• Last patient, last visit of the 6-month treatment period in the Phase 3 DUET-AD study is scheduled for December 31, 2026, with database lock on February 8, 2027, and data readout in March 2027
  • Parkinson’s disease open-label extension (OLE-PD) study has enrolled 326 patients, with enrollment scheduled to close on January 29, 2027
  • Annovis raised $21.0 million in gross proceeds through an underwritten public offering, which is expected to fund operations through the 6-month data readout from DUET-AD

MALVERN, Pa., Nov. 13, 2026 (GLOBE NEWSWIRE) — Annovis Bio, Inc. (NYSE: ANVS) (“Annovis” or the “Company”), a Phase 3 clinical-stage biotechnology company developing buntanetap, an investigational oral therapy for neurodegenerative diseases such as Alzheimer’s disease (AD) and Parkinson’s disease (PD), today provided corporate updates and reported financial results for the third quarter ended September 30, 2026.

“The third quarter marked a shift in our focus from enrolling patients in DUET-AD to executing the trial and preparing for the first data readout and for filing a New Drug Application (NDA),” said Maria Maccecchini, PhD, President and CEO of Annovis. “We now have dates set for last patient, last visit of the 6-month treatment period and for database lock, as well as financing in place to carry us through topline results in March 2027. The team is working very hard to deliver clean data and an on-time readout.”

Clinical highlights

Alzheimer’s disease – DUET-AD

  • Study description: The pivotal Phase 3 trial has been given the acronym DUET-AD (Dual Efficacy Trial in Alzheimer’s Disease), reflecting its unique design with two prespecified data readouts – at 6 months (symptomatic) and at 18 months (disease-modifying).
  • Enrollment: DUET-AD is fully enrolled, with 862 patients who have early AD (MMSE 20-28) and are positive for the plasma biomarker pTau217.

Alzheimer’s disease – open-label extension (OLE-AD)

  • Activation: The OLE-AD study will use the same clinical sites as DUET-AD. The rollover of patients from DUET-AD into OLE-AD is expected to start by the end of November 2026.
  • Eligibility: The OLE-AD study will allow patients from DUET-AD to receive buntanetap after completing their 18-month treatment period. Patients from both arms – buntanetap and placebo – will be allowed to join. The OLE-AD study is also open to participants from Annovis’ prior AD clinical trials.

Parkinson’s disease – open-label extension (OLE-PD)

  • Enrollment: The OLE-PD study has enrolled 326 patients. It accepts participants from Annovis’ prior clinical trials as well as new patients who have deep brain stimulation (DBS).
  • Study design: The OLE-PD study is designed to evaluate buntanetap’s safety and long-term efficacy over 36 months, supported by NeuroRPM, a real-time digital biomarker that measures core PD symptoms, and a skin biopsy test for alpha-synuclein pathology.

Regulatory updates

  • Weave Bio: In September, Annovis announced a partnership with Weave Bio, an AI platform for regulatory content and knowledge management, to support preparation of a planned NDA for buntanetap. The Company aims to prepare a significant part of the NDA before the 6-month data readout from DUET-AD.

Corporate updates

  • Financing: On November 6, 2026, Annovis closed an underwritten public offering with gross proceeds of approximately $21.0 million. The Chairman of the Board contributed $5.0 million as part of the offering. Details can be found in the Company’s SEC filings.
  • Webinar: Annovis hosted a corporate update webinar and live Q&A on September 2, 2026, covering company progress, ongoing clinical programs, and anticipated milestones. The recording is available online.

Upcoming presentations

  • CTAD 2026 (November 16-19, Boston): Annovis will deliver three presentations at the 19th Clinical Trials on Alzheimer’s Disease (CTAD) conference: an oral presentation in the Biotech Showcase on targeting proteostasis in AD, a poster on the design and baseline characteristics of DUET-AD, and a poster on the use of AI for assessing blood-brain barrier permeability of AD drug candidates. Details can be found in the latest press release.
  • U.S. Biotech Day 2026 (November 16-17, Philadelphia): Dr. Maccecchini will join a panel with leaders from Pfizer, Merck, Bristol Myers Squibb and other pharmaceutical companies, and discuss the translational path of bringing a small-molecule innovation from bench to late-stage clinical development.
  • Pharma Partnering Summit (November 19-20, Boston): Dr. Maccecchini will present a company update and hold one-on-one meetings.

Upcoming milestones

  • DUET-AD: Annovis expects last patient, last visit of the 6-month treatment period on December 31, 2026, and database lock on February 8, 2027, with topline results in March 2027. This milestone defines the 6-month symptomatic analysis and does not mark the end of the study: patients continue treatment for an additional 12 months to complete the prespecified 18-month period of the study. The Company plans to present the 6-month data at the AD/PD 2027 conference in Barcelona.
  • OLE-PD: Enrollment of new patients for the OLE-PD study is projected to be completed by January 29, 2027.

Financial results 

  • Annovis’ cash and cash equivalents totaled $2.8 million as of September 30, 2026, compared to $19.5 million as of December 31, 2025. Annovis had 42.7 million shares of common stock outstanding as of September 30, 2026.
  • Research and development expenses for the three months ended September 30, 2026, were $15.8 million compared to $6.3 million for the three months ended September 30, 2025.
  • General and administrative expenses for the three months ended September 30, 2026, were $1.2 million compared to $1.1 million for the three months ended September 30, 2025.
  • Annovis reported a $0.22 basic and diluted net loss per common share for the three months ended September 30, 2026, compared to a $0.37 basic and diluted net loss per common share for the three months ended September 30, 2025.

About Annovis
Headquartered in Malvern, Pennsylvania, Annovis Bio, Inc. (NYSE: ANVS) is a Phase 3 clinical-stage biotechnology company developing treatments for neurodegenerative diseases such as Alzheimer’s disease (AD) and Parkinson’s disease (PD). The Company’s lead drug candidate, buntanetap (formerly posiphen), is an investigational once-daily oral therapy that inhibits the translation of multiple neurotoxic proteins, including APP and amyloid beta, tau, alpha-synuclein, and TDP-43, through a specific RNA-targeting mechanism. By addressing the underlying causes of neurodegeneration, Annovis aims to halt disease progression and improve cognitive and motor functions in patients. For more information, visit www.annovisbio.com and follow us on LinkedIn, YouTube, and X.

Investor Alerts
Interested investors and shareholders are encouraged to sign up for press releases and industry updates by registering for email alerts at https://www.annovisbio.com/email-alerts.

Forward-Looking Statements
This press release contains forward-looking statements under the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended. Actual results may differ due to various risks and uncertainties, including those outlined in the Company’s SEC filings under “Risk Factors” in its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. The Company undertakes no obligation to update forward-looking statements except as required by law.

Contact Information:
Annovis Bio Inc.
101 Lindenwood Drive
Suite 225
Malvern, PA 19355
www.annovisbio.com

Investor Contact:
Alexander Morin, PhD
Director, Strategic Communications
Annovis Bio
ir@annovisbio.com

(Tables to follow)

Annovis Bio, Inc.
Balance Sheets
             
       September 30,     
       2026        December 31, 
    (Unaudited)   2025  
             
Assets              
Current assets:              
Cash and cash equivalents   $ 2,819,898     $ 19,532,338  
Prepaid expenses and other current assets     2,683,829       1,549,287  
Total assets   $ 5,503,727     $ 21,081,625  
Liabilities and stockholders’ (deficit) equity              
Current liabilities:              
Accounts payable   $ 3,053,090     $ 2,590,516  
Accrued expenses     3,211,462       1,044,859  
Total current liabilities     6,264,552       3,635,375  
Non-current liabilities:            
Warrant liability     12,473,000       595,000  
Total liabilities     18,737,552       4,230,375  
Commitments and contingencies (Note 6)              
Stockholders’ (deficit) equity:              
Preferred stock – $0.0001 par value, 2,000,000 shares authorized and 0 shares issued and outstanding     —       —  
Common stock – $0.0001 par value, 70,000,000 shares authorized, 42,686,201 and 27,199,139 shares issued and outstanding at September 30, 2026 and December 31, 2025, respectively     4,268       2,719  
Additional paid-in capital     192,354,899       180,552,190  
Accumulated deficit     (205,592,992 )     (163,703,659 )
Total stockholders’ (deficit) equity     (13,233,825 )     16,851,250  
Total liabilities and stockholders’ (deficit) equity   $ 5,503,727     $ 21,081,625  
             
Annovis Bio, Inc.
Statements of Operations
(Unaudited)
                             
       Three Months Ended   Nine Months Ended    
    September 30,    September 30,     
    2026        2025        2026        2025      
Operating expenses:                                
Research and development   $ 15,780,102     $ 6,291,171     $ 44,507,763     $ 16,464,609      
General and administrative     1,189,006       1,143,804       4,851,238       3,524,500      
Total operating expenses     16,969,108       7,434,975       49,359,001       19,989,109      
Operating loss     (16,969,108 )     (7,434,975 )     (49,359,001 )     (19,989,109 )    
Other income (expense):                                
Interest income     84,868       152,317       382,900       531,324      
Other financing costs (Note 7)     (37,896 )     —       (1,627,232 )     —      
Change in fair value of warrants (Note 7)     7,460,000       20,000       8,714,000       438,000      
Total other income (expense), net     7,506,972       172,317       7,469,668       969,324      
Net loss   $ (9,462,136 )   $ (7,262,658 )   $ (41,889,333 )   $ (19,019,785 )    
Net loss per share (Note 9)                            
Basic   $ (0.22 )   $ (0.37 )   $ (1.16 )   $ (1.01 )    
Diluted   $ (0.22 )   $ (0.37 )   $ (1.16 )   $ (1.01 )    
Weighted-average number of common shares used in computing net loss per share                            
Basic     42,633,062       19,685,071       36,054,066       18,876,078      
Diluted     42,633,062       19,685,071       36,054,066       18,876,078      
                             

  • Positive interim clinical results from the ongoing BB-301 Phase 1b/2a study for dysphagic patients with Oculopharyngeal Muscular Dystrophy (OPMD), presented as a late-breaking poster at the European Society of Gene and Cell Therapy (ESGCT) Annual Congress showed a 100% responder rate across all Cohort 1 (low dose) and Cohort 2 (high dose) patients
  • The BB-301 pivotal trial remains on track to begin in mid-2027
  • Well-capitalized with cash, as of September 30, 2026, of approximately $176 million
  • Benitec plans to transition its fiscal year-end for financial reporting from June 30 to December 31. In this release, operational and program guidance is presented on a calendar-year (CY) basis, and financial guidance is presented on a June 30 fiscal-year (FY) basis

HAYWARD, Calif., Nov. 13, 2026 (GLOBE NEWSWIRE) — Benitec Biopharma Inc. (NASDAQ: BNTC) (“Benitec” or the “Company”), a clinical-stage biotechnology company developing disease-modifying genetic medicines for life-threatening, genetically defined diseases, based on its proprietary “Silence and Replace” DNA-directed RNA interference (“ddRNAi”) platform, today announced financial results for its first fiscal quarter ended September 30, 2026, and provided an update on recent clinical data presentations.

“This has been a productive period of continued clinical progress for BB-301,” said Jerel A. Banks, M.D., Ph.D., Executive Chairman and Chief Executive Officer of Benitec. “We recently attended ESGCT and presented the interim clinical results for the three patients enrolled in Cohort 2 and the full clinical results for the six patients enrolled in Cohort 1 that have completed the 12-month study follow-up period. The consistency and durability of the clinical benefit observed to date continues to strengthen our conviction in the potential of BB-301 to meaningfully alter the course of OPMD-related dysphagia. We are grateful to the patients, families and investigators who have enabled this progress, and we look forward to confirming the pivotal study design in the first calendar quarter of 2027, with the study on track to commence in mid-2027.”

Clinical Highlights

The Company continues to advance BB-301 through clinical development in the ongoing Phase 1b/2a Clinical Study evaluating the safety and clinical efficacy of locally-administered BB-301 for the treatment of OPMD-related dysphagia.

Positive interim clinical results, presented as a late-breaking poster at the European Society of Gene and Cell Therapy (ESGCT) Annual Congress in Hamburg, Germany on October 28, 2026, showed a 100% responder rate across all Cohort 1 (low dose) and Cohort 2 (high dose) patients. There have been no Serious Adverse Events in any patient treated with BB-301 to date.

Upcoming Catalysts

  • Confirmation of the BB-301 pivotal study design in the first calendar quarter of 2027.
  • Benitec is on track to begin the BB-301 pivotal trial in mid-2027.

Financial Highlights

First Quarter 2027 FY Financial Results

Total expenses for the quarter ended September 30, 2026, were $14.5 million compared to $9.8 million for the quarter ended September 30, 2025. The Company incurred $8.6 million of research and development expenses compared to $3.4 million for the comparable quarter ended September 30, 2025. Research and development expenses relate primarily to ongoing clinical development of BB-301 for the treatment of OPMD. General and administrative expenses were $5.9 million compared to $6.4 million for the quarter ended September 30, 2025.

Net loss for the quarter ended September 30, 2026, was $12.9 million compared to a loss of $9.0 million for the quarter ended September 30, 2025. Net loss per basic and diluted share was $(0.26) for the quarter ended September 30, 2026 compared to $(0.22) for the quarter ended September 30, 2025. As of September 30, 2026, the Company had $176.5 million in cash and cash equivalents.

Change in Fiscal Year to Calendar Year

The Company also announced today that it plans to change its existing fiscal year-end from June 30 to December 31 commencing with its first periodic report following the Form 10-Q for the fiscal quarter ended September 30, 2026. In this press release, operational and program guidance is presented on a calendar-year (CY) basis, and historical financial guidance is presented on a June 30 fiscal-year (FY) basis.

About BB-301

BB-301 is a novel, modified AAV9 capsid expressing a unique, single bifunctional construct promoting co-expression of both codon-optimized Poly-A Binding Protein Nuclear-1 (PABPN1) and two small inhibitory RNAs (siRNAs) against mutant PABPN1 (the causative gene for OPMD). The two siRNAs are modeled into microRNA backbones to silence expression of faulty mutant PABPN1, while allowing expression of the codon-optimized PABPN1 to replace the mutant with a functional version of the protein. BB-301 is administered locally, in a one-time procedure, to the muscles in the throat that drive the swallowing process, an approach designed to maximize local benefit and minimize systemic exposure. We believe the silence and replace mechanism of BB-301 is uniquely positioned for the treatment of OPMD by slowing or halting mutant PABPN1 expression while simultaneously providing a functional replacement protein. BB-301 has received Orphan Drug Designation from the EMA and Orphan Drug and Fast Track Designations from the FDA and is currently being evaluated in a Phase 1b/2a, first-in-human, open-label dose escalation study to evaluate the safety and clinical activity of intramuscular doses of BB-301 administered to subjects with OPMD (NCT06185673).

About Benitec Biopharma Inc.

Benitec Biopharma Inc. (NASDAQ: BNTC) is a clinical-stage biotechnology company developing disease-modifying genetic medicines designed to improve the lives of people with life-threatening, genetically defined diseases. The company’s proprietary “Silence and Replace” DNA-directed RNA interference (ddRNAi) platform combines RNA interference, or RNAi, with gene therapy to create medicines designed to facilitate sustained silencing of disease-causing genes and simultaneous delivery of replacement genes that restore normal cellular function following a single administration. The company’s lead investigational candidate, BB-301, is the first and only disease-modifying genetic medicine in clinical development for the treatment of Oculopharyngeal Muscular Dystrophy (OPMD)-related dysphagia. For additional information, visit www.benitec.com.

Forward-Looking Statements

Except for the historical information set forth herein, the matters set forth in this press release include forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1993, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding Benitec’s plans to develop and commercialize its product candidates, the timing of the completion of preclinical and clinical trials, the timing of the availability of data from our clinical trials, the timing and sufficiency of patient enrollment and dosing in clinical trials, the timing of expected regulatory filings and other regulatory steps, and the clinical utility and potential attributes and benefits of ddRNAi and Benitec’s product candidates, and other forward-looking statements.

These forward-looking statements are based on the Company’s current expectations and subject to risks and uncertainties that may cause actual results to differ materially, including unanticipated developments in and risks related to: the success of our plans to develop and potentially commercialize our product candidates; the timing of the completion of preclinical studies and clinical trials; the timing and sufficiency of patient enrollment and dosing in any future clinical trials; the timing of the availability of data from our clinical trials; the timing and outcome of regulatory filings and approvals; the development of novel adeno-associated viral (AAV) vectors; our potential future out-licenses and collaborations; the plans of licensees of our technology; the clinical utility and potential attributes and benefits of DNA-directed RNA interferences (ddRNAi) and our product candidates, including the potential duration of treatment effects and the potential for a “one shot” cure; our intellectual property position and the duration of our patent portfolio; expenses, ongoing losses, future revenue, capital needs and needs for additional financing, and our ability to access additional financing given market conditions and other factors; the length of time over which we expect our cash and cash equivalents to be sufficient to execute on our business plan; unanticipated delays; further research and development and the results of clinical trials possibly being unsuccessful or insufficient to meet applicable regulatory standards or warrant continued development; the ability to enroll sufficient numbers of subjects in clinical trials; determinations made by the U.S. Food and Drug Administration and other governmental authorities; regulatory developments in the United States of America; our ability to protect and enforce our patents and other intellectual property rights; our dependence on our relationships with our collaboration partners and other third parties; the efficacy or safety of the Company’s products and the products of our collaboration partners; the acceptance of our products and the products of our collaboration partners in the marketplace and market competition; reliance on third-party manufacturers and suppliers, and the risks associated with manufacturing complexity, supply interruptions, and compliance with current good manufacturing practices; sales, marketing and distribution requirements for our product candidates; greater than expected expenses, including expenses relating to litigation or strategic activities; our incurrence of significant losses and the uncertainty of our ability to achieve or sustain profitability or generate any revenue; our ability to satisfy its capital needs through increasing revenue and obtaining additional financing; the impact of local, regional, national and international economic conditions and events, including geopolitical instability, and risks associated with conducting business and seeking regulatory approvals in international markets; our ability to attract and retain key management, scientific, and technical personnel; cyber-security threats and vulnerabilities in our and our third parties’ information technology systems; the impact of legislative and regulatory reforms affecting drug pricing and reimbursement, including Medicare drug-price negotiation and government pricing frameworks; potential product liability claims arising from the use of our product candidates in clinical trials or following any future marketing approval; physicians, patients, third-party payers, or others in the medical community may not be receptive to our product candidates, and we may not generate any future revenue from the sale or licensing of our product candidates; and disruptions to U.S. government agency operations, including FDA staffing changes; and other risks detailed from time to time in the Company’s reports filed with the Securities and Exchange Commission. The Company disclaims any intent or obligation to update these forward-looking statements, except as required by law.

Investor Relations Contact:
Candice Masse
astr partners
candice.masse@astrpartners.com

Media Relations Contact:
Audra Friis
Sam Brown Healthcare Communications
(917) 519-9577
audrafriis@sambrown.com

Source: Benitec Biopharma Inc.


BENITEC BIOPHARMA INC.
Consolidated Balance Sheets
(in thousands, except par value and share amounts)
(Unaudited)

    September 30,
2026
    June 30,
2026
 
Assets            
Current assets:            
Cash and cash equivalents   $ 176,368     $ 179,972  
Restricted cash     114       114  
Trade and other receivables     —       4  
Prepaid and other assets     1,622       1,595  
Total current assets     178,104       181,685  
Property and equipment, net     110       178  
Deposits     55       55  
Prepaid and other assets     244       12  
Right-of-use assets     585       693  
Total assets   $ 179,098     $ 182,623  
             
Liabilities and Stockholders’ Equity            
Current liabilities:            
Trade and other payables   $ 7,840     $ 4,295  
Accrued employee benefits     608       553  
Financing obligation, current portion     122       —  
Lease liabilities, current portion     507       496  
Total current liabilities     9,077       5,344  
Financing obligation, less current portion     239       —  
Lease liabilities, less current portion     135       266  
Total liabilities     9,451       5,610  
             
Stockholders’ equity:            
Preferred stock, $0.0001 par value—5,000,000 shares authorized; no shares issued or outstanding at September 30, 2026 and June 30, 2026, respectively     —       —  
Common stock, $0.0001 par value—160,000,000 shares authorized; 34,889,313 and 34,416,834 shares issued and outstanding at September 30, 2026 and June 30, 2026 respectively     4       3  
Additional paid-in capital     457,237       451,695  
Accumulated deficit     (286,647 )     (273,722 )
Accumulated other comprehensive loss     (947 )     (963 )
Total stockholders’ equity     169,647       177,013  
Total liabilities and stockholders’ equity   $ 179,098     $ 182,623  


BENITEC BIOPHARMA INC.
Consolidated Statements of Operations and Comprehensive Loss
(in thousands, except share and per share amounts)
(Unaudited)

    Three Months Ended  
    September 30,  
    2026     2025  
Operating expenses:            
Research and development     8,618       3,370  
General and administrative     5,859       6,433  
Total operating expenses     14,477       9,803  
Loss from operations     (14,477 )     (9,803 )
Other income (loss):            
Foreign currency transaction gain (loss)     (23 )     (89 )
Interest income, net     1,576       1,011  
Other expense, net     (1 )     (84 )
Total other income, net     1,552       838  
Net loss   $ (12,925 )   $ (8,965 )
Other comprehensive income:            
Unrealized foreign currency translation gain (loss)     16       89  
Total other comprehensive income (loss)     16       89  
Total comprehensive loss   $ (12,909 )   $ (8,876 )
Net loss   $ (12,925 )   $ (8,965 )
Net loss per share:            
Basic and diluted   $ (0.26 )   $ (0.22 )
Weighted average number of shares outstanding:            
Basic and diluted     49,487,369       41,521,280  

ProVen VCT plc (LEI: 21380091P1TTU2Z2AW75) 
ProVen Growth and Income VCT plc (LEI: 213800K1RM776QM8XG84)

13 November 2026 

Recommended proposals relating to
Merger of ProVen VCT plc and ProVen Growth and Income VCT plc
Offer for Subscription by ProVen VCT plc

MERGER

On 15 September 2026 the boards of directors of ProVen VCT plc (“ProVen”) and ProVen Growth and Income VCT plc (“PGI”) (ProVen and PGI together the “Companies” or “ProVen VCTs“) announced that they had entered into discussions regarding a possible merger (the “Merger“), which discussions may or may not lead to an agreement to merge the Companies. The purpose of the Merger would be to achieve simplicity, cost savings, administrative efficiency and scale and it would require the approval of the shareholders of each of the Companies. The boards of the Companies have now decided to proceed with the Merger and are recommending it to their respective shareholders, subject to shareholder approval.

The Companies have today issued a joint circular (“Circular“) setting out proposals for, amongst other things, the Merger, alongside a prospectus being published by ProVen in respect of a proposed offer for subscription (“Offer“). The Circular includes notices of general meetings of the Companies to be convened on 9 December 2026 in respect of both Companies and 17 December 2026 in respect only of PGI (“General Meetings” and each a “General Meeting“).

If the Companies’ shareholders approve the Merger and the Merger proceeds, PGI will be merged into ProVen pursuant to a scheme of reconstruction under section 110 of Insolvency Act 1986 whereby the assets and liabilities of PGI will be transferred to ProVen in exchange for new shares in ProVen (“Consideration Shares“) which will be issued to the shareholders of PGI (the “Scheme“). A merger on this basis will be outside the provisions of the Takeover Code. The number of Consideration Shares will be calculated by reference to the respective net asset values of ProVen and PGI, so as to avoid any dilution to either ProVen shareholders or PGI shareholders. If the Merger proceeds, Anna Kuriakose, currently a director of PGI, will join the board of ProVen.

Full details of the Merger are set out in the Circular available for download from each Company’s website referred to below and the National Storage Mechanism at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism

Benefits of the Merger

The Merger is expected to bring a number of benefits for the shareholders of the Companies, as follows:

Grasping the opportunity of today’s VCT market through building scale

  • Recent policy changes – including the extension of the sunset clause, higher investment limits, and the cut to upfront relief – are reshaping the VCT market and creating greater need for scale.
  • As two of the UK’s longest-standing VCTs, the ProVen VCTs have often led the market, and are now acting again: bringing the two funds together to create a single entity with the scale and firepower to drive long-term Shareholder returns.

Improving Shareholder returns through cuts to costs

  • The ProVen Board and the PGI Board have consistently focused on reducing financial costs to their shareholders, evaluating fair value and benchmarking fees across the VCT market.
  • In recent years, Beringea has also reduced the upfront fees for direct investors and taken responsibility for the payment of annual trail commission in respect of fund raisings, which previously was paid by the funds.
  • Inevitably, however, there are administrative costs associated with running any listed fund – legal and professional fees, audit costs, listing and regulatory fees, and reporting costs.
  • As part of the Merger discussions, the ProVen Board has agreed a number of changes to the fees the Manager receives including a reduction in its annual administration fee of £110,000 per annum for the first two financial years following the Merger, reductions in its annual management fee on surplus cash (above £40 million) and on net assets in excess of £500 million, as well as a simplified and more transparent performance fee arrangement. These savings will fluctuate depending on the levels of surplus cash and the level of the administration fee once the two-year reduced period ends but, based on the current financial year (if the Merger had taken effect at the beginning of the financial year) these savings would equate to approximately £250,000 for the financial year.
  • In addition, the Merger is expected to deliver an annual saving of approximately £540,000 in other administrative costs (based on the current financial year costs).
  • Costs have also been an area of scrutiny for advisers and wealth managers particularly since the introduction of Consumer Duty, and these cost savings will, therefore, support future fundraising.

A market-leading buyback programme and easier administration for Shareholders

  • Alongside the benefits of greater scale and lower costs, ProVen VCT will halve the discount on buybacks by reducing the discount to NAV from 5% to a best-in-class 2.5% for all buybacks which occur after the launch of the Offer, hence increasing shareholder returns on exit.
  • Given their combined fundraisings and aligned investment strategies, ProVen VCT and PGI VCT have built up a shareholder base with a significant degree of overlap.
  • Investors across the two funds and their advisers have therefore had to maintain and review separate shareholdings despite benefiting from the same underlying portfolio.
  • For Shareholders and their advisers, a merger creates a simpler investment to manage: one set of reports to read, one portfolio to review, and a single track record to monitor.
  • Taken together, these steps will provide greater efficiency and liquidity for shareholders.

Creating the third-largest* VCT in the market is pivotal in today’s fund-raising environment

  • Scale naturally supports fundraising – larger platforms tend to benefit from greater efficiency and greater credibility from key intermediaries.
  • Through merging two highly successful VCTs with a track record spanning more than two and a half decades, this process establishes a platform with significant scale that will resonate with investors and advisers.
  • For shareholders of a VCT, healthy fundraising ensures greater firepower to back emerging new companies and to support the ongoing growth of the portfolio

*based on published data as at 12 November 2026.

OFFER

ProVen has today published a Prospectus (comprising a Securities Note, Registration Document and Summary) in respect of an offer for subscription in the 2026/2027 and 2027/2028 tax years to raise up to £30 million by way of an issue of new ordinary shares in ProVen (“New Ordinary Shares“), with an over-allotment facility of up to a further £10 million, payable in full in cash on application. The Offer is not conditional upon the Merger becoming effective.

The Offer opens on 13 November 2026 and will close not later than noon on 2 April 2027 in respect of the 2026/2027 Offer and not later than 5 p.m. on 30 April 2027 in respect of the 2027/2028 Offer, or as soon as the Offer is fully subscribed. The directors of ProVen may decide to extend the 2027/2028 Offer at their absolute discretion to a date no later than 12 November 2027.

Applicants (and their spouses/civil partners) who had an existing shareholding in either of the ProVen VCTs on 13 November 2026, and whose valid application (including cleared funds) forms part of the first £10 million of valid applications and is received by 9 a.m. on 11 January 2027, will be entitled to additional New Ordinary Shares with an aggregate subscription price equivalent to 1% of the amount subscribed.

All other applicants whose valid application (including cleared funds) forms part of the first £10 million of valid applications and is received by 9 a.m. on 11 January 2027 will be entitled to additional New Ordinary Shares with an aggregate subscription price equivalent to 0.5% of the amount subscribed.

The subscription price of these additional New Ordinary Shares will be met by the Manager

RELATED PARTY TRANSACTIONS

It is proposed that, following the Merger, and conditional on it becoming effective, certain of ProVen’s fee arrangements set out in its investment management and administration agreements with Beringea will be amended (the “Management and Administration Agreements Amendments“) as follows:

(i) Beringea is currently entitled to an annual management fee equal to 2% per annum on all net assets of ProVen, calculated on a quarterly basis and paid monthly in arrears. Following the Merger, there will be a reduced rate on:
     (1) surplus cash (defined as cash and cash equivalents in excess of £40 million) – 1.0% per annum; and
     (2) net assets in excess of £500m – 1.75% per annum,
in each case calculated on a quarterly basis and paid monthly in arrears.

(ii) a reduction for the first two financial years following the Merger of the annual administration fee payable from £438,000 (being the aggregate of the annual administration fees currently payable by the Companies) to £328,000 (plus VAT if applicable), a reduction of £110,000 or approximately 25%, subject to annual consumer prices index increases or, if lower, retail prices index increases, reflecting the economies of scale arising from the Merger, balanced against the increased assets under management of the enlarged ProVen;

(iii) a reduced annual expenses cap from 2.9% to 2.8% (not including exceptional items, performance fees or legacy trail commission payments payable by ProVen) of net assets of ProVen, with effect from 1 March 2027; and

(iv) a new simpler and more transparent performance fee arrangement where no annual performance fee will be payable to the Manager until the Total Return (being the increase/decrease in the audited net asset value per ProVen share over each financial period, together with the aggregate amount of dividends per ProVen share paid during that financial period) to ProVen shareholders exceeds 5% per annum (measured over a rolling five-year period) and a reduction in the amount paid to the Manager if the hurdle is exceeded, from the current arrangement of 20% of the entire Total Return (including the return below the hurdle) to 15% of the excess Total Return above the 5% hurdle. The performance fee arrangements that currently apply in relation to the ProVen shares will lapse on completion of the Merger and any accrued performance fee for the financial year ending 28 February 2027 will be waived. The first calculation under the new performance fee arrangements will be for the financial year ending 29 February 2028 and will measure performance over the 5 year period from 1 March 2023 to 29 February 2028.

In addition to the Management and Administration Agreements Amendments, pursuant to an agreement dated 13 November 2026 between, inter alia, ProVen and Beringea, Beringea will receive a fee (the “Promoter Fee“) for acting as promoter of the Offer equal to three and a half (3.5) per cent. of the gross funds raised under the Offer from applications received directly from investors and three (3) per cent. of the gross funds raised under the Offer from applications received through a financial adviser or an execution-only broker, in each case less any discounts for early applications. Out of the Promoter Fee, Beringea will pay all costs, agreed between ProVen and Beringea, including charges and expenses, of or incidental to the Offer.

The Management and Administration Agreements Amendments and the agreement to pay the Promoter Fee constitute “relevant related party transactions” under the UK Listing Rules (“Relevant Related Party Transactions“). This is because Beringea, as ProVen’s investment manager, is considered a related party for the purposes of the UK Listing Rules. These “relevant related party transactions” are required to be aggregated with the same promoter fee as set out above that was payable to Beringea by ProVen in respect of the offer for subscription that was launched by the Companies on 17 November 2025.

The Relevant Related Party Transactions require the approval of ProVen’s shareholders under the UK Listing Rules. Approval of the Relevant Related Party Transactions is being sought at the ProVen General Meeting and each of the Relevant Related Party Transactions has been entered into conditional on shareholder approval being obtained at the ProVen General Meeting.

The board of ProVen considers the Relevant Related Party Transactions to be fair and reasonable so far as their shareholders as a whole are concerned and, in coming to this view, the directors of ProVen have been so advised by Howard Kennedy Corporate Services LLP (“Howard Kennedy“) in its role as sponsor to ProVen. In providing this advice, Howard Kennedy has taken into account the ProVen board’s commercial assessment of the Relevant Related Party Transactions.

EXPECTED TIMETABLES

MERGER

Expected timetable for ProVen*

Latest time for receipt of forms of proxy for the ProVen General Meeting 2 p.m. on 7 December 2026
ProVen General Meeting 2 p.m. on 9 December 2026
Calculation Date after 5 p.m. on 16 December 2026
Effective Date for the transfer of PGI’s assets and liabilities to ProVen and the issue of Consideration Shares pursuant to the Scheme** 17 December 2026
Announcement of the results of the Scheme 17 December 2026
Admission of and dealings in Consideration Shares issued pursuant to the Scheme to commence 8 a.m. on 18 December 2026
CREST accounts credited with Consideration Shares issued pursuant to the Scheme 18 December 2026
Certificates for Consideration Shares issued pursuant to the Scheme dispatched 6 January 2027


Expected timetable for PGI*

Date from which it is advised that dealings in PGI shares should only be for cash settlement and immediate delivery of documents of title 3 December 2026
Latest time for receipt of forms of proxy for the PGI first General Meeting 3 p.m. on 7 December 2026
PGI first General Meeting 3 p.m. on 9 December 2026
Latest time for receipt of forms of proxy for the PGI second General Meeting 11 a.m. on 15 December 2026
Calculation Date after 5 p.m. on 16 December 2026
PGI register of members closed and Record Date for PGI shareholders’ entitlements under the Scheme*** 5 p.m. on 16 December 2026
Dealings in PGI shares suspended 7.30 a.m. on 17 December 2026
PGI second General Meeting 11 a.m. on 17 December 2026
Effective Date for the transfer of the assets and liabilities of PGI to ProVen and the issue of Consideration Shares pursuant to the Scheme** 17 December 2026
Announcement of the results of the Scheme 17 December 2026
Cancellation of the PGI shares’ listing 8 a.m. on 18 December 2026

* The dates set out above in relation to implementation of the Scheme may be adjusted by the Companies, in which case details of the revised dates will be notified through a Regulatory Information Service provider.

** The Consideration Shares issued to PGI shareholders under the Scheme will rank pari passu with the existing ProVen shares and will be listed on the Official List and admitted for trading on the main market of the London Stock Exchange.

*** This will be the final expected date of trading of the PGI shares. If the Scheme becomes effective in accordance with the above expected timetable, it is anticipated that the listing of the PGI shares will be cancelled on 18 December 2026.


OFFER

Offer opens 13 November 2026
First allotment dates  
2026/2027 Offer During January 20271   
2027/2028 Offer After 6 April 20271
Final deadlines for receipt of applications and cleared funds, unless fully subscribed earlier  
2026/2027 Offer noon on 2 April 2027
2027/2028 Offer 5 p.m. on 30 April 20272
Admission within 10 business days of each allotment
Allotment notifications and tax certificates issued within 3 business days of each allotment by email (within 10 business days if by post)
Share certificates sent out within 15 business days of each allotment


  1. Multiple allotments of New Ordinary Shares are expected to occur in respect of valid applications received for the 2026/2027 Offer on such dates as the ProVen directors may decide on or prior to 5 April 2027 with the first allotment expected to occur in January 2027 and for the 2027/2028 Offer during April 2027 (with additional allotments occurring on such other dates as the ProVen directors may decide after 6 April 2027 and prior to the close of the Offer as required, but not later than 12 November 2027).

  2. The ProVen directors reserve the right to extend the 2027/2028 Offer at their absolute discretion to a date no later than 12 November 2027. The Offer will close earlier than the dates stated above if it is fully subscribed. The ProVen directors reserve the right to close the Offer earlier than the dates set out above and to accept applications and issue New Ordinary Shares at any time following the receipt of valid applications. 

DOCUMENTS AND AVAILABILITY

To obtain a copy of the Securities Note and the Circular, investors and Financial Advisers should call Beringea, on 020 7845 7820. A downloadable version of the Securities Note and the Circular is also available from www.proveninvestments.co.uk.

Copies of the Prospectus and Circular are available, free of charge, from the registered office of the Companies and Beringea at:

Charter House
55 Drury Lane
London WC2B 5SQ

Copies of the Prospectus and Circular will be submitted to the National Storage Mechanism and will shortly be available for viewing online at the following web-site address:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism

The information contained within this announcement is deemed by the Companies to constitute inside information as stipulated under the UK version of the Market Abuse Regulations (EU number. 596/2014). Upon the publication of this announcement through a Regulatory Information Service, this inside information is now considered to be in the public domain.

For further information please contact:

Shane Elliott on 020 7845 7820

Beringea LLP
Company Secretary
Telephone 020 7845 7820

-End-

Clermont-Ferrand, November 13th, 2026

COMPAGNIE GÉNÉRALE DES ÉTABLISSEMENTS MICHELIN

Partnership Limited by Shares (commandite par actions) having a capital of EUR 345,758,123.50
Registered in the CLERMONT-FERRAND Trade and companies register under number 855 200 887
Head office: 23, place des Carmes-Déchaux – 63000 Clermont-Ferrand, France

Disclosure of the total number of voting rights and of the number of shares making up the Company’s capital
(Articles L.233-8 of the French Commercial Code and 223-16 of the General Reglementation of the Autorité des Marchés Financiers)

Date Number of shares Total number of voting rights
2026/10/31 691,516,292 Number of theoretical voting rights : 980,363,359

Number of voting rights : 960,075,649*

       *Considering 20,287,710 treasury shares

      Contact details

Investor Relations

investor-relations@michelin.com

Guillaume Jullienne

guillaume.jullienne@michelin.com

Benjamin Marcus
benjamin.marcus@michelin.com

Nadia Ait-Mokhtar
nadia.ait-mokhtar@michelin.com

Media Relations

+33 (0) 1 45 66 22 22

groupe-michelin.service-de-presse@michelin.com

Individual Shareholders

+33 (0) 4 73 32 23 05

Muriel Combris-Battut
muriel.combris-battut@michelin.com

Elisabete Antunes
elisabete.antunes@michelin.com

DISCLAIMER

This press release is not an offer to purchase or a solicitation to recommend the purchase of Michelin shares. To obtain more detailed information on Michelin, please consult the documents filed in France with the Autorité des Marchés Financiers, which are also available from the michelin.com website.
This press release may contain a number of forward-looking statements. Although the Company believes that these statements are based on reasonable assumptions at the time of publishing this document, they are by nature subject to risks and contingencies liable to translate into a difference between actual data and the forecasts made or inferred by these statements.

Attachment

MT. OLIVE, N.J., Nov. 13, 2026 (GLOBE NEWSWIRE) — Vislink Technologies, Inc. (“Vislink” or the “Company”) (OTCID: VISL), a global technology leader in the capture, delivery, and management of high-quality live video and associated data in the media and entertainment, law enforcement, and defense markets, today reported financial and operational results for the third quarter and nine months ended September 30, 2026.

The results reflect a fundamentally reset financial profile, with continued margin expansion, a sharply lower cost base, and growing momentum in defense and government markets.

Third quarter revenue reached $4.6 million, increasing 19.8% year-over-year, while gross margin expanded by more than 1,400 basis points to 58.7%, reflecting improved pricing discipline and lower component costs. Revenue declined 22.2% sequentially from an exceptionally strong second quarter, as several U.S. State and Local opportunities were delayed into the fourth quarter. For the first nine months, revenue rose 19.7% to $15.8 million, gross margin expanded to 60.3%, and operating expenses fell 30.1%, narrowing the non-GAAP EBITDA loss to $0.2 million from $6.0 million in the prior-year period.

The Company’s military and government (MilGov) business made meaningful progress, with two Middle East defense customers completing factory acceptance testing and training at Vislink’s Colchester, UK facility. U.S. Federal business development has moved from groundwork to active deals with the U.S. Army and U.S. Navy, and in Europe, where nine-month revenue nearly doubled, Vislink is advancing a beachhead partnership with a leading systems integrator.

Product development remains focused on defense and public safety. The Tactical 5G Node reached minimum viable product, with production targeted for 2027, while the 5G DOME drew significant interest at IBC 2026 and Aero5 completed DO-160 qualification testing. Vislink also shipped its largest order to date from a leading U.S. aerial video systems provider.

The Company’s AI Native initiative is delivering tangible returns, with the entire sales team now live on a new AI-enabled CRM and quote-to-build application and AI-assisted quoting going live in Q4. Vislink passed its ISO 9001 Stage 1 assessment and ended the quarter with $2.0 million in cash and $5.5 million in working capital. Management expects improved revenue and EBITDA performance in 2027 as new products and programs deploy.

“Through the first nine months of 2026, Vislink has fundamentally reset its financial profile,” said Mickey Miller, Chief Executive Officer. “Our focus for the fourth quarter is converting this pipeline into orders and restoring the profitability momentum we established in the first half of the year.”

You can read the full report with financial figures on the Vislink website here.

Investor Relations and Media Contact
investors@vislink.com

LAVAL, Québec, Nov. 13, 2026 (GLOBE NEWSWIRE) — Savaria Corporation (“Savaria”) (TSX: SIS), one of the global leaders in the accessibility industry, is pleased to announce that the Toronto Stock Exchange (the “TSX”) has accepted Savaria’s notice of intention to make a normal course issuer bid (the “NCIB”). Pursuant to the NCIB, Savaria proposes to purchase, from time to time, if considered advisable, up to an aggregate of 1,000,000 of its common shares (“Common Shares”), being approximately 1.38% of its 72,269,829 issued and outstanding Common Shares as of November 9, 2026, through the facilities of the TSX, other designated exchanges and/or alternative Canadian trading systems or by such other means as may be permitted by the applicable securities regulator. The price that Savaria will pay for any Common Shares acquired by it will be the market price of the Common Shares at the time of acquisition. In case of off-exchange purchases, purchases may be at a discount to the prevailing market price. Purchases may commence on November 17, 2026 and will conclude on the earlier of the date on which purchases under the NCIB have been completed and November 16, 2027.

The average daily trading volume of the Common Shares over the most recently completed six calendar months was 210,673 Common Shares through the facilities of the TSX. Accordingly, as regards purchases of Common Shares made by Savaria through the facilities of the TSX, Savaria is entitled to purchase, on any trading day, up to 52,668 Common Shares and to make block purchases of Common Shares which exceed such daily limit no more frequently than once per calendar week.

Savaria believes that purchases of Common Shares under the NCIB may contribute to an orderly market for its securities and represent from time to time an attractive investment and a desirable use of a portion of its corporate funds, including to offset the dilution resulting from the issuance of Common Shares under its stock option plan. All Common Shares purchased by Savaria pursuant to the NCIB will be cancelled.

“Based on the November 9, 2026 closing price of $30.22, the NCIB would allow Savaria to repurchase up to approximately $30.2 million of its Common Shares over the next twelve months,” said Marcel Bourassa, Executive Chairman of Savaria. “This program reflects our confidence in Savaria’s long-term prospects and gives us an additional tool to create value for our shareholders, while preserving the financial flexibility to pursue our growth strategy.”

In connection with the NCIB, Savaria has established an automatic purchase plan (the “Plan”). The Plan enables Savaria to provide standard instructions regarding how the Common Shares are to be repurchased on the open market during self-imposed blackout periods. The Plan constitutes an automatic plan for purposes of applicable Canadian securities legislation and has been pre-cleared by the TSX.

Savaria has not purchased any Common Shares under a normal course issuer bid within the past 12 months.

About Savaria Corporation

Savaria Corporation (corp.savaria.com) is one of the global leaders in the accessibility industry. It provides accessibility solutions for the physically challenged to increase their comfort, their mobility and their independence. Its product line is one of the most comprehensive on the market. Savaria designs, manufactures, distributes and installs accessibility equipment, such as elevators for home and commercial use, stairlifts for straight and curved stairs, vertical and inclined wheelchair lifts and dumbwaiters. In addition, Savaria manufactures and markets a comprehensive selection of pressure management products, medical beds, as well as an extensive line of medical equipment and solutions for the safe movement of patients, such as transfer, lifting and repositioning aids. The Corporation operates a sales network of dealers worldwide and direct sales offices in North America, Europe (UK, Netherlands, Switzerland, Italy, Germany, Poland and Czech Republic) and Australia. Savaria employs approximately 2,600 people globally and its plants are located across Canada, the United States, Mexico, Europe and China.

Cautionary Notice Regarding Forward-Looking Statements

Certain information in this press release may constitute “forward-looking statements” regarding Savaria, including statements regarding the NCIB, the number of Common Shares that may be purchased under the NCIB and the timing of such purchases. Most frequently, but not invariably, forward-looking statements are identified by the use of such terms as “plan”, “expect”, “should”, “could”, “budget”, “expected”, “estimated”, “forecast”, “intend”, “anticipate”, “believe”, variants thereof (including negative variants) or statements that certain events, results or shares “could”, “should” or “will” occur or be achieved. Such statements involve known and unknown risks, uncertainties and other factors liable to cause actual results, performance or achievements to differ materially from those set forth in or underlying the forward-looking statements. Such factors notably include general, economic, competitive, political and social uncertainties, the risks set forth under “Risks and Uncertainties” in Savaria’s latest Annual MD&A as well as other risks detailed from time to time in reports filed by Savaria with securities regulators in Canada. Although Savaria has attempted to identify the key elements liable to cause actual measures, events or results to differ from those described in the forward-looking statements, other factors could have an impact on the reality and produce unexpected results. There can be no assurance as to the number of Common Shares, if any, that Savaria will purchase under the NCIB. The forward-looking statements contained herein are valid at the date of this press release. Savaria undertakes no obligation to update forward-looking statements if circumstances or management’s estimates or opinions should change, except as required by law. As there can be no assurance that these forward-looking statements will prove accurate, actual future results and events could differ materially from those anticipated therein. Accordingly, readers are strongly advised not to unduly rely on these forward-looking statements.

For further information:

Marcel Bourassa Executive Chairman
1. 800.661.5112
marcelb@savaria.com
Sébastien Bourassa
President and CEO
1. 800.661.5112
sb@savaria.com

Facebook: https://www.facebook.com/savariabettermobility
Instagram: https://www.instagram.com/savariacorp/
LinkedIn: https://ca.linkedin.com/company/savaria

HOLMDEL, N.J., Nov. 13, 2026 (GLOBE NEWSWIRE) — BIO-key® International, Inc. (Nasdaq: BKYI), a global leader in Identity and Access Management (IAM) and biometric authentication technologies, today announced its third quarter (Q3’26) and nine-month (9M’26) results for the period ended September 30, 2026. BIO-key will host an investor call today at 10:00am ET (details below).

Financial Highlights

  • Q3’26 license fee revenue rose 39% to $1.3M, reflecting continued growth in its base of annual recurring software revenue. BIO-key has delivered meaningful year-over-year software license fee growth in each of the last three quarters.
  • Q3’26 total revenues were $1.48M vs. $1.55M in Q3’25, as license fee growth largely offset lower hardware and service revenues, which have greater variability due to the timing of projects.
  • Q3’26 gross margin improved to 90% vs. 77% in Q3’25, reflecting the increase in high-margin license fees as a percentage of total revenue. BIO-key’s blended gross margin has increased for five consecutive quarters, from 73% in Q2’25 to 90% in Q3’26, reflecting both new customer deployments and its expanding base of annual recurring software license fees.
  • Q3’26 net loss narrowed 8% to $(886K) vs. $(965K) in Q3’25.
  • 9M’26 revenues grew 14% to $5.5M, gross margin improved to 86% from 77%, and net loss improved 42% to $(1.7M) vs. $(2.9M) in 9M’25.
  • Working capital improved to $3.1M at the close of Q3’26, from $1.4M at year-end 2025.
  • BIO-key retired its remaining note in Q3’26.

Business Outlook

  • BIO-key anticipates a solid finish to 2026 and a strong start to 2027, supported by recent Middle East government wins, a growing pipeline of government and financial sector opportunities, expanding deployments with existing customers, and anticipated annual license renewals.

Recent Progress

BIO-key CEO, Mike DePasquale commented, “Our Q3’26 results reflect the building strength of our core software business. Software license fee revenue grew 39% in Q3’26, offsetting variability in our more episodic hardware and services revenue and lifting gross margin to 90% from 77% a year ago. Supported largely by growth in high-margin software licenses, BIO-key’s gross margin has improved each quarter since Q2’25. Despite modestly lower Q3’26 revenue, we successfully narrowed our net loss in the quarter, and for the first nine months of 2026. Year to date we have grown revenue by 14%, reduced our net loss by 42% and we retired our remaining note outstanding leaving us effectively debt free.

“The real story, however, is the customers who are choosing BIO-key, such as the Central Bank of Jordan which has selected us to help them launch a national biometric authentication initiative to modernize financial sector access to digital services. Separately, a Portuguese national security agency chose our identity platform to protect some of its most sensitive systems. Additionally, we recently added three more Middle East government customers, including a security agency that went from first meeting to agreement in less than two months, bringing us to eight new Middle East region customers in recent months. Governments and banks set the highest bar for identity security, and their decision to trust BIO-key to their most sensitive environments is the strongest possible validation of our company and our solutions.

“Our momentum across Europe, the Middle East and Africa reflects the investment we have made in developing regional teams and a strong network of channel partners who know these markets and customers. Our partner network is increasingly bringing opportunities to us, shortening our sales cycles and extending our reach into new countries and sectors. That momentum is showing up in our results: third quarter revenue from our Europe, Middle East and South America region grew 39%, as license fees from the region more than doubled.

“Looking forward, the growth of artificial intelligence is also presenting opportunities as the growing commercial prevalence of AI agents creates a new identity challenge. Industry research suggests that machine identities, including AI agents, already outnumber human identities by more than 100 to 1. To address this trend, the FIDO Alliance began developing standards for trusted AI agent interactions, centered on verifying who authorized an agent’s action and within what limits. We believe the answer has to be a verified human, not a password nor a device. With FIDO certification of Passkey:YOU, our Identity-Bound Biometrics can tie the approval of sensitive AI-driven actions to the actual person accountable for them, which we see as a meaningful new market opportunity alongside our core workforce and customer authentication business.

“Our recent wins and a growing pipeline of government and banking opportunities across EMEA position us for a strong finish to 2026. More importantly, we believe the foundation we are building today, with marquee government and financial customers, growing high-margin software revenue, a streamlined cost structure and a cleaner balance sheet, sets the stage for an exciting 2027.”

Financial Review

Total revenues were $1,482,781 in Q3’26 compared to $1,549,706 in Q3’25. License fee revenues increased 39% to $1,275,249 vs. $917,951 in Q3’25, reflecting several new customer deployments, and represented 86% of total revenues vs. 59% in Q3’25. Revenues from BIO-key’s EMESA region (Europe, Middle East and South America) increased 39% to $924,760, as EMESA license fee revenues more than doubled to $903,249 from $446,480 in Q3’25. For 9M’26, total revenues increased 14% to $5,548,305 vs. $4,853,772 in 9M’25, driven by a 37% increase in license fee revenues to $3,870,487.

Q3’26 hardware revenues were $12,404 vs. $363,642 in Q3’25, as new customer orders in Q3’26 were primarily software-only, while Q3’25 reflected a large hardware deployment by a long-term customer and expanded hardware deployments by several existing customers. Service, maintenance and other revenues decreased 27% to $195,128 in Q3’26 vs. $268,113 in Q3’25, primarily reflecting the timing of service agreement renewals and the steady shift in BIO-key’s business to Partner-led Software-as-a-Service and subscription deployments.

Q3’26 gross profit increased 12% to $1,339,408 from $1,191,718 in Q3’25, and gross margin improved to 90% vs. 77% in Q3’25, reflecting the higher mix of high-margin license fee revenue. For 9M’26, gross profit increased 27% to $4,782,681 vs. $3,752,106 in 9M’25, and gross margin improved to 86% from 77%.

BIO-key’s Q3’26 operating expenses increased 4% to $2,159,621 from $2,083,908 in Q3’25. Sequentially, operating expenses decreased 2% from $2,203,445 in Q2’26, including a 2% decrease in selling, general and administrative expenses. Selling, general and administrative expenses increased 9% to $1,524,583, reflecting higher administrative personnel costs and costs related to the Company’s annual meeting, while research, development and engineering expenses decreased 7% to $635,038, primarily reflecting lower personnel costs. For 9M’26, operating expenses decreased 1% to $6,290,013 from $6,368,784 in 9M’25.

Reflecting higher gross profit, BIO-key’s Q3’26 operating loss improved to $(820,213) from $(892,190) in Q3’25, and its net loss improved to $(886,083) from $(964,849) in Q3’25. Including a non-cash deemed dividend of $4,502,004 related to the August warrant inducement, net loss available to common stockholders was $(5,388,087), or $(4.01) per share, compared to $(964,849), or $(1.44) per share, in Q3’25, as the deemed dividend more than offset the smaller net loss. Weighted average common shares outstanding (basic and diluted) were 1,342,766 in Q3’26 and 671,820 in Q3’25. Per share amounts and weighted average common shares outstanding reflect the 1-for-10 reverse split effective April 30, 2026.

Also reflecting higher revenue and gross profit and lower operating expenses, BIO-key’s 9M’26 net loss improved 42% to $(1,667,972) from $(2,868,790) in 9M’25. Including the non-cash deemed dividend, net loss available to common stockholders was $(6,169,976), or $(5.37) per share, compared to $(2,868,790), or $(4.87) per share, in 9M’25.

Balance Sheet
BIO-key’s stockholders’ equity improved to $6,541,642 at September 30, 2026, compared to $4,334,878 at June 30, 2026 and $5,106,805 at December 31, 2025, reflecting the benefit of $2.5M in gross proceeds from a warrant inducement transaction completed in August.

As of September 30, 2026, BIO-key had $5.3M of current assets, including $2.2M of cash and cash equivalents, $2.4M of accounts receivable and $0.4M of inventory. Working capital improved to $3.1M at September 30, 2026 from $0.8M at June 30, 2026 and $1.4M at December 31, 2025.

During Q3, BIO-key retired the remaining balance of its note payable, through exchanges for common stock leaving the company effectively free of debt, other than a $12k bank obligation in Europe.

Call/Webcast Detail

Date / Time: Friday, November 13 at 10 a.m. ET
Call Dial In #: 1-877-418-5460 U.S. or 1-412-717-9594 Int’l
Live Webcast / Replay: Webcast & Replay Link – Available for 3 months.
Audio Replay: 1-855-669-9658 U.S. or 1-412-317-0088 Int’l; code 4928583
   

About BIO-key International, Inc. (www.BIO-key.com)
BIO-key is a global provider of biometric-centric Identity and Access Management (IAM) and authentication solutions, securing access for over forty million users across government, defense, financial services and enterprise customers. Its PortalGuard IAM platform, Identity-Bound Biometrics and FIDO-certified Passkey:YOU authentication give organizations flexible phoneless, tokenless and passwordless options to secure access to computers, applications, information and high-value transactions, whether cloud-hosted or on-premise.

BIO-key Safe Harbor Statement
All statements contained in this press release other than statements of historical facts are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995 (the “Act”). The words “estimate,” “project,” “intends,” “expects,” “anticipates,” “believes” and similar expressions are intended to identify forward-looking statements. Such forward-looking statements are made based on management’s beliefs, as well as assumptions made by, and information currently available to, management pursuant to the “safe-harbor” provisions of the Act. These statements are not guarantees of future performance or events and are subject to risks and uncertainties that may cause actual results to differ materially from those included within or implied by such forward-looking statements. These risks and uncertainties include, without limitation, our history of losses and limited revenue; our ability to raise additional capital to satisfy working capital needs; our ability to continue as a going concern; our ability to protect our intellectual property; changes in business conditions; changes in our sales strategy and product development plans; changes in the marketplace; continued services of our executive management team; security breaches; competition in the biometric technology and identity access management industries; market acceptance of biometric products generally and our products under development; our ability to convert sales opportunities to customer contracts; our ability to expand into Asia, Africa and other foreign markets; fluctuations in foreign currency exchange rates; the duration and extent of continued hostilities in Ukraine and its impact on our European customers; the impact of tariffs and other trade barriers which may make it more costly for us to import inventory from China and Hong Kong and certain product components from South Korea; delays in the development of products, the commercial, reputational and regulatory risks to our business that may arise as a consequence of non-compliance with Securities and Exchange Commission (“SEC”) and Nasdaq periodic reporting requirements due to late filings; the commercial and reputational risk and impact on the trading and liquidity of our common stock due to the recent suspension of trading of our common stock on the Nasdaq Capital Market from May 13, 2026 until its reinstatement effective July 8, 2026, the monitoring of our compliance by the Nasdaq Hearing Panel through July 6, 2027, or in the event that the trading of our common stock is suspended due to non-compliance with existing and/or proposed continued listing standards of the Nasdaq Stock Market; our temporary loss of the use of a Registration Statement on Form S-3 to register securities in the future; any disruption to our business that may occur on a longer-term basis should we be unable to continue to maintain effective internal controls over financial reporting, and statements of assumption underlying any of the foregoing as well as other factors set forth under the caption “Risk Factors” in our Annual Report on Form 10-K/A for the year ended December 31, 2025 and other filings with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date made. Except as required by law, we undertake no obligation to disclose any revision to these forward-looking statements whether as a result of new information, future events, or otherwise.

Engage with BIO-key  
Facebook – Corporate: https://www.facebook.com/BIOkeyInternational/
LinkedIn – Corporate: https://www.linkedin.com/company/bio-key-international
X – Corporate: @BIOkeyIntl
X – Investors: @BIO_keyIR
StockTwits: BIO_keyIR
 

Investor Contacts
William Jones, David Collins
Catalyst IR
BKYI@catalyst-ir.com or 212-924-9800

BIO-KEY INTERNATIONAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Unaudited)
             
    Three Months Ended     Nine Months Ended  
    September 30,     September 30,  
    2026     2025     2026     2025  
Revenues                                
Services   $ 195,128     $ 268,113     $ 674,516     $ 862,707  
License fees     1,275,249       917,951       3,870,487       2,822,796  
Hardware     12,404       363,642       1,003,302       1,168,269  
Total revenues     1,482,781       1,549,706       5,548,305       4,853,772  
Costs and other expenses                                
Cost of services     76,704       80,702       234,918       297,147  
Cost of license fees     55,953       74,077       204,159       233,450  
Cost of hardware     15,184       434,834       1,133,035       1,080,109  
Cost of hardware – reserve     (4,468 )     (231,625 )     (806,488 )     (509,040 )
Total costs and other expenses     143,373       357,988       765,624       1,101,666  
Gross profit     1,339,408       1,191,718       4,782,681       3,752,106  
                                 
Operating expenses                                
Selling, general and administrative     1,524,583       1,400,288       4,397,676       4,453,362  
Research, development and engineering     635,038       683,620       1,892,337       1,915,422  
Total operating expenses     2,159,621       2,083,908       6,290,013       6,368,784  
Operating loss     (820,213 )     (892,190 )     (1,507,332 )     (2,616,678 )
Other income (expense)                                
Interest income     678       515       1,740       2,610  
Loan fee amortization     (62,500 )     (60,000 )     (104,166 )     (180,000 )
Interest expense     (4,048 )     (13,174 )     (58,214 )     (74,722 )
Total other income (expense), net     (65,870 )     (72,659 )     (160,640 )     (252,112 )
                                 
Loss before provision for income tax     (886,083 )     (964,849 )     (1,667,972 )     (2,868,790 )
                                 
Provision for income taxes     –       –       –       –  
                                 
Net loss   $ (886,083 )   $ (964,849 )   $ (1,667,972 )   $ (2,868,790 )
Deemed dividend related to warrant inducement     (4,502,004 )     –       (4,502,004 )     –  
Net loss available to common stockholders   $ (5,388,087 )   $ (964,849 )   $ (6,169,976 )   $ (2,868,790 )
                                 
Comprehensive loss:                                
Net loss available to common stockholders   $ (5,388,087 )   $ (964,849 )   $ (6,169,976 )   $ (2,868,790 )
Other comprehensive loss – foreign currency translation adjustment     (62,409 )     (73,910 )     (143,503 )     (8,302 )
Comprehensive loss   $ (5,450,496 )   $ (1,038,759 )   $ (6,313,479 )   $ (2,877,092 )
                                 
Basic and diluted loss per common share   $ (4.01 )   $ (1.44 )   $ (5.37 )   $ (4.87 )
                                 
Weighted average common shares outstanding:                                
Basic and diluted     1,342,766       671,820       1,147,994       588,474  
                                 
All BIO-key shares issued and outstanding for all periods reflect BIO-key’s 1-for-10 reverse stock split, which was effective April 30, 2026.

BIO-KEY INTERNATIONAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
             
    September 30,     December 31,  
    2026     2025  
    (Unaudited)          
ASSETS                
Cash and cash equivalents   $ 2,219,428     $ 2,694,663  
Accounts receivable, net     2,354,935       1,220,822  
Inventory     367,063       370,879  
Prepaid expenses and other     337,445       251,323  
Total current assets     5,278,871       4,537,687  
Equipment and leasehold improvements, net     32,051       67,751  
Capitalized contract costs, net     229,599       311,591  
Deposits and other assets     7,976       7,976  
Operating lease right-of-use assets     132,603       47,953  
Investments     2,500,000       2,500,000  
Intangible assets, net     662,572       830,357  
Total non-current assets     3,564,801       3,765,628  
TOTAL ASSETS   $ 8,843,672     $ 8,303,315  
                 
LIABILITIES                
Accounts payable   $ 321,809     $ 507,357  
Accrued liabilities     1,194,591       1,333,930  
Note payable     –       604,102  
Government loan – BBVA Bank, current portion     12,351       50,530  
Deferred revenue, current     542,486       572,513  
Operating lease liabilities, current portion     67,735       27,728  
Total current liabilities     2,138,972       3,096,160  
Deferred revenue, long term     80,694       62,584  
Deferred tax liability     16,500       16,500  
Operating lease liabilities, net of current portion     65,864       21,266  
Total non-current liabilities     163,058       100,350  
TOTAL LIABILITIES     2,302,030       3,196,510  
                 
Commitments and Contingencies                
                 
STOCKHOLDERS’ EQUITY                
                 
Common stock — authorized, 170,000,000 shares; issued and outstanding; 2,035,149
of $.0001 par value at September 30, 2026 and 1,085,360 at December 31, 2025,
respectively
    204       109  
Additional paid-in capital     149,245,962       141,497,741  
Accumulated other comprehensive income (loss)     (68,700 )     74,803  
Accumulated deficit     (142,635,824 )     (136,465,848 )
TOTAL STOCKHOLDERS’ EQUITY     6,541,642       5,106,805  
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY   $ 8,843,672     $ 8,303,315  
                 
All BIO-key shares issued and outstanding for all periods reflect BIO-key’s 1-for-10 reverse stock split, which was effective April 30, 2026.

ProVen VCT plc (LEI: 21380091P1TTU2Z2AW75) 
ProVen Growth and Income VCT plc (LEI: 213800K1RM776QM8XG84)

13 November 2026 

Recommended proposals relating to
Merger of ProVen VCT plc and ProVen Growth and Income VCT plc
Offer for Subscription by ProVen VCT plc

MERGER

On 15 September 2026 the boards of directors of ProVen VCT plc (“ProVen”) and ProVen Growth and Income VCT plc (“PGI”) (ProVen and PGI together the “Companies” or “ProVen VCTs“) announced that they had entered into discussions regarding a possible merger (the “Merger“), which discussions may or may not lead to an agreement to merge the Companies. The purpose of the Merger would be to achieve simplicity, cost savings, administrative efficiency and scale and it would require the approval of the shareholders of each of the Companies. The boards of the Companies have now decided to proceed with the Merger and are recommending it to their respective shareholders, subject to shareholder approval.

The Companies have today issued a joint circular (“Circular“) setting out proposals for, amongst other things, the Merger, alongside a prospectus being published by ProVen in respect of a proposed offer for subscription (“Offer“). The Circular includes notices of general meetings of the Companies to be convened on 9 December 2026 in respect of both Companies and 17 December 2026 in respect only of PGI (“General Meetings” and each a “General Meeting“).

If the Companies’ shareholders approve the Merger and the Merger proceeds, PGI will be merged into ProVen pursuant to a scheme of reconstruction under section 110 of Insolvency Act 1986 whereby the assets and liabilities of PGI will be transferred to ProVen in exchange for new shares in ProVen (“Consideration Shares“) which will be issued to the shareholders of PGI (the “Scheme“). A merger on this basis will be outside the provisions of the Takeover Code. The number of Consideration Shares will be calculated by reference to the respective net asset values of ProVen and PGI, so as to avoid any dilution to either ProVen shareholders or PGI shareholders. If the Merger proceeds, Anna Kuriakose, currently a director of PGI, will join the board of ProVen.

Full details of the Merger are set out in the Circular available for download from each Company’s website referred to below and the National Storage Mechanism at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism

Benefits of the Merger

The Merger is expected to bring a number of benefits for the shareholders of the Companies, as follows:

Grasping the opportunity of today’s VCT market through building scale

  • Recent policy changes – including the extension of the sunset clause, higher investment limits, and the cut to upfront relief – are reshaping the VCT market and creating greater need for scale.
  • As two of the UK’s longest-standing VCTs, the ProVen VCTs have often led the market, and are now acting again: bringing the two funds together to create a single entity with the scale and firepower to drive long-term Shareholder returns.

Improving Shareholder returns through cuts to costs

  • The ProVen Board and the PGI Board have consistently focused on reducing financial costs to their shareholders, evaluating fair value and benchmarking fees across the VCT market.
  • In recent years, Beringea has also reduced the upfront fees for direct investors and taken responsibility for the payment of annual trail commission in respect of fund raisings, which previously was paid by the funds.
  • Inevitably, however, there are administrative costs associated with running any listed fund – legal and professional fees, audit costs, listing and regulatory fees, and reporting costs.
  • As part of the Merger discussions, the ProVen Board has agreed a number of changes to the fees the Manager receives including a reduction in its annual administration fee of £110,000 per annum for the first two financial years following the Merger, reductions in its annual management fee on surplus cash (above £40 million) and on net assets in excess of £500 million, as well as a simplified and more transparent performance fee arrangement. These savings will fluctuate depending on the levels of surplus cash and the level of the administration fee once the two-year reduced period ends but, based on the current financial year (if the Merger had taken effect at the beginning of the financial year) these savings would equate to approximately £250,000 for the financial year.
  • In addition, the Merger is expected to deliver an annual saving of approximately £540,000 in other administrative costs (based on the current financial year costs).
  • Costs have also been an area of scrutiny for advisers and wealth managers particularly since the introduction of Consumer Duty, and these cost savings will, therefore, support future fundraising.

A market-leading buyback programme and easier administration for Shareholders

  • Alongside the benefits of greater scale and lower costs, ProVen VCT will halve the discount on buybacks by reducing the discount to NAV from 5% to a best-in-class 2.5% for all buybacks which occur after the launch of the Offer, hence increasing shareholder returns on exit.
  • Given their combined fundraisings and aligned investment strategies, ProVen VCT and PGI VCT have built up a shareholder base with a significant degree of overlap.
  • Investors across the two funds and their advisers have therefore had to maintain and review separate shareholdings despite benefiting from the same underlying portfolio.
  • For Shareholders and their advisers, a merger creates a simpler investment to manage: one set of reports to read, one portfolio to review, and a single track record to monitor.
  • Taken together, these steps will provide greater efficiency and liquidity for shareholders.

Creating the third-largest* VCT in the market is pivotal in today’s fund-raising environment

  • Scale naturally supports fundraising – larger platforms tend to benefit from greater efficiency and greater credibility from key intermediaries.
  • Through merging two highly successful VCTs with a track record spanning more than two and a half decades, this process establishes a platform with significant scale that will resonate with investors and advisers.
  • For shareholders of a VCT, healthy fundraising ensures greater firepower to back emerging new companies and to support the ongoing growth of the portfolio

*based on published data as at 12 November 2026.

OFFER

ProVen has today published a Prospectus (comprising a Securities Note, Registration Document and Summary) in respect of an offer for subscription in the 2026/2027 and 2027/2028 tax years to raise up to £30 million by way of an issue of new ordinary shares in ProVen (“New Ordinary Shares“), with an over-allotment facility of up to a further £10 million, payable in full in cash on application. The Offer is not conditional upon the Merger becoming effective.

The Offer opens on 13 November 2026 and will close not later than noon on 2 April 2027 in respect of the 2026/2027 Offer and not later than 5 p.m. on 30 April 2027 in respect of the 2027/2028 Offer, or as soon as the Offer is fully subscribed. The directors of ProVen may decide to extend the 2027/2028 Offer at their absolute discretion to a date no later than 12 November 2027.

Applicants (and their spouses/civil partners) who had an existing shareholding in either of the ProVen VCTs on 13 November 2026, and whose valid application (including cleared funds) forms part of the first £10 million of valid applications and is received by 9 a.m. on 11 January 2027, will be entitled to additional New Ordinary Shares with an aggregate subscription price equivalent to 1% of the amount subscribed.

All other applicants whose valid application (including cleared funds) forms part of the first £10 million of valid applications and is received by 9 a.m. on 11 January 2027 will be entitled to additional New Ordinary Shares with an aggregate subscription price equivalent to 0.5% of the amount subscribed.

The subscription price of these additional New Ordinary Shares will be met by the Manager

RELATED PARTY TRANSACTIONS

It is proposed that, following the Merger, and conditional on it becoming effective, certain of ProVen’s fee arrangements set out in its investment management and administration agreements with Beringea will be amended (the “Management and Administration Agreements Amendments“) as follows:

(i) Beringea is currently entitled to an annual management fee equal to 2% per annum on all net assets of ProVen, calculated on a quarterly basis and paid monthly in arrears. Following the Merger, there will be a reduced rate on:
     (1) surplus cash (defined as cash and cash equivalents in excess of £40 million) – 1.0% per annum; and 
     (2) net assets in excess of £500m – 1.75% per annum,
in each case calculated on a quarterly basis and paid monthly in arrears.

(ii) a reduction for the first two financial years following the Merger of the annual administration fee payable from £438,000 (being the aggregate of the annual administration fees currently payable by the Companies) to £328,000 (plus VAT if applicable), a reduction of £110,000 or approximately 25%, subject to annual consumer prices index increases or, if lower, retail prices index increases, reflecting the economies of scale arising from the Merger, balanced against the increased assets under management of the enlarged ProVen;

(iii) a reduced annual expenses cap from 2.9% to 2.8% (not including exceptional items, performance fees or legacy trail commission payments payable by ProVen) of net assets of ProVen, with effect from 1 March 2027; and

(iv) a new simpler and more transparent performance fee arrangement where no annual performance fee will be payable to the Manager until the Total Return (being the increase/decrease in the audited net asset value per ProVen share over each financial period, together with the aggregate amount of dividends per ProVen share paid during that financial period) to ProVen shareholders exceeds 5% per annum (measured over a rolling five-year period) and a reduction in the amount paid to the Manager if the hurdle is exceeded, from the current arrangement of 20% of the entire Total Return (including the return below the hurdle) to 15% of the excess Total Return above the 5% hurdle. The performance fee arrangements that currently apply in relation to the ProVen shares will lapse on completion of the Merger and any accrued performance fee for the financial year ending 28 February 2027 will be waived. The first calculation under the new performance fee arrangements will be for the financial year ending 29 February 2028 and will measure performance over the 5 year period from 1 March 2023 to 29 February 2028.

In addition to the Management and Administration Agreements Amendments, pursuant to an agreement dated 13 November 2026 between, inter alia, ProVen and Beringea, Beringea will receive a fee (the “Promoter Fee“) for acting as promoter of the Offer equal to three and a half (3.5) per cent. of the gross funds raised under the Offer from applications received directly from investors and three (3) per cent. of the gross funds raised under the Offer from applications received through a financial adviser or an execution-only broker, in each case less any discounts for early applications. Out of the Promoter Fee, Beringea will pay all costs, agreed between ProVen and Beringea, including charges and expenses, of or incidental to the Offer.

The Management and Administration Agreements Amendments and the agreement to pay the Promoter Fee constitute “relevant related party transactions” under the UK Listing Rules (“Relevant Related Party Transactions“). This is because Beringea, as ProVen’s investment manager, is considered a related party for the purposes of the UK Listing Rules. These “relevant related party transactions” are required to be aggregated with the same promoter fee as set out above that was payable to Beringea by ProVen in respect of the offer for subscription that was launched by the Companies on 17 November 2025.

The Relevant Related Party Transactions require the approval of ProVen’s shareholders under the UK Listing Rules. Approval of the Relevant Related Party Transactions is being sought at the ProVen General Meeting and each of the Relevant Related Party Transactions has been entered into conditional on shareholder approval being obtained at the ProVen General Meeting.

The board of ProVen considers the Relevant Related Party Transactions to be fair and reasonable so far as their shareholders as a whole are concerned and, in coming to this view, the directors of ProVen have been so advised by Howard Kennedy Corporate Services LLP (“Howard Kennedy“) in its role as sponsor to ProVen. In providing this advice, Howard Kennedy has taken into account the ProVen board’s commercial assessment of the Relevant Related Party Transactions.

EXPECTED TIMETABLES

MERGER

Expected timetable for ProVen*

Latest time for receipt of forms of proxy for the ProVen General Meeting 2 p.m. on 7 December 2026
ProVen General Meeting 2 p.m. on 9 December 2026
Calculation Date after 5 p.m. on 16 December 2026
Effective Date for the transfer of PGI’s assets and liabilities to ProVen and the issue of Consideration Shares pursuant to the Scheme** 17 December 2026
Announcement of the results of the Scheme 17 December 2026
Admission of and dealings in Consideration Shares issued pursuant to the Scheme to commence 8 a.m. on 18 December 2026
CREST accounts credited with Consideration Shares issued pursuant to the Scheme 18 December 2026
Certificates for Consideration Shares issued pursuant to the Scheme dispatched 6 January 2027


Expected timetable for PGI*

Date from which it is advised that dealings in PGI shares should only be for cash settlement and immediate delivery of documents of title 3 December 2026
Latest time for receipt of forms of proxy for the PGI first General Meeting 3 p.m. on 7 December 2026
PGI first General Meeting 3 p.m. on 9 December 2026
Latest time for receipt of forms of proxy for the PGI second General Meeting 11 a.m. on 15 December 2026
Calculation Date after 5 p.m. on 16 December 2026
PGI register of members closed and Record Date for PGI shareholders’ entitlements under the Scheme*** 5 p.m. on 16 December 2026
Dealings in PGI shares suspended 7.30 a.m. on 17 December 2026
PGI second General Meeting 11 a.m. on 17 December 2026
Effective Date for the transfer of the assets and liabilities of PGI to ProVen and the issue of Consideration Shares pursuant to the Scheme** 17 December 2026
Announcement of the results of the Scheme 17 December 2026
Cancellation of the PGI shares’ listing 8 a.m. on 18 December 2026

* The dates set out above in relation to implementation of the Scheme may be adjusted by the Companies, in which case details of the revised dates will be notified through a Regulatory Information Service provider.

** The Consideration Shares issued to PGI shareholders under the Scheme will rank pari passu with the existing ProVen shares and will be listed on the Official List and admitted for trading on the main market of the London Stock Exchange.

*** This will be the final expected date of trading of the PGI shares. If the Scheme becomes effective in accordance with the above expected timetable, it is anticipated that the listing of the PGI shares will be cancelled on 18 December 2026.


OFFER

Offer opens 13 November 2026
First allotment dates  
2026/2027 Offer During January 20271   
2027/2028 Offer After 6 April 20271
Final deadlines for receipt of applications and cleared funds, unless fully subscribed earlier  
2026/2027 Offer noon on 2 April 2027
2027/2028 Offer 5 p.m. on 30 April 20272
Admission within 10 business days of each allotment
Allotment notifications and tax certificates issued within 3 business days of each allotment by email (within 10 business days if by post)
Share certificates sent out within 15 business days of each allotment


  1. Multiple allotments of New Ordinary Shares are expected to occur in respect of valid applications received for the 2026/2027 Offer on such dates as the ProVen directors may decide on or prior to 5 April 2027 with the first allotment expected to occur in January 2027 and for the 2027/2028 Offer during April 2027 (with additional allotments occurring on such other dates as the ProVen directors may decide after 6 April 2027 and prior to the close of the Offer as required, but not later than 12 November 2027).

  2. The ProVen directors reserve the right to extend the 2027/2028 Offer at their absolute discretion to a date no later than 12 November 2027. The Offer will close earlier than the dates stated above if it is fully subscribed. The ProVen directors reserve the right to close the Offer earlier than the dates set out above and to accept applications and issue New Ordinary Shares at any time following the receipt of valid applications. 

DOCUMENTS AND AVAILABILITY

To obtain a copy of the Securities Note and the Circular, investors and Financial Advisers should call Beringea, on 020 7845 7820. A downloadable version of the Securities Note and the Circular is also available from www.proveninvestments.co.uk.

Copies of the Prospectus and Circular are available, free of charge, from the registered office of the Companies and Beringea at:

Charter House
55 Drury Lane
London WC2B 5SQ

Copies of the Prospectus and Circular will be submitted to the National Storage Mechanism and will shortly be available for viewing online at the following web-site address:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism

The information contained within this announcement is deemed by the Companies to constitute inside information as stipulated under the UK version of the Market Abuse Regulations (EU number. 596/2014). Upon the publication of this announcement through a Regulatory Information Service, this inside information is now considered to be in the public domain.

For further information please contact:

Shane Elliott on 020 7845 7820

Beringea LLP
Company Secretary
Telephone 020 7845 7820

-End-

  • Dr. Popova will lead the clinical development of GH001 as the company advances toward pivotal programs in TRD and PPD
  • Brings more than 20 years of global pharmaceutical R&D experience at Johnson & Johnson across clinical operations, clinical development, regulatory strategy, and neuroscience portfolio leadership
  • Clinical lead in the Spravato® (esketamine) program, where she led TRANSFORM-2, one of the pivotal Phase 3 trials that supported its approval in TRD, and was lead author of the trial publication

DUBLIN, Nov. 13, 2026 (GLOBE NEWSWIRE) — GH Research PLC (Nasdaq: GHRS), a clinical-stage biopharmaceutical company dedicated to transforming the lives of patients by developing a practice-changing treatment in depression, today announced the appointment of Vanina Popova, MD, as Chief Development Officer, to lead the clinical development of GH001 into our pivotal programs in treatment-resistant depression (TRD) and postpartum depression (PPD).

“We are very pleased to appoint Vanina as our Chief Development Officer. She brings extensive experience and insight from late-stage clinical development in TRD,” said Dr. Velichka Valcheva, Chief Executive Officer.

Dr. Popova joins GH Research from Johnson & Johnson, where she spent more than 20 years in Neuroscience, starting with 12 years in global clinical operations before moving into clinical development. As a clinical lead in the Spravato® (esketamine) program, she led TRANSFORM-2, one of the pivotal Phase 3 trials that supported the approval of Spravato® in TRD, and was lead author of its publication in The American Journal of Psychiatry. She was also involved in the early design of the esketamine monotherapy trial and is a co-author of its publication in JAMA Psychiatry, as well as of other publications from the esketamine program. More recently, she held clinical leadership roles across other neuroscience programs, contributing to global development strategy, innovative trial designs and regulatory planning. Throughout her career, she has combined scientific and strategic leadership with hands-on experience of running complex international clinical programs.

“I have spent much of my career working to bring new treatments to people living with depression, and I know how many patients are still not helped by the options available today. The clinical results with GH001, and its potential to address this significant unmet need, are what drew me to GH Research. I look forward to leading the next stage of clinical development as we take GH001 into pivotal programs in TRD and PPD,” said Dr. Popova.

About GH Research PLC

GH Research PLC is a clinical-stage biopharmaceutical company dedicated to transforming the lives of patients by developing a practice-changing treatment in depression. GH Research PLC’s initial focus is on developing its novel and proprietary mebufotenin therapies for the treatment of patients with TRD.

About GH001

Our lead product candidate, GH001, is formulated for mebufotenin administration via a proprietary inhalation approach. Based on the observed clinical activity in our Phase 2b GH001-TRD-201 trial, where the primary endpoint was met with a MADRS reduction from baseline of -15.5 points compared with placebo on Day 8 (p<0.0001), we believe that GH001 has the potential to change the way TRD is treated today.

Forward-Looking Statements

This press release contains statements that are, or may be deemed to be, forward-looking statements. All statements other than statements of historical fact included in this press release, including statements regarding the design, initiation, timing and progress of our pivotal programs for GH001 in TRD and postpartum depression; and the therapeutic potential of GH001. Forward-looking statements appear in a number of places in this press release and include, but are not limited to, statements regarding our intent, belief or current expectations. Forward-looking statements are based on our management’s beliefs and assumptions and on information currently available to our management. Such statements are subject to risks and uncertainties, and actual results may differ materially from those expressed or implied in the forward-looking statements due to various factors, including, but not limited to, our ability to attract and retain key personnel, including Dr. Popova; the risk that the FDA or other regulatory authorities may not agree with the design of our pivotal programs, or may require different doses, endpoints or trial designs, or additional nonclinical or clinical data, before we can commence or complete our pivotal programs; the risk that we may not be able to initiate or complete our pivotal programs on the timelines we are targeting or at all; the risk that the results of our Phase 2 trials may not be replicated in our pivotal programs; the risk that future clinical trials of GH001 are placed on clinical hold by the FDA; and those other risks described in our filings with the U.S. Securities and Exchange Commission from time to time. No assurance can be given that such future results, plans, or expectations or targets will be achieved. Such forward-looking statements contained in this press release speak only as of the date hereof. We expressly disclaim any obligation or undertaking to update these forward-looking statements contained in this press release to reflect any change in our expectations or any change in events, conditions, or circumstances on which such statements are based unless required to do so by applicable law. No representations or warranties (expressed or implied) are made about the accuracy of any such forward-looking statements.

Investor Relations

Magnus Halle
GH Research PLC
investors@ghres.com

HONG KONG, Nov. 13, 2026 (GLOBE NEWSWIRE) — 3 E Network Technology Group Limited (Nasdaq: MASK) (the “Company” or “3e Network”), a business-to-business (“B2B”) information technology (“IT”) business solutions provider, today announced the closing of its previously announced private placement of Class A ordinary shares, par value US$0.01 per share, at a purchase price of approximately US$3.634 per share (the “Private Placement”).

Under the subscription agreement dated October 23, 2026 (the “Subscription Agreement”), entered into by the Company, 3E NETWORK TECHNOLOGY PTE. LTD., an entity controlled by the Company’s Chief Executive Officer, Dr. Tingjun Yang (the “Yang Investor”), and six individual investors (together with the Yang Investor, the “Purchasers”), the Yang Investor agreed to subscribe for 578,911 Class A Ordinary Shares for $2,103,764.12, and each of the six individual purchasers agreed to subscribe for 132,830 Class A Ordinary Shares for $482,705.98, in each case on a post-share consolidation basis. Each Purchaser’s obligations are several and not joint. The closing of the US$5.0 million Private Placement occurred on November 13, 2026.

The Company intends to use the proceeds from the Private Placement for general working capital and ordinary course business operations, and other lawful corporate purposes determined by the Company in its reasonable discretion, in compliance with applicable laws and regulations. The financing is expected to strengthen 3e Network’s capital base and support its continued development as a Nasdaq-listed company. The financing reflects Dr. Yang’s and the other investors’ confidence in the Company’s growth prospects.

The securities sold in the Private Placement were offered and sold in a transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), and applicable state securities laws. The securities have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

This press release does not constitute an offer to sell, or the solicitation of an offer to buy, 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 the registration or qualification under the securities laws of any such state or jurisdiction.

About 3 E Network Technology Group Limited

3 E Network Technology Group Limited is a business-to-business (“B2B”) information technology (“IT”) business solutions provider, committed to becoming a next-generation artificial intelligence (“AI”) infrastructure solutions provider. It upholds the industry consensus of “AI and energy symbiosis” and has excellent vision in the field of energy investment. The Company’s business comprises two main portfolios: the data center operation services portfolio and the software development portfolio. For more information, please visit the Company’s website at https://3emask.com/.

Forward-Looking Statements

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “approximates,” “assesses,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the U.S. Securities and Exchange Commission.

For more information, please contact:

3 E Network Technology Group Limited
Investor Relations Department
Email: ird@3emask.com
Website: https://3emask.com/

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