 )
Weighted-average shares outstanding:              
Basic   99,145       98,160     98,862       97,921  
Diluted   100,288       98,705     98,862       97,921  
                             

GROCERY OUTLET HOLDING CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
(unaudited)
 
  October 3,
2026
  January 3,
2026
Assets      
Current assets:      
Cash and cash equivalents $ 59,832     $ 69,602
Independent operator receivables and current portion of independent operator notes, net of allowance   16,428       16,983
Other accounts receivable, net of allowance   4,649       3,685
Merchandise inventories   408,133       381,961
Prepaid expenses and other current assets   27,165       25,409
Total current assets   516,207       497,640
Independent operator notes and receivables, net of allowance   36,541       43,748
Property and equipment, net   777,648       742,961
Operating lease right-of-use assets   1,104,032       1,089,838
Intangible assets, net   68,844       78,375
Goodwill, net   475,835       633,835
Other assets   4,105       4,702
Total assets $ 2,983,212     $ 3,091,099
Liabilities and Stockholders’ Equity      
Current liabilities:      
Trade accounts payable $ 200,843     $ 177,457
Accrued and other current liabilities   50,192       54,277
Accrued compensation   22,786       17,841
Current portion of long-term debt   15,000       15,000
Current lease liabilities   94,840       87,324
Income and other taxes payable   13,681       12,097
Total current liabilities   397,342       363,996
Long-term debt, net   486,951       477,905
Deferred income tax liabilities, net   36,051       33,183
Long-term lease liabilities   1,225,256       1,229,473
Other long-term liabilities   3,561       2,879
Total liabilities   2,149,161       2,107,436
Stockholders’ equity:      
Common stock   99       98
Series A preferred stock   —       —
Additional paid-in capital   838,842       827,048
Retained earnings (deficit)   (4,890 )     156,517
Total stockholders’ equity   834,051       983,663
Total liabilities and stockholders’ equity $ 2,983,212     $ 3,091,099

GROCERY OUTLET HOLDING CORP.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
 
  39 Weeks Ended
  October 3,
2026
  September 27,
2025
Cash flows from operating activities:      
Net loss $ (161,407 )   $ (6,751 )
Adjustments to reconcile net loss to net cash provided by operating activities:      
Depreciation of property and equipment   76,997       78,089  
Amortization of intangible and other assets   18,146       16,532  
Amortization of debt issuance costs and debt discounts   683       683  
Non-cash rent   (838 )     6,146  
Impairment of long-lived assets   1,413       11,511  
Goodwill impairment   158,000       —  
Share-based compensation   11,160       7,408  
Provision for independent operator notes and receivables and other accounts receivable reserves   23,608       9,278  
Deferred income taxes   2,868       417  
Other   (299 )     1,377  
Changes in operating assets and liabilities:      
Independent operator and other accounts receivable   (10,803 )     (5,288 )
Merchandise inventories   (26,172 )     (23,694 )
Prepaid expenses and other assets   (1,914 )     (1,157 )
Income and other taxes payable   1,584       1,927  
Trade accounts payable   23,579       21,566  
Accrued and other liabilities   2,220       9,679  
Accrued compensation   4,945       7,665  
Operating lease liabilities   (9,886 )     14,451  
Net cash provided by operating activities   113,884       149,839  
Cash flows from investing activities:      
Advances to independent operators   (8,699 )     (10,855 )
Repayments of advances from independent operators   2,692       3,165  
Purchases of property and equipment   (119,774 )     (158,513 )
Proceeds from sales of assets   2,445       —  
Investments in intangible assets and licenses   (8,790 )     (16,368 )
Net cash used in investing activities   (132,126 )     (182,571 )
Cash flows from financing activities:      
Proceeds from exercise of stock options   635       565  
Proceeds from revolving credit facility   35,000       50,000  
Principal payments on revolving credit facility   (15,000 )     (20,000 )
Principal payments on senior term loan due 2028   (11,250 )     (7,500 )
Principal payments on finance leases   (913 )     (1,036 )
Net cash provided by financing activities   8,472       22,029  
Net decrease in cash and cash equivalents   (9,770 )     (10,703 )
Cash and cash equivalents at beginning of period   69,602       62,828  
Cash and cash equivalents at end of period $ 59,832     $ 52,125  
               

GROCERY OUTLET HOLDING CORP.
RECONCILIATION OF GAAP NET INCOME (LOSS) TO ADJUSTED EBITDA
(in thousands)
(unaudited)
 
  13 Weeks Ended   39 Weeks Ended
  October 3,
2026
  September 27,
2025
  October 3,
2026
  September 27,
2025
Net income (loss) $ 13,289     $ 11,605     $ (161,407 )   $ (6,751 )
Interest expense, net   7,045       6,705       19,986       19,769  
Income tax expense   3,707       4,514       3,214       70  
Depreciation and amortization expenses   31,872       33,390       95,143       94,621  
EBITDA   55,913       56,214       (43,064 )     107,709  
Share-based compensation expense (benefit)   3,637       (10 )     11,160       7,408  
Asset impairment and gain or loss on disposition(1)   —       1,046       1,904       5,015  
Acquisition and integration costs(2)   —       551       —       1,038  
Restructuring and related charges (credits), net(4)   (3,562 )     1,296       22,264       46,328  
Goodwill impairment   —       —       158,000       —  
Other(5)   3,438       7,571       17,934       18,802  
Adjusted EBITDA $ 59,426     $ 66,668     $ 168,198     $ 186,300  
                               

GROCERY OUTLET HOLDING CORP.
RECONCILIATION OF GAAP NET INCOME (LOSS) TO ADJUSTED NET INCOME
(in thousands, except per share data)
(unaudited)
 
  13 Weeks Ended   39 Weeks Ended
  October 3,
2026
  September 27,
2025
  October 3,
2026
  September 27,
2025
Net income (loss) $ 13,289     $ 11,605     $ (161,407 )   $ (6,751 )
Share-based compensation expense (benefit)   3,637       (10 )     11,160       7,408  
Asset impairment and gain or loss on disposition(1)   —       1,046       1,904       5,015  
Acquisition and integration costs(2)   —       551       —       1,038  
Amortization of purchase accounting assets and deferred financing costs(3)   1,268       1,268       3,805       3,805  
Restructuring and related charges (credits), net(4)   (3,562 )     1,296       22,264       46,328  
Goodwill impairment   —       —       158,000       —  
Other(5)   3,438       7,571       17,934       18,802  
Tax adjustment to normalize effective tax rate(6)   (1,249 )     (649 )     1,957       2,736  
Tax effect of total adjustments(7)   (1,254 )     (1,991 )     (15,146 )     (21,921 )
Adjusted net income $ 15,567     $ 20,687     $ 40,471     $ 56,460  
               
GAAP earnings (net loss) per share:              
Basic $ 0.13     $ 0.12     $ (1.63 )   $ (0.07 )
Diluted $ 0.13     $ 0.12     $ (1.63 )   $ (0.07 )
Adjusted earnings per share:              
Basic $ 0.16     $ 0.21     $ 0.41     $ 0.58  
Diluted $ 0.16     $ 0.21     $ 0.41     $ 0.57  
Weighted-average shares outstanding:              
Basic   99,145       98,160       98,862       97,921  
Diluted(8)   100,288       98,705       98,862       97,921  
Non-GAAP weighted-average shares outstanding:              
Basic   99,145       98,160       98,862       97,921  
Diluted(9)   100,288       98,705       99,735       98,464  

__________________________

(1 )  Represents non-restructuring asset impairment charges and gains or losses on dispositions of assets.
(2 ) Represents costs related to the acquisition and integration of United Grocery Outlet, including due diligence, legal, consulting and retention bonus expenses.
(3 ) Represents the incremental amortization of an asset step-up resulting from purchase price accounting related to our acquisition in 2014 by an investment fund affiliated with Hellman & Friedman LLC, our former affiliate, as well as the amortization of debt issuance costs.
(4 ) In the third quarter and first three quarters of fiscal 2026, represents net charges (credits) associated with the Optimization Plan, including costs associated with the termination, sublease or assignment of the store leases for the Closure Stores, bad debt expense, costs related to Operator Agreement Terminations, write-offs of merchandise inventory, and other restructuring charges, partially offset by the net write-off of right-of-use assets and lease liabilities and other non-cash restructuring credits. In the third quarter and first three quarters of fiscal 2025, represents charges associated with the Restructuring Plan, including lease termination costs, non-cash impairment and disposal of long-lived assets, employee severance and benefit costs, and legal, professional and other related expenses. All such costs are reflected in Restructuring charges (credits), net on the condensed consolidated statements of operations and comprehensive income (loss), except for write-offs of merchandise inventory, which are included in Cost of sales.
(5 ) Represents other non-recurring, non-cash or non-operational items, including strategic project costs, certain personnel-related hiring and termination costs, legal settlements and other legal expenses, system implementation costs, store closing costs, costs related to employer payroll taxes associated with equity awards, and miscellaneous costs.
(6 ) Represents adjustments to normalize the effective tax rate for the impact of unusual or infrequent tax items that we do not consider in our evaluation of ongoing performance, including excess tax benefits or shortfalls related to exercise and/or vesting of share-based awards that are recorded in earnings as discrete items in the reporting period in which they occur.
(7 ) Represents the tax effect of the total adjustments. We calculate the tax effect of the total adjustments on a discrete basis excluding any non-recurring and unusual tax items.
(8 ) For the first three quarters of fiscal 2026 and the first three quarters of fiscal 2025, there is no difference in the weighted-average shares outstanding used to calculate the basic and diluted GAAP net loss per share due to the Company’s net loss.
(9 ) To calculate diluted adjusted earnings per share, we adjusted the weighted-average shares outstanding for the dilutive effect of all potential shares of common stock.

ATLANTA, Nov. 10, 2026 (GLOBE NEWSWIRE) — Atlanticus Holdings Corporation (NASDAQ: ATLC) (“Atlanticus,” the “Company,” “we,” “our” or “us”), a financial technology company that enables its bank, retail and healthcare partners to offer more inclusive financial services to millions of everyday Americans, today announced that Jeff Howard, President and Chief Executive Officer, and Bill McCamey, Chief Financial Officer, will participate in the Citizens Financial Services Conference in New York, NY on November 17, 2026.

Information regarding the conference will also be available in the Events and Presentations section of the Company’s Investor Relations website at https://investors.atlanticus.com.

About Atlanticus Holdings Corporation

Empowering Better Financial Outcomes for Everyday Americans

Atlanticus Holdings Corporation empowers better financial outcomes for Everyday Americans by enabling bank, retail, and healthcare partners to offer more inclusive financial solutions to consumers. Leveraging proprietary technology and advanced analytics, Atlanticus applies more than 30 years of operating experience, servicing over 23 million customers and more than $55 billion in consumer loans, to support lenders across a broad range of consumer credit products. These offerings span retail and healthcare private-label credit and general purpose credit cards, through an omnichannel platform, including strategic partnerships.

Atlanticus is guided by the principles of responsible lending, smart innovation, and expanding access to credit for consumers working toward a stronger financial future.

Contact:
Investor Relations, investors@atlanticus.com
Dan Mauch, daniel.mauch@atlanticus.com
Sara Savarino, sara.savarino@atlanticus.com

  • Record Q1 FY27 Bookings of $370 million grew 48.0% year-over-year; book-to-bill of 1.46
  • Record Backlog approaching $2.1 billion; up 44.7% year-over-year
  • Record Q1 FY27 Revenue of approximately $253 million; up 12.4% year-over-year
  • GAAP net income of $13 million; record Q1 adjusted EBITDA of $56 million grew 58.6% year-over-year; and adjusted EBITDA margin of 22.3%
  • Dave Farnsworth’s title changed to Chief Financial Officer and Chief Operating Officer

ANDOVER, Mass., Nov. 10, 2026 (GLOBE NEWSWIRE) — Mercury Systems, Inc. (NASDAQ: MRCY, www.mrcy.com), reported operating results for the first quarter of fiscal year 2027, ended October 2, 2026.

“We delivered strong first quarter fiscal 2027 results, with record first quarter bookings, revenue, and adjusted EBITDA, and record backlog,” said Bill Ballhaus, Mercury’s Chairman and CEO. “Our first quarter results reflect robust organic growth and margins that are in-line with our target profile. Based on this solid execution, we are raising our outlook for fiscal year 2027.”

“In the first quarter we delivered bookings of $370 million, up 48% year-over-year, expanding our backlog to $2.1 billion and next-12-month backlog to over $1 billion; revenue of $253 million, up 12.4% year-over-year; GAAP net income of $13 million; adjusted EBITDA of $56 million, up 58.6% year over-year; adjusted EBITDA margin of 22.3%; cash flows used in operating activities of $14 million; free cash out flow of $24 million; and net debt of $232 million, down 19% year-over-year.”

First Quarter Fiscal 2027 Results

First quarter fiscal 2027 revenues were $253 million, compared to $225 million in the first quarter of fiscal 2026.

Total bookings for the first quarter of fiscal 2027 were $370 million, yielding a book-to-bill ratio of 1.46 for the quarter.

GAAP net income and diluted earnings per share for the first quarter of fiscal 2027 were $13 million and $0.21, respectively, compared to GAAP net loss and loss per share of $13 million and $0.21, respectively, for the first quarter of fiscal 2026. Adjusted earnings per share (“adjusted EPS”) was $0.52 per share for the first quarter of fiscal 2027, compared to $0.26 per share in the first quarter of fiscal 2026.

First quarter fiscal 2027 adjusted EBITDA was $56 million, compared to $36 million for the first quarter of fiscal 2026.

Cash flows (used in) provided by operating activities in the first quarter of fiscal 2027 were $(14) million, compared to $2 million in the first quarter of fiscal 2026. Free cash flow, defined as cash flows from operating activities less capital expenditures for property and equipment, was $(24) million for the first quarter of fiscal 2027 and $(4) million for the first quarter of fiscal 2026.

Backlog

Mercury’s total backlog at October 2, 2026 was approaching $2.1 billion, an approximate $637 million increase from a year ago. Of the October 2, 2026 total backlog, over $1.0 billion represents orders expected to be recognized as revenue within the next 12 months.

Other Matters

On November 10, 2026, Mercury formalized Dave Farnsworth’s role as Chief Operating Officer, in addition to his responsibilities as Chief Financial Officer. Mr. Farnsworth has been effectively operating in this capacity for quite some time.

Conference Call Information

Management will host a conference call and simultaneous webcast at 5:00 p.m. ET on Tuesday, November 10, 2026, to discuss Mercury’s quarterly financial results, business highlights and outlook. In addition, Company representatives may answer questions concerning business and financial developments and trends, the Company’s view on earnings forecasts, and other business and financial matters affecting the Company, the responses to which may contain information that has not been previously disclosed.

To participate in the conference call Q&A as an analyst please register online at https://events.q4inc.com/analyst/478903701?pwd=p1C55pmZ or dial +1 833 461 5787 by phone using Meeting ID: 478903701. The live listen-only webcast and replay will be available ir.mrcy.com/events-presentations. A replay of the webcast will be available two hours after the call and archived on the same web page for six months.

Use of Non-GAAP Financial Measures

In addition to reporting financial results in accordance with generally accepted accounting principles, or GAAP, the Company provides adjusted EBITDA, adjusted income, adjusted earnings per share (“adjusted EPS”) and free cash flow, which are non-GAAP financial measures. Adjusted EBITDA, adjusted income, and adjusted EPS exclude certain non-cash and other specified charges. The Company believes these non-GAAP financial measures are useful to help investors understand its past financial performance and prospects for the future. However, these non-GAAP measures should not be considered in isolation or as a substitute for financial information provided in accordance with GAAP. Management believes these non-GAAP measures assist in providing a more complete understanding of the Company’s underlying operational results and trends, and management uses these measures along with the corresponding GAAP financial measures to manage the Company’s business, to evaluate its performance compared to prior periods and the marketplace, and to establish operational goals. A reconciliation of GAAP to non-GAAP financial results discussed in this press release is contained in the attached exhibits.

Mercury Systems – Innovation that Matters®

Mercury Systems is a global leader in aerospace and defense electronics, providing breakthrough capabilities in signal and data processing. With a four-decade legacy of innovation that spans silicon to systems and radio frequency front ends to effectors, we accelerate commercial technology adoption to deliver powerful and secure mission-critical processing solutions to the edge. We are headquartered in Andover, Massachusetts, and have multiple locations worldwide. Our end-to-end processing ecosystem, the Mercury Processing Platform, is built on technologies we have developed and acquired over 40 years. Our technologies are available as standard products or custom solutions from silicon to system scale to ensure interoperability, reduced complexity, optimized performance and speed development. To learn more, visit mrcy.com. (Nasdaq: MRCY)

Investors and others should note that we announce material financial information using our website (www.mrcy.com), SEC filings, press releases, public conference calls, webcasts, and social media, including X (X.com/mrcy) and LinkedIn (www.linkedin.com/company/mercury-systems). Therefore, we encourage investors and others interested in Mercury to review the information we post on the social media and other communication channels listed on our website.

Forward-Looking Safe Harbor Statement
This press release contains certain forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995, including those relating to the Company’s focus on enhanced execution of the Company’s strategic plan. You can identify these statements by the words “may,” “will,” “could,” “should,” “would,” “plans,” “expects,” “anticipates,” “continue,” “estimate,” “project,” “intend,” “likely,” “forecast,” “probable,” “potential,” and similar expressions. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected or anticipated. Such risks and uncertainties include, but are not limited to, cost increases, our inability to increase production and deliver products on time and with appropriate quality, continued funding of defense programs, the timing and amounts of such funding, general economic and business conditions, including unforeseen weakness in the Company’s markets, effects of any U.S. federal government shutdown or extended continuing resolution, effects of increasingly volatile geopolitical events and regional conflicts, competition, changes in technology and methods of marketing, delays in or cost increases related to completing development, engineering and manufacturing programs, changes in customer order patterns, changes in product mix, continued success in technological advances and delivering technological innovations, changes in, or in the U.S. government’s interpretation of, federal export control or procurement rules and regulations, including tariffs, changes in, or in the interpretation or enforcement of, environmental rules and regulations, market acceptance of the Company’s products, shortages or delays in receiving components, supply chain delays or volatility for critical components, production delays or unanticipated expenses including due to quality issues or manufacturing execution issues, failure to meet contractual performance specifications, adherence to required manufacturing standards, capacity underutilization, increases in scrap or inventory write-offs, failure to achieve or maintain manufacturing quality certifications, such as AS9100, failure to achieve or maintain qualified business systems, such as those required by the DFARS, adverse findings in government audits or investigations, the impact of supply chain disruption, inflation and labor shortages, among other things, on program execution and the resulting effect on customer satisfaction, inability to fully realize the expected benefits from acquisitions, restructurings and operational efficiency initiatives or delays in realizing such benefits, challenges in integrating acquired businesses and achieving anticipated synergies, effects of shareholder activism, increases in interest rates, changes to industrial security and cyber-security regulations and requirements and impacts from any cyber or insider threat events, including the risks from heightened, persistent, and increasingly sophisticated nation-state level cyberattacks and emerging threats associated with agentic AI-enabled cyber tools, changes in tax rates or tax regulations, changes to interest rate swaps or other cash flow hedging arrangements, changes to generally accepted accounting principles, difficulties in retaining key employees and customers, litigation, including the state law claim related to our settled federal securities class action lawsuit, unanticipated costs under fixed-price service and system integration engagements, and various other factors beyond our control. These risks and uncertainties also include such additional risk factors as are discussed in the Company’s filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended July 3, 2026 and subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. The Company cautions readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made.

Contact:
Tyler Hojo, CFA, Senior Vice President, Strategy and Corporate Development
Mercury Systems, Inc.
978-967-3676

Mercury Systems and Innovation That Matters are registered trademarks of Mercury Systems, Inc. Other product and company names mentioned may be trademarks and/or registered trademarks of their respective holders.

 
MERCURY SYSTEMS, INC.
UNAUDITED CONSOLIDATED BALANCE SHEETS
(In thousands)
    October 2,   July 3,
    2026   2026
             
Assets            
Current assets:            
Cash and cash equivalents   $ 109,679     $ 214,306  
Accounts receivable, net     80,772       69,222  
Unbilled receivables and costs in excess of billings, net     290,348       285,760  
Inventory     398,570       366,968  
Prepaid income taxes     1,683       2,258  
Prepaid expenses and other current assets     36,114       34,925  
Total current assets     917,166       973,439  
             
Property and equipment, net     110,320       108,413  
Goodwill     941,637       942,419  
Intangible assets, net     166,517       175,820  
Operating lease right-of-use assets, net     44,079       47,713  
Deferred tax asset     67,333       67,188  
Other non-current assets     8,847       7,784  
Total assets   $ 2,255,899     $ 2,322,776  
             
Liabilities and Shareholders’ Equity            
Current liabilities:            
Accounts payable   $ 96,212     $ 91,041  
Accrued expenses     30,986       32,991  
Due to factoring facility     6,979       391  
Accrued compensation     32,270       54,537  
Deferred revenues and customer advances     150,181       149,565  
Total current liabilities     316,628       328,524  
             
Income taxes payable     3,487       3,487  
Long-term debt     341,500       441,500  
Operating lease liabilities     41,994       45,829  
Other non-current liabilities     5,614       5,977  
Total liabilities     709,223       825,318  
             
Shareholders’ equity:            
Preferred stock     —       —  
Common stock     607       596  
Additional paid-in capital     1,370,452       1,333,410  
Retained earnings     165,310       152,222  
Accumulated other comprehensive income     10,307       11,230  
Total shareholders’ equity     1,546,676       1,497,458  
Total liabilities and shareholders’ equity   $ 2,255,899     $ 2,322,776  
                 

         
MERCURY SYSTEMS, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
    First Quarters Ended
    October 2, 2026   September 26, 2025
Net revenues   $ 253,153     $ 225,209  
Cost of revenues(1)     163,965       162,310  
Gross margin     89,188       62,899  
         
Operating expenses:        
Selling, general and administrative(1)     43,029       45,906  
Research and development(1)     16,051       13,184  
Amortization of intangible assets     9,303       10,259  
Restructuring and other charges     2,018       1,584  
Acquisition costs and other related expenses     253       563  
Total operating expenses     70,654       71,496  
         
Income (loss) from operations     18,534       (8,597 )
         
Interest income     1,327       2,027  
Interest expense     (5,406 )     (7,886 )
Other expense, net     (1,147 )     (2,080 )
         
Income (loss) before income tax provision (benefit)     13,308       (16,536 )
Income tax provision (benefit)     220       (4,021 )
Net income (loss)   $ 13,088     $ (12,515 )
         
Basic net earnings (loss) per share   $ 0.22     $ (0.21 )
         
Diluted net earnings (loss) per share   $ 0.21     $ (0.21 )
         
Weighted-average shares outstanding:        
Basic     60,121       59,191  
Diluted     61,623       59,191  
         
(1) Includes stock-based compensation expense, allocated as follows:
Cost of revenues   $ 1,146     $ 1,760  
Selling, general and administrative   $ 9,299     $ 6,296  
Research and development   $ 1,726     $ 1,517  
                 

 
MERCURY SYSTEMS, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
    First Quarters Ended
    October 2, 2026   September 26, 2025
Cash flows from operating activities:        
Net income (loss)   $ 13,088     $ (12,515 )
Depreciation and amortization     17,789       18,913  
Other non-cash items, net     17,096       12,720  
Changes in operating assets and liabilities     (61,939 )     (16,936 )
         
Net cash (used in) provided by operating activities     (13,966 )     2,182  
         
Cash flows from investing activities:        
Purchases of property and equipment     (10,413 )     (6,548 )
         
Net cash used in investing activities     (10,413 )     (6,548 )
         
Cash flows from financing activities:        
Proceeds from stock option exercise     19,848       —  
Payments under credit facilities     (100,000 )     —  
         
Net cash used in financing activities     (80,152 )     —  
         
Effect of exchange rate changes on cash and cash equivalents     (96 )     (17 )
         
Net decrease in cash and cash equivalents     (104,627 )     (4,383 )
         
Cash and cash equivalents at beginning of period     214,306       309,099  
         
Cash and cash equivalents at end of period   $ 109,679     $ 304,716  
                 

UNAUDITED SUPPLEMENTAL INFORMATION RECONCILIATION OF GAAP TO NON-GAAP MEASURES
(In thousands, except per share data)

Adjusted EBITDA, a non-GAAP measure for reporting financial performance, excludes the impact of certain items and, therefore, has not been calculated in accordance with GAAP. Management believes that exclusion of these items assists in providing a more complete understanding of the Company’s underlying results and trends, and management uses these measures along with the corresponding GAAP financial measures to manage the Company’s business, to evaluate its performance compared to prior periods and the marketplace, and to establish operational goals. The adjustments to calculate this non-GAAP financial measure, and the basis for such adjustments, are outlined below:

Other non-operating adjustments. The Company records other non-operating adjustments such as gains or losses on foreign currency remeasurement, investments and fixed asset sales or disposals among other adjustments. These adjustments may vary from period to period without any direct correlation to underlying operating performance.

Interest income and expense. The Company receives interest income on investments and incurs interest expense on loans, financing leases and other financing arrangements. These amounts may vary from period to period due to changes in cash and debt balances and interest rates driven by general market conditions or other circumstances which may be outside of the normal course of the Company’s operations.

Income taxes. The Company’s GAAP tax expense can fluctuate materially from period to period due to tax adjustments that are not directly related to underlying operating performance or to the current period of operations.

Depreciation. The Company incurs depreciation expense related to capital assets purchased to support the ongoing operations of the business. These assets are recorded at cost or fair value and are depreciated using the straight-line method over the useful life of the asset. Purchases of such assets may vary significantly from period to period and without any direct correlation to underlying operating performance.

Amortization of intangible assets.   The Company incurs amortization of intangible assets primarily as a result of acquired intangible assets such as backlog, customer relationships and completed technologies but also due to licenses, patents and other arrangements, including the implementation costs of cloud computing arrangements. These intangible assets are valued at the time of acquisition or upon receipt of right to use the asset, amortized over the requisite life and generally cannot be changed or influenced by management after acquisition.

Restructuring and other charges. The Company incurs restructuring and other charges in connection with management’s decisions to undertake certain actions to realign operating expenses through workforce reductions and the closure of certain Company facilities, businesses and lines of business. The Company’s adjustments reflected in restructuring and other charges are typically related to acquisitions and organizational redesign programs initiated as part of discrete post-acquisition integration activities or other transformation activities, including the analysis, evaluation, and planning of information system upgrades and/or deployments. Management believes these items are non-routine and may not be indicative of ongoing operating results.

Impairment of long-lived assets. The Company incurs impairment charges of long-lived assets based on events that may or may not be within the control of management. Management believes these items are outside the normal operations of the Company’s business and are not indicative of ongoing operating results.

Acquisition, financing and other third party costs. The Company incurs transaction costs related to acquisition and potential acquisition opportunities, such as legal, accounting, and other third party advisory fees. The Company may also incur third party costs, such as legal, banking, communications, proxy solicitation, and other third party advisory fees in connection with engagements by activist investors or unsolicited acquisition offers. Although the Company may incur such third party costs and other related charges and adjustments, it is not indicative that any transaction will be consummated. Additionally, the Company incurs unused revolver and bank fees associated with maintaining its credit facility as well as non-cash financing expenses associated with obtaining its credit facility. Management believes these items are outside the normal operations of the Company’s business and are not indicative of ongoing operating results.

Fair value adjustments from purchase accounting. As a result of applying purchase accounting rules to acquired assets and liabilities, certain fair value adjustments are recorded in the opening balance sheet of acquired companies. These adjustments are then reflected in the Company’s income statements in periods subsequent to the acquisition. In addition, the impact of any changes to originally recorded contingent consideration amounts are reflected in the income statements in the period of the change. Management believes these items are outside the normal operations of the Company and are not indicative of ongoing operating results.

Litigation and settlement income and expense. The Company periodically receives income and incurs expenses related to pending claims and litigation and associated legal fees and potential case settlements and/or judgments. Although the Company may incur such costs and other related charges and adjustments, it is not indicative of any particular outcome until the matter is fully resolved. Management believes these items are outside the normal operations of the Company’s business, often occur in periods other than the period of activity, and are not indicative of ongoing operating results. The Company periodically receives warranty claims from customers and makes warranty claims towards its vendors and supply chain. Management believes the expenses and gains associated with these recurring warranty items are within the normal operations and operating cycle of the Company’s business. Therefore, management deems no adjustments are necessary unless under extraordinary circumstances.

Stock-based and other non-cash compensation expense. The Company incurs expense related to stock-based compensation included in its GAAP presentation of cost of revenues, selling, general and administrative expense and research and development expense. The Company also incurs non-cash based compensation in the form of pension related expenses and matching contributions to its defined contribution plan. Although stock-based and other non-cash compensation is an expense of the Company and viewed as a form of compensation, these expenses vary in amount from period to period, and are affected by market forces that are difficult to predict and are not within the control of management, such as the market price and volatility of the Company’s shares, risk-free interest rates and the expected term and forfeiture rates of the awards, as well as pension actuarial assumptions. Management believes that exclusion of these expenses allows comparisons of operating results to those of other companies, both public, private or foreign, that disclose non-GAAP financial measures that exclude stock-based compensation and other non-cash compensation.

Mercury uses adjusted EBITDA as an important indicator of the operating performance of its business. Management excludes the above-described items from its internal forecasts and models when establishing internal operating budgets, supplementing the financial results and forecasts reported to the Company’s board of directors, determining a portion of bonus compensation for executive officers and other key employees based on operating performance, evaluating short-term and long-term operating trends in the Company’s operations, and allocating resources to various initiatives and operational requirements. The Company believes that adjusted EBITDA permits a comparative assessment of its operating performance, relative to its performance based on its GAAP results, while isolating the effects of charges that may vary from period to period without direct correlation to underlying operating performance. The Company believes that these non-GAAP financial adjustments are useful to investors because they allow investors to evaluate the effectiveness of the methodology and information used by management in its financial and operational decision-making. The Company believes that trends in its adjusted EBITDA are valuable indicators of its operating performance.

Adjusted EBITDA is a non-GAAP financial measure and should not be considered in isolation or as a substitute for financial information provided in accordance with GAAP. This non-GAAP financial measure may not be computed in the same manner as similarly titled measures used by other companies. The Company expects to continue to incur expenses similar to the adjusted EBITDA financial adjustments described above, and investors should not infer from the Company’s presentation of this non-GAAP financial measure that these costs are unusual, infrequent or non-recurring.

The following table reconciles the most directly comparable GAAP financial measure to the non-GAAP financial measure.

    First Quarters Ended
    October 2, 2026   September 26, 2025
Net income (loss)   $ 13,088     $ (12,515 )
Other non-operating adjustments, net     584       748  
Interest expense, net     4,079       5,859  
Income tax provision (benefit)     220       (4,021 )
Depreciation     8,486       8,654  
Amortization of intangible assets     9,303       10,259  
Restructuring and other charges     2,018       1,584  
Impairment of long-lived asset     —       —  
Acquisition, financing and other third party costs     750       1,317  
Fair value adjustments from purchase accounting     131       131  
Litigation and settlement expense, net     545       7,224  
Stock-based and other non-cash compensation expense     17,191       16,328  
Adjusted EBITDA   $ 56,395     $ 35,568  
                 

Free cash flow, a non-GAAP measure for reporting cash flow, is defined as cash provided by operating activities less capital expenditures for property and equipment, which includes capitalized software development costs, and, therefore, has not been calculated in accordance with GAAP. Management believes free cash flow provides investors with an important perspective on cash available for investment and acquisitions after making capital investments required to support ongoing business operations and long-term value creation. The Company believes that trends in its free cash flow are valuable indicators of its operating performance and liquidity.

Free cash flow is a non-GAAP financial measure and should not be considered in isolation or as a substitute for financial information provided in accordance with GAAP. This non-GAAP financial measure may not be computed in the same manner as similarly titled measures used by other companies. The Company expects to continue to incur expenditures similar to the free cash flow financial adjustment described above, and investors should not infer from the Company’s presentation of this non-GAAP financial measure that these expenditures reflect all of the Company’s obligations which require cash.

The following table reconciles the most directly comparable GAAP financial measure to the non-GAAP financial measure.

    First Quarters Ended
    October 2, 2026   September 26, 2025
Net cash (used in) provided by operating activities   $ (13,966 )   $ 2,182  
Purchases of property and equipment     (10,413 )     (6,548 )
Free cash flow   $ (24,379 )   $ (4,366 )
                 

Adjusted income and adjusted earnings per share (“adjusted EPS”) are non-GAAP measures for reporting financial performance, exclude the impact of certain items and, therefore, have not been calculated in accordance with GAAP. Management believes that exclusion of these items assists in providing a more complete understanding of the Company’s underlying results and trends and allows for comparability with its peer company index and industry. These non-GAAP financial measures may not be computed in the same manner as similarly titled measures used by other companies. The Company uses these measures along with the corresponding GAAP financial measures to manage the Company’s business and to evaluate its performance compared to prior periods and the marketplace. The Company defines adjusted income as income before other non-operating adjustments, amortization of intangible assets, restructuring and other charges, impairment of long-lived assets, acquisition, financing and other third party costs, fair value adjustments from purchase accounting, litigation and settlement income and expense, and stock-based and other non-cash compensation expense. The impact to income taxes includes the impact to the effective tax rate, current tax provision and deferred tax provision(1). Adjusted EPS expresses adjusted income on a per share basis using weighted average diluted shares outstanding.  

The following table reconciles the most directly comparable GAAP financial measures to the non-GAAP financial measures.

    First Quarters Ended
    October 2, 2026   September 26, 2025
Net income (loss) and earnings (loss) per share   $ 13,088     $ 0.21     $ (12,515 )   $ (0.21 )
Other non-operating adjustments, net     584             748      
Amortization of intangible assets     9,303             10,259      
Restructuring and other charges     2,018             1,584      
Impairment of long-lived assets     —             —      
Acquisition, financing and other third party costs     750             1,317      
Fair value adjustments from purchase accounting     131             131      
Litigation and settlement expense, net     545             7,224      
Stock-based and other non-cash compensation expense     17,191             16,328      
Impact to income taxes(1)     (11,605 )           (9,516 )    
Adjusted income and adjusted earnings per share   $ 32,005     $ 0.52     $ 15,560     $ 0.26  
                   
Diluted weighted-average shares outstanding         61,623           60,140  
                   
(1) Impact to income taxes is calculated by recasting income before income taxes to include the items involved in determining adjusted income and recalculating the income tax provision using this adjusted income from operations before income taxes. The recalculation also adjusts for any discrete tax provision or benefit related to the items.
(2) Adjusted earnings per share is calculated using diluted shares whereas Net loss per share is calculated using basic shares. There was no impact to the calculation of adjusted earnings per share as a result of this for the first quarter ended September 26, 2025.
 

  • Reached target enrollment of 120 patients in the Phase 2b placebo-controlled blinded portion of the RESOLVE trial evaluating EP-104GI for Eosinophilic Esophagitis (EoE)
  • Phase 2b interim analysis expected in December 2026
  • Cash runway into the second half of 2028

VANCOUVER, British Columbia, Nov. 10, 2026 (GLOBE NEWSWIRE) — Eupraxia Pharmaceuticals Inc. (“Eupraxia” or the “Company”) (NASDAQ:EPRX) (TSX:EPRX), a clinical-stage biotechnology company leveraging its proprietary Diffusphere™ technology designed to optimize local, controlled drug delivery for applications with significant unmet need, today announced its financial results for the third quarter of 2026. All dollar values are in U.S. dollars unless stated otherwise.

“We remain on track to report interim results from the Phase 2b portion of the RESOLVE trial in December, and were pleased to announce in mid-October that we had reached our target enrollment of 120 patients,” said Dr. James A. Helliwell, Chief Executive Officer of Eupraxia. “We are very encouraged by the Phase 1b/2a data from the open-label portion of the RESOLVE trial that was reported this quarter, which includes 36- and 52-week data from our highest dosing cohorts. We believe this data provides further evidence of the observed durable treatment effects of EP-104GI in EoE patients, seen in previous cohorts. In total, we have observed 64% of patients remaining in clinical remission over this 52-week period in addition to clinically meaningful histologic improvements. With cash runway into the second half of 2028, we believe we remain well funded to execute on our upcoming milestones for our EoE program.”

Recent Operational Highlights

  • On August 13, 2026, the Company announced new data on Odynophagia (pain when swallowing) from its ongoing Phase 1b/2a RESOLVE trial. Odynophagia scoring is a component of Dysphagia Symptom Questionnaire (DSQ), a commonly used patient reported outcome used in pivotal clinical trials in EoE patients. The number of patients experiencing moderate to severe odynophagia in the cohorts analyzed (Cohorts 7-9; n=13) was reduced from 62% at baseline to 25% from 24 through to 52 weeks post treatment.
  • On September 8, 2026, the Company completed a transfer to the Nasdaq Global Select Market. The Nasdaq Global Select Market is Nasdaq’s highest market tier and is reserved for companies that satisfy its most stringent financial and liquidity requirements, in addition to applicable corporate governance standards.
  • On September 30, 2026, the Company announced 52-week data from the highest dose cohort (Cohort 9; n=3) of EP-104GI in its ongoing Phase 1b/2a RESOLVE trial for the treatment of EoE. Cohort 9 demonstrated durability of symptom responses out to 52 weeks, with 66% of patients (2 of 3) maintaining clinical remission.
  • On October 15, 2026, the Company announced it had reached its target enrollment of 120 patients in the placebo-controlled blinded Phase 2b portion of the RESOLVE trial.
  • In October, the Company presented data from its ongoing Phase 1b/2a RESOLVE trial at: (i) the American College of Gastroenterology (ACG) 2026 Annual Scientific Meeting & Postgraduate Course, which was held October 9-14, 2026 in Nashville, Tennessee, and (ii) the United European Gastroenterology (UEG) Week 2026, which was held October 17-20, 2026 in Barcelona, Spain.

Third Quarter 2026 Financial Review

The Company incurred a net loss of $15.2 million for the three months ended September 30, 2026, versus a net loss of $6.4 million for the three months ended September 30, 2025. The increase in net loss was primarily due to an increase in research and development costs as a result of doubling the size of the Phase 2b RESOLVE trial and an increase in general and administrative costs, partially offset by an increase in other income.

The Company had cash and cash equivalents of $75.2 million and short-term investments of $51.2 million as of September 30, 2026, up from a cash balance of $80.6 million at the end of the fourth quarter of 2025. These funds are being used to fund clinical trials in EP-104GI and for general and administrative expenses, working capital needs and other general corporate purposes.

The Company anticipates that existing cash reserves will be sufficient to fund the Company into the second half of 2028.

As of September 30, 2026, the Company had 67,241,876 common shares, 8,295,638 preferred shares outstanding and 1,428,571 pre-funded warrants.

Financial Statements and Management Discussion & Analysis

Please see the unaudited interim consolidated financial statements and related MD&A for more details. The unaudited interim consolidated financial statements for the quarter ended September 30, 2026, and related MD&A have been reviewed and approved by Eupraxia’s Audit Committee and Board of Directors. For a more detailed explanation and analysis, please refer to the MD&A that has been filed under the Company’s profile on EDGAR at www.sec.gov and on SEDAR+ at sedarplus.ca and which is also available on the Company’s website at www.eupraxiapharma.com.

About the RESOLVE Trial 

The Phase 1b/2a portion of the RESOLVE trial is a multicenter, open-label, dose-escalation study evaluating the safety, tolerability, pharmacokinetics, and efficacy of EP-104GI in adults with a history of confirmed active EoE. The treatment is administered as a single dose via 4 to 20 esophageal wall injections, with dose escalations modifying either the dose per site and/or the number of sites. Patients were followed for up to 24 weeks in Cohorts 1-4 (4x1mg, 8x1mg, 8×2.5mg and 12×2.5mg) or 52 weeks in Cohorts 5-9 (12x4mg, 16x4mg, 20x4mg, 20x6mg and 20x8mg). Eupraxia plans to disclose additional data from the open-label Phase 1b/2a portion of the RESOLVE trial in the coming months.

The Phase 2b portion of the RESOLVE trial, a randomized placebo-controlled study of EP-104GI, is evaluating both the 120mg (20x6mg) and 160mg (20x8mg) doses. The interim data from the Phase 2b portion of the RESOLVE trial are expected in December 2026.

About Eosinophilic Esophagitis (EoE) 

EoE is an inflammatory-mediated disease in which white blood cells migrate into and become trapped in the esophagus, creating pain and difficulty with swallowing food. According to market research from Clearview Healthcare Partners, EoE affects more than 450,000 people in the United States and has been identified by the American Gastroenterological Association as rapidly increasing in both incidence and prevalence. Impacts from both symptoms and interventions frequently lead to mental health issues, compounding the disease burden of EoE for both the healthcare system and the individual. 

About Eupraxia Pharmaceuticals Inc.

Eupraxia is a clinical-stage biotechnology company focused on the development of locally delivered, extended-release products that have the potential to address therapeutic areas with high unmet medical need. Diffusphere™, a proprietary, polymer-based micro-sphere technology, is designed to facilitate targeted drug delivery of both existing and novel drugs. The technology is designed to support extended duration of effect and delivery of drugs in a hyper-localized fashion, targeting only the tissues that physicians are wanting to treat. We believe the potential for fewer adverse events may be achieved through the precision targeting and the stable and flat delivery of the active ingredient when using the Diffusphere™ technology, versus the peaks and troughs seen with more traditional drug delivery methods. The precision of Eupraxia’s Diffusphere™ technology platform has the potential to augment and transform existing FDA-approved drugs to improve their safety, tolerability, efficacy and duration of effect. The potential uses in therapeutic areas may go beyond pain and inflammatory gastrointestinal disease, where Eupraxia currently is developing advanced treatments, to also be applicable in oncology, infectious disease and other critical disease areas.

EP-104GI and the Diffusphere™ technology platform are investigational products. Their effects on safety, tolerability, efficacy, and duration of effect have not been established and require evaluation in appropriate clinical studies.

Eupraxia’s EP-104GI is currently in a Phase 1b/2 trial, the RESOLVE trial, for the treatment of EoE. EP-104GI is administered as an injection into the esophageal wall, providing local delivery of drug. This is a unique treatment approach for EoE. In addition, Eupraxia is developing a pipeline of later and earlier-stage long-acting formulations. For further details about Eupraxia, please visit the Company’s website at: www.eupraxiapharma.com.

Notice Regarding Forward-looking Statements and Information

This news release includes forward-looking statements and forward-looking information within the meaning of applicable securities laws. Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “is expected”, “expects”, “on track”, “target”, “estimates”, “look forward”, “designed to”, “suggests”, “indicates”, “scheduled”, “intends”, “contemplates”, “anticipates”, “believes”, “proposes”, “potential” or variations (including negative and grammatical variations) of such words and phrases, or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking statements in this news release include statements regarding the expected timing, scope and content of the Phase 2b interim analysis; the interpretation of safety and tolerability data from the RESOLVE trial; the potential adoption of EP-104GI by patients and physicians; the incidence, prevalence and growth of EoE; the interpretation of data from the RESOLVE trial, including symptom response; the Company’s expected timing of reporting additional data from the RESOLVE trial, including the Phase 2b portion thereof; the Company’s expectation that existing cash reserves will be sufficient to fund the Company into the second half of 2028; the Company’s product candidates, including their expected benefits with respect to safety, tolerability, efficacy and duration of effect and their potential use in therapeutic areas beyond pain and inflammatory gastrointestinal disease; the expectations regarding the advancement of the Company’s product candidates through clinical development; the results of clinical trials of the Company’s product candidates; the potential for the Company’s technology to impact the drug delivery process; the potential market opportunity for the Company’s product candidates; and potential pipeline indications. Such statements and information are based on the current expectations of Eupraxia’s management, and are based on assumptions, including but not limited to: the RESOLVE trial continuing to be conducted as currently designed; the accuracy of third-party market research; future research and development plans for the Company proceeding substantially as currently envisioned; industry growth trends, including with respect to projected and actual industry sales; the Company’s ability to obtain positive results from the Company’s research and development activities, including clinical trials; and the Company’s ability to protect patents and proprietary rights. Although Eupraxia’s management believes that the assumptions underlying these statements and information are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this news release may not occur by certain dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting Eupraxia, including, but not limited to: risks and uncertainties related to the Company’s limited operating history; the Company’s novel technology with uncertain market acceptance; if the Company breaches any of the agreements under which it licenses rights to its product candidates or technology from third parties, the possibility that the Company could lose license rights that are important to its business; the possibility that the Company’s current license agreement may not provide an adequate remedy for its breach by the licensor; the possibility that the Company’s technology may not be successful for its intended use; the fact that the Company’s future technology will require regulatory approval, which is costly and the Company may not be able to obtain it; the possibility that the Company may fail to obtain regulatory approvals or only obtain approvals for limited uses or indications; the possibility that the Company’s clinical trials may fail to demonstrate adequately the safety and efficacy of its product candidates at any stage of clinical development; the possibility that interim, initial or preliminary data from the Company’s clinical trials, including from the open-label Phase 1b/2a portion and the Phase 2b interim analysis of the RESOLVE trial, may change as more patient data become available and may not be predictive of final or later-stage results; the possibility that the Company may be required to suspend or discontinue clinical trials due to side effects or other safety risks; the fact that the Company completely relies on third parties to provide supplies and inputs required for its product candidates and services; the potential impact of tariffs on the cost of the Company’s active pharmaceutical ingredients and clinical supplies of EP-104GI; the fact that the Company relies on external contract research organizations to provide clinical and non-clinical research services; the possibility that the Company may not be able to successfully execute its business strategy; the fact that the Company will require additional financing, which may not be available; the fact that any therapeutics the Company develops will be subject to extensive, lengthy and uncertain regulatory requirements, which could adversely affect the Company’s ability to obtain regulatory approval in a timely manner, or at all; the impact of health pandemics or epidemics on the Company’s operations; the Company’s restatement of its consolidated financial statements, which may lead to additional risks and uncertainties, including loss of investor confidence and negative impacts on the Company’s common share price; and other risks and uncertainties described in more detail in Eupraxia’s public filings on SEDAR+ (sedarplus.ca) and EDGAR (sec.gov). Although Eupraxia has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements and information, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. No forward-looking statement or information can be guaranteed, and readers are cautioned not to place undue reliance on forward-looking statements. Except as required by applicable securities laws, forward-looking statements and information speak only as of the date on which they are made and Eupraxia undertakes no obligation to publicly update or revise any forward-looking statement or information, whether as a result of new information, future events or otherwise.

For investor and media inquiries, please contact:

James Meikle, Eupraxia Pharmaceuticals Inc.
236-330-7084
jmeikle@eupraxiapharma.com

or

Kevin Gardner, on behalf of:
Eupraxia Pharmaceuticals Inc.
617-283-2856
kgardner@lifesciadvisors.com

Media Contact  
Jason Braco, PhD  
Valence Communications  
jason@valencecomms.com  

SOURCE Eupraxia Pharmaceuticals Inc.

MALVERN, Pa., Nov. 10, 2026 (GLOBE NEWSWIRE) — Neuronetics, Inc. (NASDAQ: STIM) (the “Company” or “Neuronetics”), a leader in interventional mental health and provider of NeuroStar® TMS technology and direct patient care through the Greenbrook network of interventional psychiatry clinics, today announced that it has commenced an underwritten public offering of shares of its common stock. All of the shares of common stock in the proposed offering will be sold by Neuronetics. In addition, Neuronetics intends to grant the underwriters of the offering a 30-day option to purchase up to an additional 15% of the shares of common stock offered in the offering at the public offering price, less the underwriting discount. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed or as to the actual size or terms of the offering.

William Blair is acting as the lead bookrunning manager for the offering. BTIG and Canaccord Genuity are acting as additional bookrunners for the offering.

Perceptive Credit Amendment

As previously disclosed, on July 25, 2024, the Company entered into a Credit Agreement and Guaranty (as amended, the “Existing Credit Agreement”) with Perceptive Credit Holdings IV, LP (“Perceptive”), as administrative agent and a lender, and the other lenders party thereto. On November 5, 2026, the Company entered into Amendment No. 6 to Credit Agreement and Guaranty by and between the Company, as borrower, and Perceptive (the “Perceptive Sixth Amendment,” and the Existing Credit Agreement, as amended by the Perceptive Sixth Amendment, the “Perceptive Facility”). The Perceptive Sixth Amendment amends the Existing Credit Agreement to, among other things, reduce certain revenue covenants, subject to certain conditions precedent, including, among other things, a prepayment of no less than $15,000,000, together with accrued but unpaid interest and the applicable early prepayment fee, plus the applicable amendment fee and payment of the lender parties’ other costs and expenses. If such conditions are not satisfied or waived on or before November 30, 2026, the Perceptive Sixth Amendment will automatically terminate. The Company anticipates that, if the conditions precedent in the Perceptive Sixth Amendment are satisfied, the reduction of those revenue covenants will resolve the going concern risk referenced in the Company’s recent Form 10-Q filings.

The shares are being offered by Neuronetics pursuant to a shelf registration statement on Form S-3 (Registration No. 333-288526) that was filed with the Securities and Exchange Commission (the “SEC”) on July 3, 2025 and declared effective by the SEC on July 18, 2025. The offering will be made only by means of a prospectus supplement and accompanying prospectus that form part of the registration statement. A preliminary prospectus supplement and accompanying prospectus relating to, and describing the terms of, the offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. A copy of the preliminary prospectus supplement and the accompanying prospectus relating to this offering, when available, may be obtained by contacting: William Blair & Company, L.L.C., Attention: Prospectus Department, 150 North Riverside Plaza, Chicago, IL 60606, by telephone at (800) 621-0687, or by email at prospectus@williamblair.com. The final terms of the offering will be disclosed in a final prospectus supplement to be filed with the SEC.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Neuronetics

Neuronetics, Inc. is a leader in interventional mental health, combining innovative treatment technologies with direct patient care. Through its NeuroStar® Advanced Therapy system, the company is a leading provider of transcranial magnetic stimulation (“TMS”) treatment and, through Greenbrook, operates one of the largest interventional psychiatry clinic networks in the United States, offering both TMS and SPRAVATO® therapies. NeuroStar Advanced Therapy is a non-drug, noninvasive treatment that can improve the quality of life for people suffering from neurohealth conditions when traditional medication has not helped. NeuroStar Advanced Therapy is the leading TMS treatment for major depressive disorder (“MDD”) in adults and is backed by what we believe is the largest clinical data set of any TMS treatment system for depression. Greenbrook treatment centers also offer SPRAVATO® (esketamine) Nasal Spray, a prescription medicine indicated for the treatment of treatment-resistant depression in adults as monotherapy or in conjunction with an oral antidepressant. It is also indicated for depressive symptoms in adults with MDD with acute suicidal ideation or behavior in conjunction with an oral antidepressant.1

The NeuroStar Advanced Therapy System is cleared by the U.S. Food and Drug Administration for adults with MDD, as an adjunct for adults with obsessive-compulsive disorder, to decrease anxiety symptoms in adult patients with MDD that may exhibit comorbid anxiety symptoms (anxious depression), and as a first line adjunct for the treatment of MDD in adolescent patients aged 15-21. For safety information and indications for use, visit NeuroStar.com.

Safe Harbor / Forward-Looking Statements

Certain statements in this press release include “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, which are intended to be covered by the safe harbors created by those laws and other applicable laws and “forward-looking information” within the meaning of applicable Canadian securities laws. Statements in this press release that are not historical facts constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by terms such as “may,” “will,” “would,” “should,” “expect,” “plan,” “design,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential,” “outlook” or “continue” as well as the negative of these terms and similar expressions. Forward-looking statements in this press release include, but are not limited to, the intended use of proceeds, including the prepayment of a portion of the outstanding term loans under the Perceptive Facility, the satisfaction of the conditions precedent to the effectiveness of the Perceptive Sixth Amendment, the filing of the preliminary prospectus supplement and the accompanying prospectus relating to the offering and the completion of the offering on the anticipated terms or at all. There can be no assurance that this offering will close or that the Company will receive the net proceeds therefrom. There are numerous risks and uncertainties that could cause actual results and the Company’s plans and objectives to differ materially from those projected, including market conditions and satisfaction of customary closing conditions for the offering and our ability to satisfy the conditions precedent to the Perceptive Sixth Amendment on or before November 30, 2026. Other risks and uncertainties include, without limitation, risks and uncertainties related to: the effect of the transaction with Greenbrook on our business relationships; operating results and business generally; our ability to execute our business strategy; our ability to achieve or sustain profitable operations due to our history of losses; our reliance on the sale and usage of our NeuroStar Advanced Therapy System to generate revenues; the scale and efficacy of our salesforce; our ability to retain talent; availability of coverage and reimbursement from third-party payors for treatments using our products; physician and patient demand for treatments using our products and services; developments in respect of competing technologies and therapies for the indications that our products and services treat; product defects; our ability to obtain and maintain intellectual property protection for our technology; developments in clinical trials or regulatory review of the NeuroStar Advanced Therapy System for additional indications; developments in regulation in the U.S. and other applicable jurisdictions; potential effects of evolving and/or extensive government regulation; the terms of our credit facility; our self-sustainability; existing cash balance; our ability to achieve positive cash flows; and our ability to continue as a going concern. The Company cautions investors not to place undue reliance on the forward-looking statements contained in this press release. For a discussion of these and other related risks, please refer to the Company’s recent filings with the U.S. Securities and Exchange Commission, which are available on the SEC’s website at www.sec.gov, including, without limitation, the factors described under the heading “Risk Factors” in Neuronetics’ Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, as may be updated or supplemented by subsequent reports that Neuronetics has filed or files with the SEC. These forward-looking statements are based on the Company’s expectations and assumptions as of the date of this press release. Except as required by law, the Company undertakes no duty or obligation to update any forward-looking statements contained in this press release as a result of new information, future events, or changes in the Company’s expectations.

Investor Contact:

Mark Klausner
ICR Healthcare
443-213-0499
ir@neuronetics.com

Media Contact:

EvolveMKD
646-517-4220
NeuroStar@evolvemkd.com

References
1 The effectiveness of SPRAVATO® in preventing suicide or in reducing suicidal ideation or behavior has not been demonstrated. Use of SPRAVATO® does not preclude the need for hospitalization if clinically warranted, even if patients experience improvement after an initial dose of SPRAVATO®. For more important safety information about SPRAVATO®, please visit spravatohcp.com.

Third quarter 2026 revenue of $21.6 million, representing 65% growth year-over-year

Full year 2026 revenue guidance raised to $78 million to $80 million

CARLSBAD, Calif., Nov. 10, 2026 (GLOBE NEWSWIRE) — Carlsmed, Inc. (Nasdaq: CARL) (“Carlsmed” or the “Company”), a medical technology company pioneering AI-enabled personalized spine surgery solutions, today reported financial results for the third quarter ended September 30, 2026.

“The third quarter represented strong execution against our long-term strategy as we delivered 65% revenue growth and advanced our leadership position in AI-enabled personalized surgery as we grew our surgeon user base by more than 60% over the prior year,” said Mike Cordonnier, Chairman and CEO of Carlsmed. “We broadened our personalized surgery platform, strengthened our leadership team, and secured new inpatient CMS reimbursement for our aprevo® lumbar spine fusion procedure. Taken together with our differentiated, capital-light model, these accomplishments reinforce our foundation for sustainable, profitable long-term growth as we head into 2027.”

Recent Business Highlights

  • CMS Inpatient Prospective Payment System (IPPS) rule for fiscal year 2027 became effective October 1, 2026, with increased reimbursement for inpatient aprevo® lumbar procedures
  • Launched aprevo® Lumbar Bi-lateral Posterior System in October, which the Company estimates addresses approximately 30,000 U.S. lumbar fusion procedures annually
  • Further strengthened leadership team to drive productivity, scale, and patient-centric innovation with the promotion of Jeff Bertolini to Chief Operating Officer, the appointment of Rich Heppenstall as Chief Financial Officer, and the addition of Tony Jarc, Ph.D., as Chief Product and AI Officer
  • Raised full-year 2026 revenue guidance to a range of $78 million to $80 million, over 56% growth at the midpoint versus full-year 2025

Third Quarter 2026 Financial Results

  • Revenue was $21.6 million for the third quarter of 2026, a 65% increase compared to $13.1 million in the third quarter of 2025.
  • Gross profit for the third quarter of 2026 was $16.7 million compared to $9.9 million for the third quarter of 2025. Gross margin was 77.3% for the third quarter of 2026, compared with 75.9% in the third quarter of 2025.
  • Operating expenses were $29.4 million for the third quarter of 2026, compared with $19.0 million for the third quarter of 2025, and included $2.8 million in expenses related to executive transition costs and the expected resolution of certain legal matters. Operating expenses consisted of:
    • Research and development expenses of $6.4 million for the third quarter of 2026, compared with $4.4 million for the third quarter of 2025.
    • Sales and marketing expenses of $13.0 million for the third quarter of 2026, compared with $9.6 million for the third quarter of 2025.
    • General and administrative expenses of $10.0 million for the third quarter of 2026, compared with $4.9 million for the third quarter of 2025.
  • Net loss was ($12.2) million for the third quarter of 2026, compared to ($8.5) million for the third quarter of 2025.
  • Adjusted EBITDA was ($7.3) million for the third quarter of 2026, compared to ($8.2) million for the third quarter of 2025.
  • Cash and cash equivalents, restricted cash, short-term investments, and marketable securities were $80.3 million as of September 30, 2026.

2026 Financial Outlook

Revenue for the full year 2026 is expected to be in the range of $78 million to $80 million, representing growth of over 56% at the midpoint. This compares to prior annual revenue guidance of $74 to $78 million.

Webcast & Conference Call Details

Carlsmed will host a conference call and concurrent webcast today at 4:30 pm Eastern Time (1:30 pm Pacific Time), to review the Company’s performance. A live webcast of the conference call will be available in the Events & Presentations section of the Company’s investor website at investors.carlsmed.com. A replay will be archived on the Company’s website following completion of the call.

Non-GAAP Financial Measures

This press release contains certain financial information that is not presented in conformity with U.S. generally accepted accounting principles (“GAAP”), including EBITDA, adjusted EBITDA, adjusted net loss and adjusted net loss per share. The non-GAAP financial measures are provided as supplemental information to Carlsmed’s financial measures presented in this press release that are calculated and presented in accordance with GAAP.

The Company calculates EBITDA as net income (loss), adjusted to exclude: (i) net interest (income) expense, (ii) income tax expense (benefit), (iii) depreciation expense from property and equipment, and (iv) amortization expense from long-lived assets. We define “Adjusted EBITDA” as EBITDA adjusted to exclude (i) stock-based compensation expense, (ii) acquisition and transaction costs, (iii) acquired intangible asset amortization and impairments, (iv) restructuring and cost reduction initiatives, (v) executive transition costs, (vi) legal settlements net of proceeds from insurance in excess of legal fees, (vii) changes in fair value of warrant liabilities and gains and losses on debt extinguishments or modifications, and (viii) non-operating investment gains and losses. 

We define “Adjusted Net Loss” as net loss, adjusted to exclude: (i) acquisition and transaction costs, (ii) acquired intangible asset amortization and impairments, (iii) restructuring and cost reduction initiatives, (iv) executive transition costs, (v) legal settlements net of proceeds from insurance in excess of legal fees, (vi) change in fair value of warrant liabilities and gains and losses on debt extinguishments or modifications, and (vii) non-operating investment gains and losses. We define “Adjusted Net Loss Per Share” as Adjusted Net Loss divided by the weighted-average number of shares of common stock outstanding during the period, adjusted to exclude shares that were accelerated upon executive severance. Each item excluded in a period is separately identified and quantified in the reconciliation that follows. 

These non-GAAP measures are presented because management believes they allow investors to view the Company’s performance in a manner similar to the method used by management to evaluate financial performance for both strategic and annual operating planning. Management believes that to properly understand short-term and long-term financial trends, it is helpful for investors to understand the impact of the items excluded from the calculation of non-GAAP metrics, in addition to considering the Company’s GAAP financial measures. Management believes that the excluded items are not reflective of the Company’s ongoing core business operations and financial condition. Excluding such items allows investors and analysts to compare our operating performance to other companies in our industry and to compare the Company’s period-over-period results.

The non-GAAP financial measures used by Carlsmed may not be the same or calculated in the same manner as those used and calculated by other companies. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for Carlsmed’s financial results prepared and reported in accordance with GAAP. These non-GAAP measures should not be construed as an inference that the Company’s future results will be unaffected by unusual or non-recurring items. We urge investors to review the reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures included in this press release, and not to rely on any single financial measure to evaluate our business. Reconciliations of EBITDA and adjusted EBITDA, as well as Adjusted Net Loss and Adjusted Net Loss Per Share, are reported in this press release to the most comparable GAAP measure for the respective periods and appears in the table captioned “Reconciliation of GAAP Net Loss to Adjusted EBITDA” and “Reconciliation of GAAP Net Loss to Adjusted Net Loss Per Share” respectively. Within the accompanying financial tables presented, certain columns and rows may not add due to the use of rounded numbers.

About Carlsmed

Carlsmed is a medical technology company pioneering AI-enabled personalized spine surgery solutions with a mission to improve outcomes and decrease the cost of healthcare for spine surgery and beyond.

Forward Looking Statements

Any statements in this press release about future expectations, plans and prospects, including statements about Carlsmed’s growth prospects and future performance, the ability of Carlsmed to achieve profitability in the near term or at all, the scalability of Carlsmed’s business, our expectations regarding potential market size, Carlsmed’s ability to continue improving our products and technology and to develop new products, the impact of the recent CMS ruling on Carlsmed’s business, the revenue ranges presented in our 2026 financial outlook, and other statements containing the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “target,” “potential,” “likely,” “will,” “would,” “could,” “should,” “continue,” and similar expressions, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including such important factors as are set forth under the caption “Risk Factors” in Carlsmed’s Annual Report on Form 10-K for the year ended December 31, 2025, and subsequent Quarterly Reports on Form 10-Q on file with the U.S. Securities and Exchange Commission. The forward-looking statements included in this press release represent Carlsmed’s views as of the date of this press release. Carlsmed anticipates that subsequent events and developments will cause its views to change. However, while Carlsmed may elect to update these forward-looking statements at some point in the future, it specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing Carlsmed’s views as of any date subsequent to the date of this press release.

Investor Relations
IR@Carlsmed.com

Media
Marketing@Carlsmed.com

   
CARLSMED, INC.
CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(in thousands, except share and per share amounts)
(unaudited)

 
             
    Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
    2026     2025     2026     2025  
Revenue   $ 21,554     $ 13,074     $ 56,610     $ 35,346  
Cost of sales     4,889       3,147       12,978       8,914  
Gross profit     16,665       9,927       43,632       26,432  
Operating expenses:                        
Research and development     6,380       4,445       17,598       11,755  
Sales and marketing     13,004       9,610       35,221       24,218  
General and administrative     9,982       4,907       23,826       11,715  
Total operating expenses     29,366       18,962       76,645       47,688  
Loss from operations     (12,701 )     (9,035 )     (33,013 )     (21,256 )
Other income (expense):                        
Interest expense     (316 )     (380 )     (940 )     (1,100 )
Interest income     772       954       2,502       1,670  
Change in fair value of warrant liabilities     —       (65 )     —       (335 )
Total other income (expense), net     456       509       1,562       235  
Net loss     (12,245 )     (8,526 )     (31,451 )     (21,021 )
Deemed dividend to preferred stockholders     —       —       —       (584 )
Net loss attributable to common stockholders   $ (12,245 )   $ (8,526 )   $ (31,451 )   $ (21,605 )
                         
Net loss   $ (12,245 )   $ (8,526 )   $ (31,451 )   $ (21,021 )
Other comprehensive loss:                        
Unrealized loss on available-for-sale debt securities     (21 )     —       (38 )     —  
Total other comprehensive loss     (21 )     —       (38 )     —  
Total comprehensive loss   $ (12,266 )   $ (8,526 )   $ (31,489 )   $ (21,021 )
                         
Net loss per share attributable to common stockholders, basic and diluted   $ (0.45 )   $ (0.40 )   $ (1.16 )   $ (2.15 )
Weighted-average number of common shares used to compute basic and diluted net loss per share     27,303,162       21,081,330       27,104,729       10,051,623  

   
CARLSMED, INC.
CONDENSED BALANCE SHEETS
(in thousands, except for share and par value amounts)
(unaudited)
 
             
    September 30, 2026     December 31, 2025  
Assets            
Current assets:            
Cash and cash equivalents   $ 35,945     $ 85,793  
Restricted cash     100       100  
Short-term investments     24,000       24,000  
Marketable securities     20,262       —  
Accounts receivable, net of allowances of $1,495 and $1,653, as of September 30, 2026, and December 31, 2025, respectively     16,884       11,362  
Inventory     2,987       1,845  
Prepaid expenses and other current assets     5,377       3,573  
Total current assets     105,555       126,673  
Property and equipment, net     3,611       1,487  
Operating lease right-of-use assets     5,707       1,826  
Other assets     397       134  
Total assets   $ 115,270     $ 130,120  
             
Liabilities and Stockholders’ Equity            
Current liabilities:            
Accounts payable   $ 3,311     $ 4,481  
Accrued liabilities     6,766       3,287  
Accrued compensation     7,371       5,760  
Short-term operating lease liabilities     789       752  
Total current liabilities     18,237       14,280  
Long-term portion of term loan, net     15,400       15,346  
Long-term operating lease liabilities     5,596       1,316  
Other long-term liabilities     363       309  
Total liabilities     39,596       31,251  
Commitments and contingencies            
             
Stockholders’ equity:            
Preferred stock, $0.00001 par value; 10,000,000 shares authorized and zero shares issued and outstanding as of September 30, 2026, and December 31, 2025     —       —  
Common stock, $0.00001 par value; 600,000,000 shares authorized, 27,387,646 shares issued and outstanding as of September 30, 2026; 600,000,000 shares authorized, 26,664,243 shares issued, and 26,604,505 shares outstanding as of December 31, 2025     —       —  
Additional paid-in capital     207,968       199,674  
Accumulated deficit     (132,256 )     (100,805 )
Accumulated other comprehensive loss     (38 )     —  
Total stockholders’ equity     75,674       98,869  
Total liabilities and stockholders’ equity   $ 115,270     $ 130,120  

RECONCILIATION OF GAAP NET LOSS
TO ADJUSTED EBITDA
(unaudited)
 
                       
    Three Months Ended September 30,       $     %    
      2026       2025       Change     Change    
(in thousands, except percentages)                                
Net loss   $   (12,245 )   $   (8,526 )   $   (3,719 )     43.6   %
Interest (income) expense       (456 )       (574 )       118     (20.6 ) %
Income taxes       —         —         —       **    
Depreciation and amortization       126         82         44       53.7   %
EBITDA       (12,575 )       (9,018 )       (3,557 )     39.4   %
Stock-based compensation       2,466         704         1,762       250.3   %
Executive transition costs       2,390         —         2,390       **    
Legal settlements       450         —         450       **    
Change in fair value of warrant liabilities       —         65         (65 )     (100.0 ) %
Adjusted EBITDA   $   (7,269 )   $   (8,249 )   $   980       (11.9 ) %

    Nine Months Ended September 30,       $     %    
      2026       2025       Change     Change    
(in thousands, except percentages)                                
Net loss   $   (31,451 )   $   (21,021 )   $   (10,430 )     49.6   %
Interest (income) expense       (1,562 )       (570 )       (992 )   174.0   %
Income taxes       —         —         —       **    
Depreciation and amortization       355         183         172       94.0   %
EBITDA       (32,658 )       (21,408 )       (11,250 )     52.6   %
Stock-based compensation       6,366         1,137         5,229       459.9   %
Executive transition costs       2,390         —         2,390       **    
Legal settlements       450         —         450       **    
Change in fair value of warrant liabilities       —         335         (335 )     (100.0 ) %
Adjusted EBITDA   $   (23,452 )   $   (19,936 )   $   (3,516 )     17.6   %

**Prior year amount was $0, percentage change not meaningful

 
RECONCILIATION OF GAAP NET LOSS
TO ADJUSTED NET LOSS PER SHARE
(unaudited)
           
    Three Months Ended September 30,   $ %
    2026   2025   Change Change
(in thousands, except share, per share amounts, and percentages)  
Net loss $ (12,245 ) $ (8,526 ) $ (3,719 ) 43.6   %
Executive transition costs   2,390     —     2,390   **    
Legal settlements   450     —     450   **    
Change in fair value of warrant liabilities   —     65     (65 ) (100.0 ) %
Adjusted Net Loss   (9,405 )   (8,461 )   (944 ) 11.2   %
                         
Weighted average common shares outstanding   27,303,162     21,081,330     6,221,832   29.5   %
Less: Accelerated shares from executive transition   (959 )   —     (959 ) **    
Adjusted weighted average common shares outstanding   27,302,203     21,081,330     6,220,873   29.5   %
                         
Adjusted Net Loss Per Share $ (0.34 ) $ (0.40 ) $ 0.06   (15.0 ) %

    Nine Months Ended     September 30,   $ %
    2026   2025   Change Change
(in thousands, except share, per share amounts, and percentages)  
Net loss $ (31,451 ) $ (21,021 ) $ (10,430 ) 49.6   %
Executive transition costs   2,390     —     2,390   **    
Legal settlements   450     —     450   **    
Change in fair value of warrant liabilities   —     335     (335 ) (100.0 ) %
Adjusted Net Loss   (28,611 )   (20,686 )   (7,925 ) 38.3   %
                         
Weighted average common shares outstanding   27,104,729     10,051,623     17,053,106   169.7   %
Less: Accelerated shares from executive transition   (323 )   —     (323 ) **    
Adjusted weighted average common shares outstanding   27,104,406     10,051,623     17,052,783   169.7   %
                         
Adjusted Net Loss Per Share $ (1.06 ) $ (2.06 ) $ 1.00   (48.5 ) %

**Prior year amount was $0, percentage change not meaningful

ATHENS, Greece, Nov. 10, 2026 (GLOBE NEWSWIRE) — Star Bulk Carriers Corp. (the “Company” or “Star Bulk”) (Nasdaq: SBLK; Euronext Athens: SBLK), a global leader in dry bulk shipping, today announced the publication of its 2025 Environmental, Social and Governance (ESG) Report.

The 2025 ESG Report, Star Bulk’s eighth annual publication, provides a comprehensive overview of the Company’s sustainability strategy, performance, and future goals. Guided by its ESG Committee, Star Bulk continues to embed best practices across its operations, supporting business continuity and addressing key ESG challenges. The report highlights the Company’s progress toward its long-term objectives, supported by detailed action plans and sustainability-focused Key Performance Indicators (KPIs). Through transparent, data-driven reporting, Star Bulk reaffirms its commitment to environmental stewardship, social responsibility, and sound corporate governance.

Mr. Petros Pappas, CEO of Star Bulk, said: “The years ahead will bring new trade maps, new rules, and new technologies. We face them from a position of strength: a modern, diversified fleet, a disciplined balance sheet, and, above all, a loyal and experienced team at sea and ashore. Our priorities remain unchanged: to move cargoes safely, keep improving fleet performance, invest in our people, advance digitalization, and reward our shareholders.”

The report has been developed in accordance with the Global Reporting Initiative (GRI) Standards 2021 and the Sustainability Accounting Standards Board (SASB) standards for Marine Transportation, and it aligns with the United Nations’ Sustainable Development Goals (SDGs).

Selected sustainability disclosures have received limited assurance from PricewaterhouseCoopers S.A.

The 2025 ESG Report is now available on the Company’s website at www.starbulk.com.

About Star Bulk

Star Bulk is a global shipping company providing worldwide seaborne transportation solutions in the dry bulk sector. Star Bulk’s vessels transport major bulks, which include iron ore, minerals and grain, and minor bulks, which include bauxite, fertilizers and steel products. Star Bulk was incorporated in the Marshall Islands on December 13, 2006 and maintains executive offices in Athens, New York, Stamford and Singapore. Its common shares trade on the Nasdaq Global Select Market and Euronext Athens under the symbol “SBLK”. As of the date of this release on a fully delivered basis and as adjusted for the delivery of the one firm Kamsarmax vessel currently under construction, we own a fleet of 138 vessels, with an aggregate capacity of 13.8 million dwt consisting of 17 Newcastlemax, 14 Capesize, 7 Post Panamax, 42 Kamsarmax, 47 Ultramax and 11 Supramax vessels with carrying capacities between 55,569 dwt and 209,537 dwt.

Contacts:  
Company:
Simos Spyrou, Christos Begleris
Co ‐ Chief Financial Officers
Star Bulk Carriers Corp.
c/o Star Bulk Management Inc.
40 Ag. Konstantinou Av.
Maroussi 15124
Athens, Greece
Email: info@starbulk.com
www.starbulk.com
Investor Relations / Financial Media:
Nicolas Bornozis
President
Capital Link, Inc.
230 Park Avenue, Suite 1540
New York, NY 10169
Tel. (212) 661‐7566
E‐mail: starbulk@capitallink.com
www.capitallink.com

Anna Wichmann
Capital Link Athens
Tel. +30-210-6109-800
E-mail: starbulk@capitallink.com

Reduced sequential operating loss by 21%, including cost of realignment

MALVERN, Pa., Nov. 10, 2026 (GLOBE NEWSWIRE) — TELA Bio, Inc. (“TELA Bio”), a commercial-stage medical technology company focused on providing innovative soft-tissue reconstruction solutions, today reported financial results for the third quarter ended September 30, 2026.

Recent Highlights

  • Delivered $19.0 million revenue in the third quarter of 2026;
  • Increased international revenue by 18% over the prior year period;
  • Loss from operations decreased by $2.0 million or 21% sequentially while Adjusted EBITDA loss decreased by $4.3 million or 55% sequentially;
  • Announced and implemented a strategic cost reduction initiative to reduce annual operating expenses by $17.0 million and extend cash runway into 2028;
  • Regained compliance with Nasdaq minimum bid price requirement for continued listing on the Nasdaq Global Market;
  • Received 510(k) clearance for Liora Monofilament Scaffold for soft tissue reinforcement; and
  • Four peer-reviewed clinical results demonstrating favorable outcomes for OviTex and OviTex PRS.

“My first quarter as CEO was focused on putting a plan in place to return TELA Bio to growth. I joined because I believe OviTex is best-in-class technology and that we are well positioned to win in an evolving soft tissue repair and reconstruction market,” said Heather Getz, Chief Executive Officer of TELA Bio. “Our cost reduction initiative allows us to thoughtfully reallocate resources, supports a return to topline growth, and extends our cash runway. In the third quarter alone, we reduced our adjusted EBITDA loss by 55% versus the second quarter of 2026 while delivering sequential revenue growth in the US hernia market and continued year-over-year growth in Europe. Clinically, we continued to demonstrate the strength in our portfolio with four new peer-reviewed publications and podium presentations on both OviTex and OviTex PRS demonstrating favorable outcomes compared to gold standard synthetic and biologic alternatives. Commercially, we gained market share across the OviTex hernia portfolio, which gives us conviction that our products deliver significant value for patients, clinicians and hospital administrators. Looking ahead, we see ample opportunity for growth, and our team is focused on executing our long-term strategy.”

Third Quarter 2026 Financial Results

Revenue was $19.0 million in the third quarter of 2026, a decrease of 8% compared to $20.7 million in the third quarter of 2025. The decrease was primarily driven by a decline in OviTex PRS volumes partially offset by growing international sales.

Gross profit was $12.3 million, or 64.9% of revenue, in the third quarter of 2026, compared to $14.0 million, or 67.5% of revenue, in the same period in 2025. The decrease in gross margin was primarily due to a higher charge for excess and obsolete inventory as a percentage of revenue. After adjusting for the $1.1 million of noncash charges gross margin1 would be 71%.

Total operating expenses excluding other expenses was $17.6 million in the third quarter of 2026 compared to $21.4 million in the third quarter of 2025, a decrease of 17.5%.

Loss from operations was $7.3 million in the third quarter of 2026, compared to $7.6 million in the same period in 2025. Adjusted EBITDA loss was $3.4 million in the third quarter of 2026 compared to $5.7 million in the third quarter of 2025, an improvement of 39%.

On a GAAP basis, net loss was $9.3 million in the third quarter of 2026, or $0.16 per common share, compared to a net loss of $8.6 million, or $0.19 per common share in the same period in 2025.

On an adjusted basis, net loss for the third quarter of 2026 was $7.3 million, or $0.13 per common share, compared to a net loss of $8.4 million, or $0.18 per common share, in the same period in 2025. The details regarding adjusted net loss are included in the reconciliation tables in this release.

Cash and cash equivalents on September 30, 2026 were $22.7 million.

Conference Call

TELA Bio will host a conference call at 4:30 p.m. Eastern Time on Tuesday, November 10, 2026 to discuss its third quarter financial results. Investors interested in listening to the conference call should register online. Participants are required to register a day in advance or at minimum 15 minutes before the start of the call. A replay of the webcast can be accessed via the Events & Presentations page of the investor section of TELA Bio’s website.

About TELA Bio, Inc.

TELA Bio, Inc. (NASDAQ: TELA) is a commercial-stage medical technology company focused on providing innovative technologies that optimize clinical outcomes by prioritizing the preservation and restoration of the patient’s own anatomy. The Company is committed to providing surgeons with advanced, economically effective soft-tissue reconstruction solutions that leverage the patient’s natural healing response while minimizing long-term exposure to permanent synthetic materials. For more information, visit www.telabio.com.

Caution Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Words such as “may,” “might,” “will,” “should,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “predict,” “forecast,” “project,” “plan,” “intend” or similar expressions, or statements regarding intent, belief, or current expectations are forward-looking statements and reflect the current beliefs of TELA Bio’s management. Such forward-looking statements include statements relating to our expected revenue and revenue growth for the full year 2026 and reduction in operating expenses throughout the full year 2026 compared to prior periods and our expectations regarding new product launch and expectations on market penetration and profitability. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors that could cause actual results and events to differ materially and adversely from those indicated by such forward-looking statements including, among others: the impact to our business from macroeconomic conditions, including recessionary concerns, banking instability, increasing market interest rates, monetary policy changes, changes in trade policies, including tariffs and trade protection measures, and inflationary pressures, potentially impacting our ability to market our products, including the launch of new products; demand for our products related to changes in volumes or frequency of surgical procedures, including due to outbreak of illness or disease, cybersecurity events impacting hospital operations, potential hospital closures, labor and hospital staffing shortages, supply chain disruptions to critical surgical and hospital supplies, pricing pressures or any other applicable adverse healthcare economic factors; our ability to achieve or sustain profitability; our ability to gain market acceptance for our products and to accurately forecast and meet customer demand; our ability to compete successfully; that data from earlier studies related to our products and interim data from ongoing studies may not be replicated in later studies or indicative of future data; that data obtained from clinical studies using our product may not be indicative of outcomes in other surgical settings; our ability to enhance our product offerings, including successful launch of new products; our ability to maintain expanded market access; product development and manufacturing problems; capacity constraints or delays in production of our products; maintenance of coverage and adequate reimbursement for procedures using our products; and product defects or failures. These risks and uncertainties are described more fully in the “Risk Factors” section and elsewhere in our filings with the Securities and Exchange Commission and available at www.sec.gov, including in our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Any forward-looking statements that we make in this announcement speak only as of the date of this press release, and TELA Bio assumes no obligation to update forward-looking statements whether as a result of new information, future events or otherwise after the date of this press release, except as required under applicable law.

Investor Contact
Louisa Smith
ir@telabio.com

 ________________

1 The Company believes that providing non-GAAP financial measures offers a meaningful representation of our performance, as we exclude expenses that are not necessary to support our ongoing business. We also make adjustments to facilitate year-over-year comparisons. Please refer to our “Reconciliation of GAAP to Non-GAAP Financial Measures” in this release for additional information.

TELA Bio, Inc.
Consolidated Balance Sheets
(In thousands, except share and per share amounts)
(Unaudited)
             
    September 30,    December 31,
       2026      2025
Assets            
Current assets:            
Cash and cash equivalents   $ 22,664     $ 50,845  
Accounts receivable, net of allowances of $621 and $287     9,273       10,347  
Inventory     11,609       11,016  
Prepaid expenses and other current assets     1,054       3,373  
Total current assets     44,600       75,581  
Property and equipment, net     1,881       2,226  
Intangible assets, net     1,074       1,359  
Right-of-use assets     1,314       1,502  
Other long-term assets     425       500  
Restricted cash     200       250  
Total assets   $ 49,494     $ 81,418  
             
Liabilities and stockholders’ (deficit) equity              
Current liabilities:              
Accounts payable   $ 2,394     $ 2,309  
Accrued expenses and other current liabilities     14,164       15,666  
Current debt     56,299       —  
Total current liabilities     72,857       17,975  
Long‑term debt     —       55,653  
Other long‑term liabilities     1,213       1,477  
Total liabilities     74,070       75,105  
             
Stockholders’ (deficit) equity:              
Preferred stock; $0.001 par value: 10,000,000 shares authorized; no shares issued and outstanding     —       —  
Common stock; $0.001 par value: 200,000,000 shares authorized; 45,143,410 and 44,538,264 shares issued and outstanding at September 30, 2026 and December 31, 2025, respectively     45       44  
Additional paid-in capital     405,694       403,739  
Accumulated other comprehensive income     83       91  
Accumulated deficit     (430,398 )     (397,561 )
Total stockholders’ (deficit) equity     (24,576 )     6,313  
Total liabilities and stockholders’ (deficit) equity   $ 49,494     $ 81,418  

See accompanying notes to unaudited interim consolidated financial statements.

TELA Bio, Inc.
Consolidated Statements of Operations and Comprehensive Loss
(In thousands, except share and per share amounts)
(Unaudited)
                         
    Three months ended September 30,    Nine months ended September 30, 
    2026      2025      2026      2025
Revenue   $ 18,959     $ 20,689     $ 57,309     $ 59,406  
Cost of revenue (excluding amortization of intangible assets and write-off of expired product)     5,586       6,124       16,552       16,623  
Non cash cost or revenue (amortization of intangible assets and write-off of expired product)     1,065       596       1,986       2,197  
Gross profit     12,308       13,969       38,771       40,586  
Operating expenses:                            
Sales and marketing     13,008       15,066       45,460       48,289  
General and administrative     3,003       3,948       11,221       11,910  
Research and development     1,603       2,348       6,669       7,091  
Other     1,984       161       2,520       403  
Total operating expenses     19,598       21,523       65,870       67,693  
Loss from operations     (7,290 )     (7,554 )     (27,099 )     (27,107 )
Other (expense) income:                           
Interest expense     (2,099 )     (1,201 )     (6,228 )     (3,608 )
Other income     190       152       713       1,010  
Total other expense, net     (1,909 )     (1,049 )     (5,515 )     (2,598 )
Loss before income tax expense     (9,199 )     (8,603 )     (32,614 )     (29,705 )
Income tax expense     (103 )     —       (223 )     (85 )
Net loss   $ (9,302 )   $ (8,603 )   $ (32,837 )   $ (29,790 )
Net loss per common share, basic and diluted   $ (0.16 )   $ (0.19 )   $ (0.57 )   $ (0.66 )
Weighted average common shares outstanding, basic and diluted     57,689,149       45,421,795       57,456,519       45,351,947  
Comprehensive loss:                            
Net loss   $ (9,302 )   $ (8,603 )   $ (32,837 )   $ (29,790 )
Foreign currency translation adjustment     (1 )     (2 )     (8 )     1  
Comprehensive loss   $ (9,303 )   $ (8,605 )   $ (32,845 )   $ (29,789 )

See accompanying notes to unaudited interim consolidated financial statements.

Statement Regarding Use of Non-GAAP Financial Measures

In this press release, the Company’s financial results are provided in accordance with accounting principles generally accepted in the United States (GAAP) and using certain non-GAAP financial measures, including adjusted net loss and adjusted net loss per common share, adjusted EBITDA, and adjusted gross margin. Management believes that presentation of operating results using these non-GAAP financial measures provides useful supplemental information to investors and facilitates the analysis of the Company’s core operating results and comparison of operating results across reporting periods, while excluding certain expenses that may not be indicative of the Company’s recurring core business operating results. In addition, management believes these non-GAAP financial measures are useful to investors both because they (1) allow for greater transparency with respect to key metrics used by management in its financial and operational decision-making and (2) are used by the Company’s institutional investors and the analyst community to help them analyze the health of TELA’s business. Management also uses non-GAAP financial measures to establish budgets and to manage the Company’s business. A reconciliation of the GAAP financial results to non-GAAP financial results is included in the schedules below and a description of the adjustments made to the GAAP financial measures is included at the end of the schedules.

The Company encourages investors to carefully consider its results under GAAP, as well as its supplemental non-GAAP information and the reconciliation between these presentations, to more fully understand its business. Non-GAAP financial results are reported in addition to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. Further, non-GAAP financial measures, even if similarly titled, may not be calculated in the same manner by all companies, and therefore should not be compared.

TELA Bio, Inc.
Reconciliations of GAAP to Non-GAAP financial Measures
(In thousands, except share and per share amounts)
(Unaudited)
 
Adjusted Net Loss and Adjusted Net Loss per common share
                         
    Three months ended
September 30, 2026
  Three months ended
September 30, 2025
      Net loss     Net loss per
common share
    Net loss     Net loss per
common share
GAAP   $ (9,302 )   $ (0.16 )   $ (8,603 )   $ (0.19 )
Non-GAAP adjustments:                        
Other (A)     1,984       0.03       161       0.01  
Non-GAAP Adjusted   $ (7,318 )   $ (0.13 )   $ (8,442 )   $ (0.18 )
                         
    Nine months ended
September 30, 2026
  Nine months ended
September 30, 2025
      Net loss     Net loss per
common share
    Net loss     Net loss per
common share
GAAP   $ (32,837 )   $ (0.57 )   $ (29,790 )   $ (0.66 )
Non-GAAP adjustments:                        
Other (B)     2,520       0.04       403       0.01  
Non-GAAP Adjusted   $ (30,317 )   $ (0.53 )   $ (29,387 )   $ (0.65 )

(A) In the three months ended September 30, 2026, we recognized $1.7 million in severance expense and $0.3 million in legal related expenses related to our cost reduction initiative. In the three months ended September 30, 2025, we recognized severance expense of $0.2 million.
(B) In the nine months ended September 30, 2026, we recognized $2.2 million in severance expense and $0.3 million in legal related expenses related to our cost reduction initiative. In the nine months ended September 30, 2025, we recognized severance expense of $0.4 million.

Adjusted EBITDA

    Three months ended
September 30, 
  Nine months ended
September 30, 
  Three Months
ended
June 30.
    2026   2025   2026   2025   2026
Loss from operations   $ (7,290 )   $ (7,554 )   $ (27,099 )   $ (27,107 )   $ (9,283 )
Non cash cost of revenue (amortization and write-off of expired product) (A)     1,065       596       1,986       2,197       342  
Other (B)     1,984       161       2,520       403       464  
Stock-based compensation expense     626       955       2,055       2,984       613  
Depreciation     172       153       512       500       171  
Adjusted EBITDA   $ (3,443 )   $ (5,689 )   $ (20,026 )   $ (21,023 )   $ (7,693 )

(A) In the three and nine months ended September 30, 2026, we recognized amortization charges of $95,000 and $0.3 million and wrote-off $1.0 million and $1.7 million of expired product, respectively. In the three and nine months ended September 30, 2025, we recognized amortization charges of $95,000 and $0.3 million and wrote-off $0.5 million and $1.9 million of expired product, respectively.
(B) In the three and nine months ended September 30, 2026, we recognized severance expense of $1.7 million and $2.2 million and related legal expense of $0.3 million, respectively. In the three and nine months ended September 30, 2025, we recognized severance expense of $0.2 million and $0.4 million, respectively.

Adjusted gross margin

                           
    Three months ended September 30,    Nine months ended September 30,   
    2026      2025      2026      2025  
Gross margin     65 %   68 %   68 %   68 %
Non cash cost of revenue (amortization and write-off of expired product) (A)     6     2     3     4  
Adjusted gross margin     71 %   70 %   71 %   72 %

(A) In the three and nine months ended September 30, 2026, we recognized amortization charges of $95,000 and $0.3 million and wrote-off $1.0 million and $1.7 million of expired product, respectively. In the three and nine months ended September 30, 2025, we recognized amortization charges of $95,000 and $0.3 million and wrote-off $0.5 million and $1.9 million of expired product, respectively.

GAAP Net Income Increases by over $632,000 Year-Over-Year to $217,000, or $0.01 Per Share

Revenue Increases 12%; Gross Profit Increases 18%; Adjusted EBITDA Margin1 Expands to 5.0%

Nine-Month Operating Cash Flow Increases 133% to $3.3 Million

SAN ANTONIO, Nov. 10, 2026 (GLOBE NEWSWIRE) — Usio, Inc., “Usio” or the “Company” (Nasdaq: USIO), a leading FinTech company that operates a full stack of integrated, cloud-based electronic payment and embedded financial solutions, today announced financial results for the third quarter ended September 30, 2026.

Louis Hoch, President and Chief Executive Officer of Usio, said, “It was another strong quarter for Usio, with revenue increasing 12% and Adjusted EBITDA1 rising 222%, driven by sustained transaction growth and improving operating leverage. Total payment dollars processed increased 25% to $2.73 billion, while total payment transactions grew 27% to 20.7 million. ACH transactions increased 39%, setting a new quarterly record for the sixth consecutive quarter. Importantly, this growth is translating into meaningful bottom-line improvement. Adjusted EBITDA margin1 expanded to 5.0% from 1.7% a year ago, GAAP operating income improved by approximately $743,000, and we delivered our third consecutive quarter of positive GAAP net income. For the first nine months of 2026, Adjusted EBITDA1 more than doubled, while operating cash flow increased 133% to $3.3 million. Consequently, we are re-iterating our guidance of 14-16% revenue growth versus the prior year, alongside record Adjusted EBITDA1.”

Mr. Hoch continued, “Looking ahead, we are particularly encouraged by the opportunities presented by Usio Ion and our recently announced strategic partnership with Harris Computer. Ion has the potential to deepen our existing customer relationships, expand our third-party owned deposit base and generate incremental high-margin interest revenue, while our preferred payments provider relationship with Harris expands our reach into the utility market. We believe both initiatives can contribute meaningfully to our long-term growth and operating leverage as adoption and implementation progress. It is exciting to soon enter 2027 with these two catalysts on top of the organic growth we are already experiencing.”

Results in the third quarter were led by an 18% increase in credit card revenues on the strength of a 29% increase in PayFac revenues, which now account for more than 75% of total credit card revenues. ACH, our highest margin business, had another record quarter. Revenues were up 9% primarily due to record ACH transaction volume, which was up 39%, alongside record RTP volume and continued strong PINless debit growth. ACH has benefitted from new account growth and strong volumes in the education market. Output Solutions had an outstanding quarter with revenue growing 14%. Volumes were at record levels with electronic documents processed and delivered up 28% and total pieces printed and mailed up 7%. In addition, third quarter prepaid card services revenues were up from a year ago, the first quarterly increase this year. Prepaid card services also experienced increased volumes, providing further momentum to the recovery in revenues.

Reflective of the Company’s increasing operating leverage, gross profit was up approximately 18% to $5.7 million in the third quarter, with gross margins expanding to 24.1% from 23.0% in the prior-year quarter. Third quarter total selling, general and administrative expenses, inclusive of depreciation and amortization and stock-based compensation (“Total SG&A Expenses”), increased only approximately 2% year-over-year, while declining for the first nine months of 2026 compared to the prior-year period. This disciplined expense management was achieved while continuing to invest in back-office operations and network infrastructure to support sustainable growth.

For the quarter ended September 30, 2026, the Company reported GAAP net income of approximately $0.2 million, or $0.01 per share, compared to a net loss of ($0.4) million, or ($0.02) per share, for the third quarter of 2025. Adjusted EBITDA1 was $1.2 million for the third quarter of 2026, up 222% from the same quarter a year ago. Operating cash flow more than doubled to approximately $3.3 million for the first nine months of 2026, an increase of 133%, despite the prior-year period benefiting from nearly $1.5 million in one-time employee retention tax credit collections that were not present in the current year period. Cash was in excess of $7.3 million at September 30, 2026, an increase of approximately $900,000 over the past three months. The Company used approximately $499,000 to repurchase 327,000 shares of its common stock during the nine months ended September 30, 2026. 

1 Please see reconciliation of GAAP to Non-GAAP Financial Measures below.

Quarterly Processing and Transaction Volumes

Total payment dollars processed through all payment channels in the third quarter of 2026 were $2.73 billion, an increase of 25% over the $2.18 billion processed in last year’s third quarter. Total payment transactions processed in the third quarter of 2026 were 20.7 million, an increase of 27% over the same quarter of last year. 

Our credit card segment continues to grow, where dollars processed in the third quarter of 2026 were up 7% and transactions processed were up 17% from the year ago quarter. In the third quarter of 2026, ACH electronic check transaction volume was up 39%, setting a new quarterly transaction volume record for the sixth consecutive quarter, while electronic check dollars processed were up 26% and return check transactions processed were up 44%, in each case, compared to the same quarter of 2025. In our prepaid card services business unit during the third quarter of 2026, card load volume was up 6%, and transactions processed were down 2%; however, purchase volume was up 17% for the third quarter of 2026, in each case, compared to the same quarter of 2025. Output Solutions pieces processed and mailed were up 7% while electronic documents processed and delivered were up 28% for the third quarter of 2026, in each case, compared to the same quarter of 2025.

Three and Nine Months Ended September 30, 2026 Revenue Detail

Revenues for the quarter ended September 30, 2026 were $23.8 million, up 12% from $21.2 million in the prior year quarter, due to increases in all of our business lines, as well as increased total interest revenues. Revenues for the nine months ended September 30, 2026 were $72.9 million, up 15% from $63.2 million in the prior year period, due to increases in all of our business lines, excluding prepaid card services, despite lower total interest revenues.

    Three Months Ended
September 30,
                 
    2026     2025     $ Change     % Change  
                                 
ACH and complementary services   $ 6,353,526     $ 5,844,267     $ 509,259       9 %
Credit card     8,692,163       7,351,400       1,340,763       18 %
Prepaid card services     2,826,028       2,796,782       29,246       1 %
Output Solutions     5,534,198       4,844,496       689,702       14 %
Interest – ACH and complementary services     159,671       160,296       (625 )     (0 )%
Interest – Prepaid card services     149,146       137,841       11,305       8 %
Interest – Output Solutions     49,106       45,251       3,855       9 %
Total Revenue   $ 23,763,838     $ 21,180,333     $ 2,583,505       12 %

    Nine Months Ended
September 30,
                 
    2026     2025     $ Change     % Change  
                                 
ACH and complementary services   $ 18,954,873     $ 16,081,008     $ 2,873,865       18 %
Credit card     27,399,661       22,275,124       5,124,537       23 %
Prepaid card services     7,653,003       8,430,643       (777,640 )     (9 )%
Output Solutions     18,008,861       15,220,264       2,788,597       18 %
Interest – ACH and complementary services     372,748       560,943       (188,195 )     (34 )%
Interest – Prepaid card services     379,677       455,325       (75,648 )     (17 )%
Interest – Output Solutions     139,425       127,066       12,359       10 %
Total Revenue   $ 72,908,248     $ 63,150,373     $ 9,757,875       15 %

Gross profit for the third quarter of 2026 was $5.7 million, up 18% versus $4.9 million in the third quarter of 2025. Gross margins (defined as gross profit as a percentage of total revenues) were 24.1% in the third quarter of 2026, up versus 23.0% in the third quarter of 2025. This was primarily due to revenue mix, as our higher margin business lines contributed proportionally more revenue in the quarter.

Gross profit for the nine months ended September 30, 2026 was $16.6 million, up 12% versus $14.8 million in the first nine months of 2025. Gross margins were 22.8% in the nine months ended September 30, 2026, down versus 23.5% in the corresponding period of 2025. This was primarily due to revenue mix and lower interest revenues, a high margin revenue source.

Total SG&A Expenses for the third quarter of 2026 were $5.5 million, an increase of approximately 2% compared to $5.3 million in the prior-year quarter, primarily reflecting continued investments in back-office operations and network infrastructure. Notably, Total SG&A Expenses grew significantly slower than revenue and gross profit, demonstrating the Company’s increasing operating leverage. SG&A expense for the third quarter of 2026 was up marginally from the corresponding prior year quarter, primarily due to increases in salary alongside increases in network infrastructure and professional fees.

Total SG&A Expenses for the nine months ended September 30, 2026 were $15.7 million, down 1% versus the corresponding year ago period primarily due to lower depreciation and amortization expense offsetting slightly higher SG&A expenses. SG&A expenses for the nine months ended September 30, 2026 were up marginally from the corresponding prior year period, primarily due to increases in salary alongside increases in network infrastructure and professional fees.

For the third quarter of 2026, we reported operating income of $0.3 million compared to an operating loss of ($0.5) million for the same quarter a year ago, primarily due to increased revenues and gross profit, offsetting a nominal increase in Total SG&A Expenses. Adjusted EBITDA1 was $1.2 million for the third quarter of 2026, compared to Adjusted EBITDA1 of $0.4 million for the same quarter a year ago. Net income in the quarter ended September 30, 2026 was $0.2 million, or $0.01 per share, compared to a net loss of ($0.4) million, or ($0.02) per share, for the same period in the prior year.

For the nine months ended September 30, 2026, we reported operating income of $0.9 million compared to an operating loss of ($1.1) million for the same period a year ago, primarily due to increased revenues and gross profit, alongside a decrease in Total SG&A Expenses. Adjusted EBITDA1 was $3.1 million for the nine months ended September 30, 2026, compared to Adjusted EBITDA1 of $1.5 million for the same period a year ago. Net income in the nine months ended September 30, 2026 was approximately $0.6 million, or $0.02 per share, compared to a net loss of ($1.0) million, or ($0.04) per share, for the same period in the prior year.

Operating cash flow increased 133% to $3.3 million for the nine months ended September 30, 2026, compared to $1.4 million in the same period of 2025, supported by improved profitability. Notably, the prior-year period benefited from nearly $1.5 million in one-time employee retention tax credit collections that were not present in the current year period.

We believe we continue to be in solid financial condition. Cash and cash equivalents as of September 30, 2026 were $7.3 million with minimal long-term debt. Cash this year has been used for capital expenditures, primarily Output Solutions equipment. In addition, approximately $499,000 in cash was used to repurchase 327,000 shares of our common stock during the nine months ended September 30, 2026.

1 Please see reconciliation of GAAP to Non-GAAP Financial Measures below.

Conference Call and Webcast

Usio’s management will host a conference call on Tuesday, November 10, 2026, at 4:30 pm Eastern time to review financial results and provide a business update. To listen to the conference call, interested parties within the U.S. should call +1-844-883-3890. International callers should call + 1-412-317-9246. All callers should ask for the Usio conference call. The conference call will also be available through a live webcast, which can be accessed via the Company’s website at www.usio.com/investors.

A replay of the call will be available approximately one hour after the end of the call through November 25, 2026. The replay can be accessed via the Company’s website or by dialing 1-855-669-9658 (U.S.) or 1-412-317-0088 (international). The replay conference playback code is 7548744.

About Usio, Inc.

Usio, Inc. (Nasdaq: USIO), a leading, cloud-based, integrated FinTech electronic payment solutions provider, offers a wide range of payment solutions to merchants, billers, banks, service bureaus, integrated software vendors and card issuers. The Company operates credit, debit/prepaid, and ACH payment processing platforms to deliver convenient, world-class payment solutions and services to clients through its unique payment facilitation platform as a service. The Company, through its Usio Output Solutions division, offers services relating to electronic bill presentment, document composition, document decomposition and printing and mailing services. The strength of the Company lies in its ability to provide tailored solutions for card issuance, payment acceptance, and bill payments as well as its unique technology in the card issuing sector.

Usio is headquartered in San Antonio, Texas, and has offices in Austin, Texas. Websites: www.usio.com, www.usioion.com and www.akimbocard.com. 

Find us on LinkedIn, Facebook® and X.

Comparisons

Unless otherwise indicated, all comparisons and growth rates represent year-over-year comparisons, with the quarterly period of this year compared to the corresponding quarter of the prior year and the nine-month period ended September 30, 2026 compared to the corresponding nine-month period of the prior year.

About Non-GAAP Financial Measures

This press release includes the non-GAAP financial measures, as defined in Regulation G adopted by the Securities and Exchange Commission, of EBITDA, Adjusted EBITDA, and Adjusted EBITDA margin. The Company reports its financial results in compliance with GAAP, but believes that also discussing non-GAAP financial measures is useful to investors because it provides them with financial measures the Company uses in the management of its business.

• The Company defines EBITDA as net income (loss), before interest income, interest expense, taxes, depreciation and amortization of intangibles.
• The Company defines Adjusted EBITDA as EBITDA, as defined above, less other income, plus non-cash stock-based compensation and certain non-recurring items, such as costs related to acquisitions.
• The Company defines Adjusted EBITDA margin as Adjusted EBITDA, as defined above, divided by total revenues.

Management believes presenting EBITDA, Adjusted EBITDA, and Adjusted EBITDA margin is helpful to investors in evaluating the Company’s operating performance because non-cash costs and other items that management believes are not indicative of its results of operations are excluded. 

EBITDA, Adjusted EBITDA, and Adjusted EBITDA margin should be considered in addition to, not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. They are not measurements of our financial performance under GAAP and should not be considered as alternatives to revenue, net income, or cash provided by (used in) operating activities, or any other performance measures derived in accordance with GAAP and may not be comparable to other similarly titled measures of other businesses. EBITDA, Adjusted EBITDA, and Adjusted EBITDA margin have limitations as analytical tools and you should not consider these non-GAAP financial measures in isolation or as substitutes for analysis of our operating results as reported under GAAP.

1 Please see reconciliation of GAAP to Non-GAAP Financial Measures below.

FORWARD-LOOKING STATEMENTS DISCLAIMER

Except for the historical information contained herein, this release contains forward-looking statements that are made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements regarding management’s intentions, beliefs, expectations, and strategies for the future, including statements regarding the Company’s operating and growth strategies. Forward-looking statements can be identified by words such as “believe,” “intend,” “look forward,” “anticipate,” “schedule,” “expect,” and similar expressions.

These forward-looking statements are subject to risks and uncertainties inherent in the Company’s business that could cause actual results to differ materially from those expressed or implied. Such risks and uncertainties include, among others, risk relating to economic conditions; the realization of anticipated benefits from the PostCredit acquisition; the Company’s ability to manage growth; the loss of key resellers; relationships with the Automated Clearing House network, bank sponsors, third-party card processing providers, and merchants; the security of the Company’s software, hardware, and information systems; volatility in the Company’s stock price; the need for additional financing; risks associated with new tax legislation; and compliance with complex federal, state, and local laws and regulations, as well as other risks described from time to time in the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2025.

One or more of these factors have affected, and in the future could affect, the Company’s businesses and financial results and could cause actual results to differ materially from management’s plans and projections. Although the Company believes that the assumptions underlying the forward-looking statements are reasonable, undue reliance should not be placed on such statements which speak as of the date hereof. The Company undertakes no obligation to update or revise any forward-looking statements, except as required by law.

Contact:

Investor Relations
ir@usio.com
210-249-4055

             
USIO, INC.
CONSOLIDATED BALANCE SHEETS
 
             
    September 30, 2026     December 31, 2025  
    (Unaudited)          
ASSETS                
Cash and cash equivalents   $ 7,335,367     $ 7,434,051  
Settlement processing assets     65,850,763       74,180,475  
Prepaid card load assets     15,380,635       27,623,728  
Customer deposits     2,751,854       2,281,220  
Merchant reserves     4,503,537       4,795,537  
Accounts receivable, net     6,199,363       5,274,586  
Inventory     624,635       461,675  
Prepaid expenses and other     869,027       1,359,382  
Total current assets     103,515,181       123,410,654  
                 
Property and equipment, net     6,245,265       4,157,393  
                 
Other assets:                
Intangibles, net     9,759       9,759  
Operating lease right-of-use assets, net     3,000,273       2,423,231  
Other assets     362,949       362,949  
Deferred tax asset, net     4,376,596       4,526,228  
Total other assets     7,749,577       7,322,167  
                 
Total Assets   $ 117,510,023     $ 134,890,214  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY                
Current liabilities:                
Accounts payable   $ 1,095,833     $ 880,590  
Accrued expenses     3,760,626       3,326,445  
Operating lease liabilities, current portion     743,160       639,805  
Equipment loan, current portion     349,316       289,317  
Settlement processing obligations     65,850,763       74,180,475  
Prepaid card load obligations     15,380,635       27,623,728  
Customer deposits     2,751,854       2,281,220  
Merchant reserve obligations     4,503,537       4,795,537  
Total current liabilities     94,435,724       114,017,117  
                 
Non-current liabilities:                
Operating lease liabilities, net of current portion     2,427,389       1,885,983  
Equipment loan, net of current portion     1,131,175       1,074,711  
Total liabilities     97,994,288       116,977,811  
                 
Stockholders’ equity:                
Preferred stock, $0.01 par value, 10,000,000 shares authorized; -0- shares outstanding at September 30, 2026 (unaudited) and December 31, 2025     —       —  
Common stock, $0.001 par value, 200,000,000 shares authorized; 32,649,119 and 31,562,178 issued, and 28,509,743 and 27,729,704 outstanding at September 30, 2026 (unaudited) and December 31, 2025, respectively     32,649       31,562  
Additional paid-in capital     104,302,327       102,363,590  
Treasury stock, at cost; 4,139,376 and 3,832,474 shares at September 30, 2026 (unaudited) and December 31, 2025, respectively     (7,335,943 )     (6,837,181 )
Deferred compensation     (7,558,266 )     (7,100,573 )
Accumulated deficit     (69,925,032 )     (70,544,995 )
Total stockholders’ equity     19,515,735       17,912,403  
                 
Total Liabilities and Stockholders’ Equity   $ 117,510,023     $ 134,890,214  

             
USIO, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
 
             
    Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
    2026     2025     2026     2025  
                                 
Revenues   $ 23,763,838     $ 21,180,333     $ 72,908,248     $ 63,150,373  
Cost of services     18,025,493       16,310,314       56,307,033       48,331,142  
Gross profit     5,738,345       4,870,019       16,601,215       14,819,231  
                                 
Selling, general and administrative expenses:                                
Stock-based compensation     570,431       399,582       1,382,223       1,243,899  
SG&A     4,553,317       4,501,762       13,490,007       13,282,842  
Depreciation and amortization     335,865       432,846       847,628       1,393,215  
Total selling, general and administrative     5,459,613       5,334,190       15,719,858       15,919,956  
                                 
Operating income (loss)     278,732       (464,171 )     881,357       (1,100,725 )
                                 
Other income (expense):                                
Interest income     94,910       124,449       282,599       314,368  
Other income     —       5,000       —       5,000  
Interest expense     (22,680 )     (11,328 )     (68,440 )     (34,906 )
Other income, net     72,230       118,121       214,159       284,462  
                                 
Income (loss) before income taxes     350,962       (346,050 )     1,095,516       (816,263 )
                                 
Federal income tax expense     27,829       —       149,632       —  
State income tax expense     105,753       69,036       325,921       200,447  
Income tax expense     133,582       69,036       475,553       200,447  
                                 
Net income (loss)   $ 217,380     $ (415,086 )   $ 619,963     $ (1,016,710 )
                                 
Income (loss) Per Share                                
Basic income (loss) per common share:   $ 0.01     $ (0.02 )   $ 0.02     $ (0.04 )
Diluted income (loss) per common share:   $ 0.01     $ (0.02 )   $ 0.02     $ (0.04 )
Weighted average common shares outstanding                                
Basic     28,474,331       26,892,925       28,015,807       26,719,488  
Diluted     28,474,331       26,892,925       28,015,807       26,719,488  

       
USIO, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
 
       
    Nine Months Ended
September 30,
 
    2026     2025  
Operating Activities                
Net income (loss)   $ 619,963     $ (1,016,710 )
Adjustments to reconcile net income (loss) to net cash provided by operating activities:                
Depreciation and amortization     847,628       1,393,215  
Deferred federal income tax     149,632       —  
Employee stock-based compensation     1,382,223       1,243,899  
Allowance for expected credit losses     (223,096 )     —  
Reserve for processing losses     (100,102 )     (145,179 )
Changes in operating assets and liabilities:                
Accounts receivable     (701,681 )     (158,132 )
Accounts receivable, tax credit     —       1,494,612  
Prepaid expenses and other     490,355       (554,348 )
Operating lease right-of-use assets     629,228       467,957  
Inventory     (162,960 )     66,103  
Accounts payable and accrued expenses     749,526       (920,666 )
Operating lease liabilities     (561,509 )     (463,882 )
Merchant reserves     (292,000 )     (13,564 )
Customer deposits     470,634       20,851  
Net cash provided by operating activities     3,297,841       1,414,156  
                 
Investing Activities                
Purchases of property and equipment     (2,010,228 )     (292,590 )
Capitalized labor for internal use software     (925,272 )     (846,375 )
Net cash used in investing activities     (2,935,500 )     (1,138,965 )
                 
Financing Activities                
Payments on equipment loan, net     (188,923 )     (108,953 )
Proceeds from equipment loan     305,386       226,212  
Proceeds from issuance of common stock     99,908       70,289  
Purchases of treasury stock     (498,762 )     (765,887 )
Assets held for customers     (20,572,805 )     (5,933,757 )
Net cash used in financing activities     (20,855,196 )     (6,512,096 )
                 
Change in cash, cash equivalents, settlement processing assets, prepaid card loads, customer deposits and merchant reserves     (20,492,855 )     (6,236,905 )
Cash, cash equivalents, settlement processing assets, prepaid card loads, customer deposits and merchant reserves, beginning of year     116,315,011       87,618,491  
                 
Cash, Cash Equivalents, Settlement Processing Assets, Prepaid Card Loads, Customer Deposits and Merchant Reserves, End of Period   $ 95,822,156     $ 81,381,586  
                 
Supplemental disclosures of cash flow information                
Cash paid during the period for:                
Interest   $ 68,440     $ 34,906  
Income taxes     450,000       438,000  
Non-cash investing and financing activities:                
Issuance of deferred stock compensation   $ 1,350,900     $ 1,324,800  
Right-of-use assets obtained in exchange for operating lease liabilities     1,206,270       —  

                                     
USIO, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2026 AND 2025
(UNAUDITED)
 
                                     
    Common Stock     Additional Paid- In     Treasury     Deferred     Accumulated     Total Stockholders’  
    Shares     Amount     Capital     Stock     Compensation     Deficit     Equity  
                                                         
Balance at December 31, 2025     31,562,178     $ 31,562     $ 102,363,590     $ (6,837,181 )   $ (7,100,573 )   $ (70,544,995 )   $ 17,912,403  
                                                         
Issuance of common stock under equity incentive plan     94,700       95       77,943       —       —       —       78,038  
Issuance of common stock under employee stock purchase plan     10,427       10       14,170       —       —       —       14,180  
Deferred compensation amortization     —       —       —       —       251,246       —       251,246  
Purchase of treasury stock, at costs     —       —       —       (233,459 )     —       —       (233,459 )
Net income for the period     —       —       —       —       —       122,503       122,503  
                                                         
Balance at March 31, 2026     31,667,305     $ 31,667     $ 102,455,703     $ (7,070,640 )   $ (6,849,327 )   $ (70,422,492 )   $ 18,144,911  
                                                         
Issuance of common stock under equity incentive plan     920,420       920       1,529,014       —       (1,350,900 )     —       179,034  
Issuance of common stock under employee stock purchase plan     19,667       20       22,401       —       —       —       22,421  
Deferred compensation amortization     —       —       —       —       303,474       —       303,474  
Purchase of treasury stock, at costs     —       —       —       (137,473 )     —       —       (137,473 )
Net income for the period     —       —       —       —       —       280,080       280,080  
                                                         
Balance at June 30, 2026     32,607,392     $ 32,607     $ 104,007,118     $ (7,208,113 )   $ (7,896,753 )   $ (70,142,412 )   $ 18,792,447  
                                                         
Issuance of common stock under equity incentive plan     16,200       16       231,928       —       —       —       231,944  
Issuance of common stock under employee stock purchase plan     25,527       26       63,281       —       —       —       63,307  
Deferred compensation amortization     —       —       —       —       338,487       —       338,487  
Purchase of treasury stock, at costs     —       —       —       (127,830 )     —       —       (127,830 )
Net income for the period     —       —       —       —       —       217,380       217,380  
                                                         
Balance at September 30, 2026     32,649,119     $ 32,649     $ 104,302,327     $ (7,335,943 )   $ (7,558,266 )   $ (69,925,032 )   $ 19,515,735  
                                                         
Balance at December 31, 2024     29,902,415     $ 198,317     $ 99,676,457     $ (5,770,592 )   $ (6,914,563 )   $ (68,032,656 )   $ 19,156,963  
                                                         
Adjustment to par value of common stock     —       (168,415 )     168,415       —       —       —       –  
Issuance of common stock under equity incentive plan     128,053       128       136,276       —       —       —       136,404  
Issuance of common stock under employee stock purchase plan     7,887       8       11,507       —       —       —       11,515  
Deferred compensation amortization     —       —       —       —       273,658       —       273,658  
Purchase of treasury stock, at costs     —       —       —       (351,640 )     —       —       (351,640 )
Net loss for the period     —       —       —       —       —       (234,970 )     (234,970 )
                                                         
Balance at March 31, 2025     30,038,355     $ 30,038     $ 99,992,655     $ (6,122,232 )   $ (6,640,905 )   $ (68,267,626 )   $ 18,991,930  
                                                         
Issuance of common stock under equity incentive plan     176,622       177       160,420       —       —       —       160,597  
Issuance of common stock under employee stock purchase plan     20,535       20       29,958       —       —       —       29,978  
Deferred compensation amortization     —       —       —       —       273,658       —       273,658  
Purchase of treasury stock, at costs     —       —       —       (356,658 )     —       —       (356,658 )
Net loss for the period     —       —       —       —       —       (366,654 )     (366,654 )
                                                         
Balance at June 30, 2025     30,235,512     $ 30,235     $ 100,183,033     $ (6,478,890 )   $ (6,367,247 )   $ (68,634,280 )   $ 18,732,851  
                                                         
Issuance of common stock under equity incentive plan     937,400       938       1,438,747       —       (1,324,800 )     —       114,885  
Issuance of common stock under employee stock purchase plan     18,821       19       28,777       —       —       —       28,796  
Deferred compensation amortization     —       —       —       —       284,697       —       284,697  
Purchase of treasury stock, at costs     —       —       —       (57,589 )     —       —       (57,589 )
Net loss for the period     —       —       —       —       —       (415,086 )     (415,086 )
                                                         
Balance at September 30, 2025     31,191,733     $ 31,192     $ 101,650,557     $ (6,536,479 )   $ (7,407,350 )   $ (69,049,366 )   $ 18,688,554  

             
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(UNAUDITED)
 
             
    Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
    2026     2025     2026     2025  
                                 
Reconciliation from net income (loss) to Adjusted EBITDA:                                
Net income (loss)   $ 217,380     $ (415,086 )   $ 619,963     $ (1,016,710 )
Income tax expense     133,582       69,036       475,553       200,447  
Interest income     (94,910 )     (124,449 )     (282,599 )     (314,368 )
Interest expense     22,680       11,328       68,440       34,906  
Depreciation and amortization     335,865       432,846       847,628       1,393,215  
EBITDA     614,597       (26,325 )     1,728,985       297,490  
Other income     —       (5,000 )     —       (5,000 )
Non-cash stock-based compensation expense, net     570,431       399,582       1,382,223       1,243,899  
Adjusted EBITDA   $ 1,185,028     $ 368,257     $ 3,111,208     $ 1,536,389  
                                 
                                 
Calculation of Adjusted EBITDA margin:                                
Revenues   $ 23,763,838     $ 21,180,333     $ 72,908,248     $ 63,150,373  
Adjusted EBITDA   $ 1,185,028     $ 368,257     $ 3,111,208     $ 1,536,389  
Adjusted EBITDA margin     5.0 %     1.7 %     4.3 %     2.4 %

OAKVILLE, Ontario, Nov. 10, 2026 (GLOBE NEWSWIRE) — Cannabis Strategic Ventures, Inc. (OTC: NUGS) (“NUGS” or the “Company”) today announced that it has closed the transaction under the stock purchase agreement with Scopien Technologies Inc. (“Scopien”), a sovereign AI platform company based in Oakville, Ontario. With the closing, Scopien now holds voting control of the Company through the Company’s Series B Super Voting Preferred Stock.

Management and Board Changes

In connection with the change of control, Zameer Mulla has been appointed President, Chief Executive Officer, Treasurer, Secretary and a director of the Company, and Richard C. Hawkins has resigned from all officer and director positions. The Company expects to add independent directors as it moves toward SEC reporting status.

Audit and Registration Statement

The Company intends to engage a PCAOB-registered independent auditor to audit the financial statements of the Company and Scopien’s operating business. Because Scopien is the operating business, its financial statements will form the historical financial statements of the combined company. The parties have agreed to use their best efforts to complete the audit and file a registration statement with the SEC within six months of the change of control. Filing the registration statement is the first step toward SEC reporting status and an eventual application to list on a national securities exchange.

Name and Symbol Change

The Company has changed its corporate name to Scopien Technologies Inc. with the Nevada Secretary of State and is preparing its submission to FINRA to complete the name change and a new trading symbol. The Company will provide an update once all documentation has been submitted to FINRA, and will continue to report progress as each step is completed.

“We are excited to take this first big step into the public markets,” said Zameer Mulla, Chief Executive Officer of the Company and Scopien. “Becoming a public company gives us the platform to expand Scopien, grow our sales and partner channels, and bring sovereign AI to more businesses and governments. Our focus now is completing the audit and the registration statement, and we look forward to keeping shareholders updated as we build.”

Court Custodianship

This is the first strategic transaction for the Company since its court-supervised restoration, which was completed in April 2026. Total reported liabilities were approximately $491,000 at September 30, 2026, and all legacy Series C Preferred Stock has been cancelled.

About Scopien Technologies

Scopien Technologies Inc., based in Oakville, Ontario, builds sovereign AI that makes every business work as one. Scopien connects a company’s systems, including CRM, ERP, HR, payroll and helpdesk, into one operating platform and puts AI agents to work across it. Each customer runs its own instance in Scopien’s cloud, its own cloud or on-premises, so data stays inside its walls. Scopien serves mid-market companies, enterprises and government. For more information, visit www.scopien.com.

About Cannabis Strategic Ventures, Inc.

Cannabis Strategic Ventures, Inc. is a Nevada corporation quoted on OTC Markets under the symbol “NUGS.” Following a court-supervised custodianship completed in April 2026, the Company completed its change of control with Scopien in November 2026.

Investor Contact

ir@scopien.com

Forward-Looking Statements

This press release contains forward-looking statements, including statements regarding the audit of the Company’s financial statements, the filing of a registration statement, the addition of independent directors, the change of the Company’s name and trading symbol, potential exchange listing, and Scopien’s business. Forward-looking statements can be identified by words such as “will,” “intends,” “anticipates,” “plans,” “expects” and similar expressions.

These statements are based on current expectations and are subject to significant risks and uncertainties, including: that the audit and registration statement may not be completed within the contemplated time frame or at all; that FINRA may not approve or may delay the name and symbol change; that Scopien’s platform may not achieve the customer adoption, market acceptance or growth its management anticipates; that additional funding may not be available on acceptable terms or at all; that securities remain subject to applicable former-shell-company resale restrictions under Rule 144(i); that exchange listing standards may not be met; and that legacy indebtedness and future financing may substantially dilute common stockholders. The super-voting preferred stock concentrates voting control in Scopien even if Scopien’s common equity ownership is diluted.

The safe harbor for forward-looking statements provided by Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 is not available to the Company. The Company undertakes no obligation to update any forward-looking statement except as required by law.

This press release is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any security.

Source: Cannabis Strategic Ventures, Inc.

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