Ravi Shankar – Page 279

Magic Empire Global Limited Announces Pricing of US$3 Million Registered Direct Offering

Posted on September 28, 2026 by Ravi Shankar

Hong Kong, Sept. 28, 2026 (GLOBE NEWSWIRE) — Magic Empire Global Limited (NASDAQ: MEGL) (the “Company”) today announced the pricing of a registered direct offering (the “Offering”) of 2,678,572 units (each a “Unit”) at an offering price of US$1.12 per Unit.

Each Unit consists of one Class A ordinary share of the Company, no par value (each, a “Class A Ordinary Share”) and one warrant to purchase one Class A Ordinary Share (or up to nine Class A Ordinary Shares pursuant to the alternative cashless exercise (zero exercise price option) (each, a “Warrant”). Each Warrant will have an exercise price of US$1.12 per Class A Ordinary Share and will be exercisable beginning on the issuance date and ending on the one-year anniversary of the issuance date.

The Company expects to receive aggregate gross proceeds of US$3 million from the Offering, before deducting placement agent commissions and other estimated expenses payable by the Company, excluding the exercise of any Warrant offered.

The Offering is expected to close on or about September 29, 2026, subject to satisfaction of customary closing conditions. The Company intends to use the net proceeds from this Offering for working capital and general corporate purposes.

Chaince Securities, LLC is acting as the Sole Placement Agent for the Offering.

The securities described above are being offered by the Company pursuant to a registration statement on Form F-3 (File No. 333-298796), as amended, previously filed and declared effective by the U.S. Securities and Exchange Commission (the “SEC”). This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction. The offering is being made only by means of a prospectus forming part of the effective registration statement. A final prospectus related to the offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. Electronic copies of the final prospectus may be obtained, when available, from Chaince Securities, LLC at info@chaincesecurities.com.

About Magic Empire Global Limited

Established in 2016, Magic Empire Global Limited is a financial services provider in Hong Kong which principally engage in the provision of corporate finance advisory services. Its service offerings mainly comprise (i) IPO sponsorship services; (ii) financial advisory and independent financial advisory services; (iii) compliance advisory services; and (iv) corporate services. For more information, please visit the Company’s website at https://www.meglmagic.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 find many (but not all) of these statements by the use of words such as “approximates,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or other similar expressions in this announcement. 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 SEC.

For more information, please contact:

Chaince Securities, LLC

1251 Avenue of the Americas, 41st Floor
New York, NY 10020
www.chaincesecurities.com
info@chaincesecurities.com

Magic Empire Global Limited

Suite 5A, 15/F, Sino Plaza
255-257 Gloucester Road
Causeway Bay, Hong Kong
Main Phone: + 852 2889 8778
www.meglmagic.com
Wangmei@megltech.com

Posted in UncategorizedTagged GlobeNewswire

AtlasClear Holdings Announces Share Purchases by Executive Leadership and Directors

Posted on September 28, 2026 by Ravi Shankar

Five Executives and Directors Purchased 815,000 ATCH Shares with Personal Funds

TAMPA, Fla., Sept. 28, 2026 (GLOBE NEWSWIRE) — AtlasClear Holdings, Inc. (NYSE American: ATCH) (“AtlasClear” or the “Company”), a company building regulated financial infrastructure for smaller institutions, fintechs and advisors, today announced that five members of its executive leadership and Board of Directors purchased an aggregate of 815,000 shares of the Company’s common stock with their personal funds in transactions executed on September 24 and 25, 2026.

According to Form 4s filed with the U.S. Securities and Exchange Commission on September 28, the reporting persons were Executive Chairman John Schaible (100,000 shares); President Craig Ridenhour (100,000 shares); Chief Financial Officer and General Counsel Sandip Patel (100,000 shares); and directors Thomas Jon Hammond (500,000 shares) and Steven J. Carlson (15,000 shares). The aggregate transaction value was approximately $162,500, calculated using the prices reported in the filings. The shares were purchased by these individuals and were not awarded to them by the Company.

“These purchases reflect our confidence in AtlasClear and our continued alignment with AtlasClear shareholders as we execute on the Company’s strategic objectives,” said John Schaible, Executive Chairman. “Members of our leadership team and Board are shareholders alongside our investors, and we remain focused on building the business and creating long-term shareholder value.”

The Form 4s originally filed on September 28 contained an incorrect transaction code for the purchases, which initially coded the transactions as acquired as if granted to the directors by the Company. The amended Form 4s indicating the shares being acquired in open market purchases have been filed with the SEC as of this release.

About AtlasClear Holdings, Inc.
AtlasClear Holdings, Inc. (NYSE American: ATCH) is building a technology-enabled financial services platform designed for trading, clearing, settlement, and banking for emerging financial institutions and fintechs. Through its wholly owned subsidiary AtlasClearing, Inc. (formerly Wilson-Davis & Co., Inc.), a full-service correspondent broker-dealer registered with the SEC and FINRA, and its planned acquisition of Commercial Bancorp of Wyoming, AtlasClear seeks to deliver a vertically integrated suite of brokerage, clearing, risk management, regulatory, and commercial banking solutions. For more information, follow us on LinkedIn or X and visit www.atlasclear.com.

To stay up to date on AtlasClear’s platform strategy and market perspective, subscribe to the Company’s YouTube channel and watch the Clearing the View by AtlasClear video series

Forward-Looking Statements
This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, that reflect AtlasClear Holdings’ current views with respect to, among other things, its future operations and financial performance. Forward-looking statements in this communication may be identified by the use of words such as “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “future,” “intend,” “may,” “outlook,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” and similar expressions.

Forward-looking statements include, but are not limited to, statements regarding expected future growth
These statements are based on current expectations and assumptions that are subject to risks and uncertainties, many of which are beyond the Company’s control, and actual results may differ materially from those anticipated. Factors that could cause actual results to differ include, but are not limited to: the Company’s failure to enter into definitive agreements with the digital asset business or the Dawson James parties, or its failure to complete the proposed acquisitions on favorable terms or at all; failure to receive the required regulatory approvals for the proposed acquisitions, including the acquisition of Commercial Bancorp of Wyoming; the Company’s inability to integrate, and to realize the benefits of, the proposed acquisitions; delays in onboarding correspondent broker-dealers or the failure of correspondent relationships to generate the anticipated revenue; changes in general economic or political conditions; changes in the markets that AtlasClear targets; slowdowns in securities or digital asset trading or shifting demand for trading, clearing and settling financial products; and any change in laws applicable to AtlasClear or any regulatory or judicial interpretation thereof. For additional information regarding risks and uncertainties, please refer to the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended June 30, 2026. AtlasClear undertakes no obligation to update or revise forward-looking statements, except as required by law.

Company Contact:
AtlasClear Holdings, Inc.
Email: AtlasClearIR@atlasclear.com

Investor Relations Contact:
Jeff Ramson, CEO
PCG Advisory, Inc.
Email: jramson@pcgadvisory.com

Posted in UncategorizedTagged GlobeNewswire

Kirby Corporation Announces Date for 2026 Third Quarter Earnings Release and Earnings Webcast

Posted on September 28, 2026 by Ravi Shankar

HOUSTON, Sept. 28, 2026 (GLOBE NEWSWIRE) — Kirby Corporation (“Kirby”) (NYSE: KEX) will announce its 2026 third quarter results at 6:00 a.m. Central Daylight Time (“CDT”) on Wednesday, October 28, 2026. This announcement will be followed by an earnings conference call webcast at 7:30 a.m. CDT.

For listeners who wish to participate in the question and answer session via telephone, please pre-register at Kirby Earnings Call Registration. All registrants will receive dial-in information and a PIN allowing them to access the live call. To listen to the webcast, please visit the Investor Relations section of Kirby’s website at www.kirbycorp.com. A replay of the webcast will be available for a period of one year by visiting the Investor Relations section of Kirby’s website.

The financial and other information to be discussed in the conference call will be available in the 2026 third quarter press release and in a Form 8-K to be posted prior to the call on Kirby’s website at www.kirbycorp.com.

Kirby Corporation, based in Houston, Texas, is the nation’s largest domestic tank barge operator, transporting bulk liquid products throughout the Mississippi River System, on the Gulf Intracoastal Waterway, and coastwise along all three United States coasts. Kirby transports petrochemicals, black oil, refined petroleum products, and agricultural chemicals by tank barge. In addition, Kirby participates in the transportation of dry-bulk commodities in United States coastwise trade. Through the distribution and services segment, Kirby provides equipment, after-market parts and services for power generation systems in applications that include behind the meter power systems and emergency backup systems, after-market and genuine replacement parts and services for engines, transmissions, reduction gears, electric motors, drives, and controls, specialized electrical distribution and controls systems, and related equipment used in power generation, marine, on-highway, oilfield services, and other industrial applications. Kirby also rents equipment including generators, industrial compressors, high-capacity lift trucks, construction equipment and refrigeration trailers for use in a variety of industrial markets. Kirby also manufactures and remanufactures specialized equipment, including pressure pumping units and electric fracturing systems, electric power generation equipment, and specialized electrical distribution and control equipment for data centers, oilfield service, railroad and other industrial customers.

CONTACT: Contact: Donny Chia
713-435-1077

Posted in UncategorizedTagged GlobeNewswire

TTEC Digital achieves the 2026-2027 Microsoft AI Business Solutions Inner Circle award for 11th consecutive year

Posted on September 28, 2026 by Ravi Shankar

Recognition reflects TTEC Digital’s leadership in helping enterprises scale AI, modernize operations, and drive measurable business outcomes

AUSTIN, Texas, Sept. 28, 2026 (GLOBE NEWSWIRE) — TTEC Digital, one of the largest pure-play customer experience (CX) solutions partners for data, AI, and observability and security, today announced it has earned the Microsoft AI Business Solutions Inner Circle award for 2026-2027. This marks TTEC Digital’s eleventh consecutive year earning Inner Circle membership.

What Inner Circle recognition means

Participation within Inner Circle is based on sales achievements that rank TTEC Digital in the top echelon of Microsoft’s AI Business Solutions global network of partners.

“Organizations are under pressure to turn AI investment into real business results,” said Chris Brown, president of TTEC Digital. “Our longstanding relationship with Microsoft lets us combine leading technology with deep customer experience expertise to help clients scale AI responsibly and realize value faster.”

What TTEC Digital’s Microsoft practice delivers

Through its Microsoft practice, TTEC Digital helps leading brands become frontier enterprises by identifying high-value opportunities for AI, business process modernization, and intelligent automation that accelerate productivity, improve customer outcomes, and create measurable business value. Command across the Microsoft platform — spanning business applications, cloud and AI platforms, and security — empowers organizations to move beyond AI pilots to enterprise-wide transformation and lasting competitive advantage.

“The measure of enterprise AI is not what it can demonstrate, but the measurable results it delivers in a live customer environment. Organizations need solutions that perform reliably under real conditions and produce outcomes they can quantify. That is what our Microsoft Practice delivers every day,” said Ross Lotharius, global leader of the Microsoft practice at TTEC Digital.

“Inner Circle partners represent our top selling partners worldwide. But it is more than a sales recognition; it’s a community of industry leaders who work closely with Microsoft to accelerate innovation, share experience, and shape the future of AI-powered business transformation. The collaboration and commitment to customer success demonstrated by this community helps us advance the entire AI Business Solutions partner ecosystem around the world to deliver transformative business outcomes at scale,” said Niels Jensen, Microsoft AI Business Solutions ERP lead in Enterprise Partner Solutions.

Inner Circle membership benefits

As part of Inner Circle membership, TTEC Digital will participate in the Inner Circle Summit in spring 2027 as well as virtual meetings between September 2026 and June 2027, where members have a unique opportunity to discuss strategy with Microsoft executives and other Inner Circle partners, learn more about Microsoft’s roadmaps and future plans, establish strong executive connections, and collaborate on best practices.

Additional Microsoft designations

TTEC Digital’s recognition as Microsoft Dynamics 365 Service Partner of the Year and its Solution Partner designations and specializations across AI Business Solutions and Cloud & AI Platforms further underscore the company’s commitment to delivering transformative outcomes for clients.

To learn more about TTEC Digital’s collaboration with Microsoft, visit: https://ttecdigital.com/partners/microsoft.

About TTEC Digital

TTEC Digital is one of the largest pure-play Customer Experience (CX) technology partners globally, with a deep foundation in data, AI, and observability & security with 2,000 technologists that innovate, architect, integrate, and operate CX technology solutions for more than 1,000 clients across North America, Europe and Asia Pacific. TTEC Digital defines CX as everything that happens between a company and its customers: every conversation, every channel, every touchpoint, and the technology that makes those experiences possible. Certified at the highest tier across every major CX technology platform covering data, analytics, contact center, CRM, cloud, and frontier AI, we are a single accountable partner, from the first architecture decision through deployment and ongoing operations. The company’s professional services, managed services, proprietary software, and forward-deployed engineers give clients the depth of a global firm and the agility of a strategic partner — measured on outcomes delivered, not hours billed. Learn more at ttecdigital.com.

CONTACT: Media Contact:
Meredith Mathews
Meredith.mathews@ttec.com

Posted in UncategorizedTagged GlobeNewswire

Viking Acquisition Corp. I to Complete Business Combination with NorthStar Earth & Space Inc.

Posted on September 28, 2026 by Ravi Shankar

Transaction expected to close on September 30, 2026; first day of trading expected on October 1, 2026

MONTREAL and NEW YORK, Sept. 28, 2026 (GLOBE NEWSWIRE) — Viking Acquisition Corp. I (NYSE: VACI) (“Viking”), a special purpose acquisition company, is pleased to announce that the previously announced business combination (the “Business Combination”) with NorthStar Earth & Space Inc. (“NorthStar”), a global leader in Space Situational Awareness (“SSA”) and Space Domain Awareness (“SDA”), is expected to close on Wednesday, September 30, 2026, upon satisfaction of customary closing conditions.

In connection with the closing of the Business Combination, Viking will transfer its listing from the New York Stock Exchange to NYSE American. Following the closing and effective Thursday, October 1, 2026, the combined company will operate as NorthStar Earth & Space Enterprises, Inc., and its common shares and public warrants will begin trading on NYSE American under the symbols “NSTR” and “NSTR.WS,” respectively.

About Viking

Viking Acquisition Corp. I is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. Viking is sponsored by KingsRock Advisors, LLC, an independent global advisory firm, with securities offered by KingsRock Securities, LLC, a FINRA member firm and SIPC. KingsRock advises on a wide range of corporate finance matters and private capital markets transactions, including debt, hybrid, equity and M&A.

About NorthStar

NorthStar’s precise information services identify and anticipate the position of space objects to enhance spaceflight safety. NorthStar is the first commercial service to deliver space-based SSA and SDA capabilities on an international scale. With headquarters in Montreal, Canada, a European headquarters in Luxembourg, and a dedicated US operation in New York, NorthStar addresses the ever-growing threat of space collisions as a major contribution to empower humanity to preserve our planet.

No Offer or Solicitation

This communication shall not constitute a “solicitation” as defined in Section 14 of the Exchange Act. This communication is for informational purposes only and shall not constitute an offer to sell or exchange, the solicitation of an offer to buy or a recommendation to purchase, any securities, or a solicitation of any vote, consent or approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale may be unlawful under the laws of such jurisdiction. No offering of securities in the Business Combination shall be made except by means of a prospectus meeting the requirements of the Securities Act or an exemption therefrom.

Forward-Looking Statements

This communication includes forward-looking statements. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding the expected closing date of the Business Combination; the expected first day of trading of shares of the combined company on NYSE American; the anticipated transfer of the listing from the New York Stock Exchange to NYSE American; the expected benefits of the Business Combination; and other statements regarding future events. These statements are based on various assumptions, whether or not identified in this communication, and on the current expectations of NorthStar’s and Viking’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as and must not be relied on by an investor as a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and may differ from assumptions. Many actual events and circumstances are beyond the control of NorthStar and Viking. These forward-looking statements are subject to a number of risks and uncertainties, including but not limited to changes in domestic and foreign business, market, financial, political, and legal conditions; the inability of the parties to successfully or timely consummate the Business Combination and other related transactions, including the risk that any required regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect the combined company or the expected benefits of the Business Combination; failure to satisfy closing conditions to the Business Combination and other related transactions; failure to realize the anticipated benefits of the Business Combination and other related transactions; ability to successfully consummate the previously announced private placement financing, or obtain additional financing; ability to attract and retain qualified personnel; global economic and political conditions; the occurrence of any event, change or other circumstance that could give rise to the termination of the business combination agreement between Viking and NorthStar; legal and regulatory changes; the outcome of any legal proceedings that may be instituted against Viking or NorthStar related to the Business Combination; and changes in domestic and foreign business, market, financial, political, and legal conditions. Additional risks related to NorthStar’s business include, but are not limited to: the development of advanced data analytics services is complex, and delays could adversely affect NorthStar’s business and prospects; NorthStar may be unable to adequately control the costs associated with its operations and the components necessary to develop and commercialize its data analytics technology; NorthStar may not accurately estimate future supply and demand for its analytics services, leading to inefficiencies and hindering its ability to generate revenue and profits; NorthStar’s expectations and targets regarding technical, pre-production, and production objectives depend on assumptions and analyses that may prove incorrect, affecting milestone achievement; if NorthStar’s existing customers do not continue to purchase its analytics services, its revenue and results of operations would be adversely impacted; NorthStar is an early-stage company with a history of financial losses and expects to incur significant expenses and continuing losses from operations; NorthStar relies heavily on its intellectual property portfolio, and if it is unable to protect its intellectual property rights, its business and competitive position would be harmed. Additional risks related to Viking include those factors set forth in the section entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in the Definitive Proxy Statement/Prospectus filed with the SEC on August 12, 2026, as amended, and in those documents that Viking has filed, or will file, with the SEC.

If any of these risks materialize or Viking’s or NorthStar’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that neither Viking nor NorthStar presently know or that Viking and NorthStar currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Viking’s and NorthStar’s expectations, plans, or forecasts of future events and views as of the date of this communication and are qualified in their entirety by reference to the cautionary statements herein. Viking and NorthStar anticipate that subsequent events and developments will cause Viking’s and NorthStar’s assessments to change. These forward-looking statements should not be relied upon as representing Viking’s and NorthStar’s assessments as of any date subsequent to the date of this communication. Accordingly, undue reliance should not be placed upon the forward-looking statements. Neither Viking, NorthStar nor any of their respective affiliates undertake any obligation to update these forward-looking statements, except as required by law.

Media Contacts

Viking
Gil Ottensoser
Gil.Ottensoser@kingsrock.com

NorthStar
Prosek Partners
Pro-NorthStar@Prosek.com

Posted in UncategorizedTagged GlobeNewswire

IDT Corporation Reports Record Fourth Quarter and Fiscal Year 2026 Results

Posted on September 28, 2026 by Ravi Shankar

Record fourth quarter Gross Profit +18%; Income from Operations +52%; Adjusted EBITDA^* +22%

FY 2026 Income from Operations of $121M (+21%); Adjusted EBITDA of $155M (+17%)

NEWARK, N.J., Sept. 28, 2026 (GLOBE NEWSWIRE) — IDT Corporation (NYSE: IDT), a global provider of fintech, communications, and AI-powered customer experience solutions, today reported results for its fourth quarter and full fiscal year 2026, the three and twelve months ended July 31, 2026.

4Q26 HIGHLIGHTS ^**

Consolidated Results
- Revenue: +7% to $339.0 million;
- Gross profit / margin: +18% to $134.8 million / +360 bps to 39.8%;
- Income from operations: +52% to $33.2 million;
- Net income attributable to IDT: +29% to $21.7 million;
- GAAP EPS: Increased to $0.87 from $0.67;
- Non-GAAP EPS: Increased to $0.94 from $0.76;
- Adjusted EBITDA: +22% to $41.2 million.
Key Businesses / Segments
- NRS
  - Revenue: +31% to $45.0 million;
  - Income from operations: +105% to $12.0 million;
  - Adjusted EBITDA: +47% to $14.0 million.
- BOSS Money / Fintech segment
  - BOSS Money digital revenue: +22% to $33.7 million;
  - Fintech segment revenue: +12% to $47.1 million;
  - Fintech segment income from operations: +15% to $5.5 million;
  - Fintech segment Adjusted EBITDA: +17% to $6.5 million.
- net2phone
  - Subscription revenue: +10% to $24.5 million;
  - Income from operations: +75% to $2.6 million;
  - Adjusted EBITDA: +26% to $4.4 million.
- Traditional Communications
  - Revenue: +2% to $222.0 million;
  - Gross profit: +0.4% to $41.1 million;
  - Income from operations: +8% to $16.6 million;
  - Adjusted EBITDA: +12% to $19.9 million.

FY 2026 HIGHLIGHTS

Consolidated Results
- Revenue: +5% to $1,298.0 million;
- Gross profit / margin: +11% to $496.8 million / +200 bps to 38.3%;
- Income from operations: +21% to $121.2 million;
- Net income attributable to IDT: +14% to $86.6 million;
- GAAP EPS: Increased to $3.46 from $3.01;
- Non-GAAP EPS: Increased to $3.82 from $3.19;
- Adjusted EBITDA: +17% to $154.6 million.
Key Businesses / Segments
- NRS
  - Revenue: +24% to $159.4 million;
  - Income from operations: +42% to $39.3 million;
  - Adjusted EBITDA: +30% to $45.8 million.
- BOSS Money / Fintech segment
  - BOSS Money digital revenue: +21% to $119.4 million;
  - Fintech segment revenue: +14% to $176.0 million;
  - Fintech segment income from operations: +40% to $21.5 million;
  - Fintech segment Adjusted EBITDA: +41% to $26.2 million.
- net2phone
  - Subscription revenue: +11% to $94.9 million;
  - Income from operations: +84% to $9.1 million;
  - Adjusted EBITDA: +33% to $16.1 million.
- Traditional Communications
  - Revenue: +1% to $865.9 million;
  - Gross profit: (4)% to $162.6 million;
  - Income from operations: (5)% to $63.4 million;
  - Adjusted EBITDA: +1% to $77.3 million.

^*This release discloses certain Non-GAAP financial measures (Adjusted EBITDA, Non-GAAP EPS, NRS’ ‘Rule of 40,’ and adjusted net cash provided by operating activities) as well as certain Key Performance Metrics (net2phone subscription revenue, net2phone constant currency subscription revenue growth rate, NRS Average Monthly Network Gross Profit per Location, and BOSS Money transactions and digital channel send volume). Please see the explanations of those measures and metrics, the reasons for their inclusion and reconciliations of Non-GAAP measures to their closest GAAP measures at the end of this release.

**Throughout this release, unless otherwise noted, results for the fourth quarter of fiscal year 2026 (4Q26) are compared to the fourth quarter of fiscal year 2025 (4Q25) and results for FY 2026 are compared to FY 2025. All earnings per share (EPS) and other ‘per share’ results are per diluted share.

REMARKS BY SHMUEL JONAS, CEO

IDT’s fourth quarter capped off a strong fiscal year, highlighted by accelerated topline and Adjusted EBITDA growth.

Our three higher-margin growth segments, NRS, Fintech and net2phone, each increased their respective quarterly and full-year contributions, while our Traditional Communications segment generated more Adjusted EBITDA in fiscal 2026 than it did in fiscal 2025 or 2024.

At NRS, we continue to develop and deploy new, high-value functionalities for our retailers, such as our recent Uber Eats integration following the Grubhub and DoorDash partnerships we announced last year. These advances are supplementing other tailwinds driving gains in Merchant Services revenues. Also in the fourth quarter, Advertising and Data revenue returned to growth, bolstered by our recent acquisition. Taken together, these developments helped drive a 47% year-over-year increase in NRS’ fourth quarter Adjusted EBITDA. Looking ahead, we are working on several product initiatives to increase sales to our existing retailer base and to attract new retailers to the NRS network.

Our BOSS Money remittance business shares its brand identity, distribution networks and addressable markets with our other BOSS-branded offerings. In recent years, we invested heavily to build and improve our BOSS apps. That strategy is paying off as BOSS Money continues to grow rapidly – thanks in part to the quality of our apps and our customer-centric service.

At BOSS Money, remittances surpassed a 30 million annual transaction run-rate for the first time in May, thanks to strong Mother’s Day results in our digital channel. This channel contributed 88% of our total transaction volume in the fourth quarter with transactions and revenue both increasing by 20+%.

We recently launched money transfers via our WhatsApp channel, and we closed the fiscal year by deploying a digital wallet here in the U.S. The wallet enables our customers to load funds, store promotions, and pay for services. In addition, the BOSS Money app is extending its geographic reach, launching internationally with differentiated features by country including peer-to-peer remittances, a stablecoin-backed wallet with a reloadable debit card and other money management tools. We are also launching a BOSS Money branded rechargeable card with credit building features. All of these developments mark early steps toward a broader suite of BOSS Money-branded financial services and tools that we intend to offer globally.

net2phone delivered another solid quarter as we enhanced our cloud communications portfolio with both native and standalone AI solutions for businesses across the globe. Our agentic AI solutions, AI Agent and Coach, combined with our new integration layer, enable customers to connect their everyday business applications and workflow tools with net2phone’s suite of services. net2phone’s AI tools and applications are driving nearly every conversation with our clients. That process is delivering new logos and accelerating accretive sales. net2phone is on track to surpass the $100 million ARR milestone in the current quarter and we expect continued topline expansion throughout fiscal 2027.

Overall, IDT is well positioned as we begin the new fiscal year with accelerating topline growth, increasing cash generation, and a debt-free balance sheet that affords us strategic flexibility.

4Q26 AND FY 2026 RESULTS BY SEGMENT

National Retail Solutions (NRS)

(Terminals, accounts and retailer locations at end of period. $ in millions, except for Average Monthly GP per Location.^* Numbers may not foot due to rounding.)

										4Q26-4Q25									FY26-FY25
	4Q26			3Q26			4Q25			(Δ, % Δ)			FY26			FY25			(% Δ)

Retailer locations		35,400			34,800			32,700			2,700
Active POS terminals		40,400			39,300			37,200			3,200
Payment processing accounts		29,400			29,200			26,500			2,900

Revenue
Merchant Services & Other	$	28.5		$	25.8		$	21.8			+31	%	$	102.0		$	76.8			+33	%
Advertising and Data	$	10.1		$	5.7		$	6.8			+49	%	$	32.1		$	31.1			+3	%
SaaS Fees	$	4.6		$	4.5		$	4.1			+12	%	$	17.8		$	14.7			+21	%
POS Terminal Sales	$	1.8		$	2.0		$	1.7			+10	%	$	7.5		$	6.2			+22	%
Total revenue	$	45.0		$	38.0		$	34.3			+31	%	$	159.4		$	128.8			+24	%

Gross profit	$	42.6		$	34.3		$	30.5			+40	%	$	146.6		$	116.9			+25	%
Gross profit margin		94.8	%		90.2	%		89.0	%		+580	bps		92.0	%		90.7	%		+130	bps

Average monthly GP per location*	$	383		$	331		$	315			+22	%	$	352		$	316			+12	%

SG&A	$	27.3		$	23.4		$	20.0			+37	%	$	96.1		$	78.0			+23	%
Technology and development	$	2.8		$	2.7		$	2.3			+25	%	$	10.8		$	8.7			+24	%
Income from operations	$	12.0		$	8.2		$	5.8			+105	%	$	39.3		$	27.8			+42	%
Adjusted EBITDA	$	14.0		$	9.8		$	9.5			+47	%	$	45.8		$	35.4			+30	%
CapEx	$	1.7		$	0.8		$	1.3			+28	%	$	5.8		$	5.4			+8	%

NRS Take-Aways:

Beginning in 4Q26, IDT is reporting retailer locations and average monthly retailer network gross profit per location (“average monthly GP per location”) as its measures of the scope of the NRS retailer network and the contribution of the average retailer on the NRS network, respectively. Retailer locations include stores that actively utilize NRS terminals, NRS payment processing, or both. Average monthly GP per location is gross profit generated within the NRS retailer network divided by average retailer locations. Average monthly GP per location increased 22% to $383 in 4Q26 from $315 in 4Q25, primarily reflecting growth in NRS Pay.
The strong NRS revenue increase in 4Q26 was led mainly by Merchant Services and Advertising and Data, and helped drive NRS’ 4Q26 ‘Rule of 40’ score to 60.
NRS recently launched a partnership with Uber Eats following successful integrations with DoorDash and Grubhub. Collectively, these and other, smaller, online ordering and delivery partnerships enable NRS retailers to better meet and serve their customers wherever they are while leveraging the scale of the NRS network to further differentiate NRS’ offerings.

BOSS Money and Fintech Segment

(Transactions in millions. $ in millions except for average revenue per transaction. Numbers may not foot due to rounding.)

										4Q26-4Q25									FY26-FY25
	4Q26			3Q26			4Q25			(% Δ)			FY26			FY25			(% Δ)
BOSS Money Transactions
Digital channel		6.6			6.0			5.5			+20	%		23.6			19.6			+20	%
Retail channel		0.9			0.9			1.1			(20	)%		3.8			4.2			(9	)%
Total transactions		7.5			6.9			6.6			+14	%		27.4			23.9			+15	%
Digital as a percentage of total		88.1	%		87.0	%		83.3	%		+480	bps		86.0	%		82.0	%		+400	bps

Fintech Revenue
BOSS Money
Digital channel	$	33.7		$	31.0		$	27.6			+22	%	$	119.4		$	99.0			+21	%
Retail channel	$	8.7		$	8.6		$	10.6			(17	)%	$	37.3		$	40.9			(9	)%
Total BOSS Money	$	42.4		$	39.7		$	38.2			+11	%	$	156.7		$	139.8			+12	%
Other	$	4.6		$	5.3		$	3.9			+20	%	$	19.3		$	14.8			+31	%
Total Revenue	$	47.1		$	45.0		$	42.1			+12	%	$	176.0		$	154.6			+14	%

Average BOSS Money revenue per transaction*	$	5.68		$	5.76		$	5.81			(2	)%	$	5.72		$	5.85			(2	)%

Gross profit	$	30.9		$	28.3		$	24.9			+24	%	$	109.7		$	90.7			+21	%
Gross profit margin		65.6	%		62.8	%		59.1	%		+650	bps		62.3	%		58.7	%		+360	bps
SG&A	$	22.9		$	20.2		$	17.8			+28	%	$	77.9		$	66.2			+18	%
Technology and development	$	2.5		$	2.5		$	2.3			+10	%	$	10.2		$	9.1			+12	%
Income from operations	$	5.5		$	5.6		$	4.8			+15	%	$	21.5		$	15.4			+40	%
Adjusted EBITDA	$	6.5		$	6.6		$	5.5			+17	%	$	26.2		$	18.6			+41	%
CapEx	$	1.0		$	1.0		$	0.8			+31	%	$	3.9		$	3.5			+11	%

BOSS Money and Fintech Take-Aways:

Digital transaction volume as a percentage of total transactions increased to 88.1% in 4Q26, reflecting BOSS Money’s focused investments in digital customer acquisition programs and the industry-wide acceleration of the ongoing migration of consumers to digital channels from retail in the wake of a federal tax on remittances imposed on retail transactions beginning on January 1, 2026.
Digital channel send volume – the amount of principal transferred by BOSS Money customers using the BOSS Money and BOSS Revolution apps – increased by 38% year-over-year in 4Q26 and by 35% in FY 2026, reflecting increases in both transaction volumes and in average dollars sent per transaction.
The Fintech segment’s year-over-year increases in gross profit margin, 650 bps in 4Q26 and 360 bps in FY 2026, primarily reflected the continuing rotation in the transaction mix to higher margin digital transactions from lower margin retail transactions, supplemented by the impact of increased average send amounts and continuous efforts to negotiate more favorable payout terms.
The BOSS Money app attained the highest average customer satisfaction score of any of the leading digital money transfer providers serving the U.S. and U.K. markets as evaluated by FXC Intelligence for 2026. It was the second consecutive year that the BOSS Money app has won the honor.

net2phone

(Seats in thousands at end of period. $ in millions. Numbers may not foot due to rounding.)

										4Q26-4Q25									FY26-FY25
	4Q26			3Q26			4Q25			(% Δ)			FY26			FY25			(% Δ)
Seats		447			441			422			+6	%

Revenue
Subscription revenue*	$	24.5		$	24.0		$	22.2			+10	%	$	94.9		$	85.7			+11	%
Other revenue	$	0.5		$	0.4		$	0.5			(8	)%	$	1.7		$	2.1			(19	)%
Total Revenue	$	24.9		$	24.4		$	22.8			+9	%	$	96.6		$	87.9			+10	%

Gross profit	$	20.2		$	19.6		$	18.1			+11	%	$	77.8		$	69.7			+12	%
Gross profit margin		81.0	%		80.6	%		79.5	%		+140	bps		80.6	%		79.3	%		+120	bps
SG&A	$	14.4		$	14.1		$	13.3			+9	%	$	56.3		$	52.4			+8	%
Technology and development	$	3.1		$	3.1		$	3.0			+3	%	$	12.3		$	11.7			+5	%
Income from operations	$	2.6		$	2.4		$	1.5			+75	%	$	9.1		$	4.9			+84	%
Adjusted EBITDA	$	4.4		$	4.1		$	3.5			+26	%	$	16.1		$	12.1			+33	%
CapEx	$	1.6		$	1.8		$	1.7			(7	)%	$	6.9		$	6.6			+4	%

net2phone Take-Aways:

The increases in subscription revenue^*, +10% in 4Q26 and +11% in FY 2026, were +7% and +8%, respectively, on a constant currency^* basis, reflecting weakness in the U.S. dollar versus local currencies in certain of net2phone’s key markets.
The strong increases in net2phone profitability in both 4Q26 and FY 2026 reflect the leverage of net2phone’s business model and the incremental contributions of its AI-powered offerings.
net2phone introduced an integration layer in 4Q26, enabling net2phone’s solutions to work seamlessly with the customer’s native, mission-critical business software without the need for developers, custom coding, or webhooks. Because they securely read from, and write to, connected CRM and communications platforms, net2phone’s solutions can be synced through the integration layer with customer records and accounts, while actions are reflected in real time in the relevant systems of record and are reviewable through an audit trail.

Traditional Communications

($ in millions. Numbers may not foot due to rounding.)

										4Q26-4Q25									FY26-FY25
	4Q26			3Q26			4Q25			(% Δ)			FY26			FY25			(% Δ)
Revenue
IDT Digital Payments	$	113.9		$	103.9		$	107.0			+6	%	$	429.2		$	416.3			+3	%
IDT Global	$	56.1		$	55.6		$	55.9			+0.4	%	$	231.5		$	209.6			+10	%
BOSS Revolution	$	44.2		$	43.4		$	49.3			(10	)%	$	180.3		$	211.2			(15	)%
Other	$	7.8		$	5.5		$	5.3			+49	%	$	24.9		$	23.1			+8	%
Total Revenue	$	222.0		$	208.3		$	217.4			+2	%	$	865.9		$	860.2			+1	%

Gross profit	$	41.1		$	40.3		$	41.0			+0.4	%	$	162.6		$	168.9			(4	)%
Gross profit margin		18.5	%		19.4	%		18.8	%		(30	)bps		18.8	%		19.6	%		(80	)bps
SG&A	$	18.3		$	17.9		$	19.9			(8	)%	$	75.6		$	79.9			(5	)%
Technology and development	$	5.6		$	5.6		$	5.3			+6	%	$	22.5		$	21.5			+5	%
Income from operations	$	16.6		$	16.7		$	15.4			+8	%	$	63.4		$	66.5			(5	)%
Adjusted EBITDA	$	19.9		$	19.7		$	17.8			+12	%	$	77.3		$	76.4			+1	%
CapEx	$	1.7		$	1.5		$	1.4			+22	%	$	6.3		$	5.3			+21	%

Traditional Communications Take-Aways:

In FY 2026, the Traditional Communications segment increased Adjusted EBITDA levels for the second consecutive year, underscoring the durability of the segment’s cash generation.
IDT Digital Payments has launched an eSIM digital catalog through its Zendit B2B prepaid platform and in the BOSS Revolution app, further expanding its large and diversified catalog of prepaid offerings. The eSIM catalog targets the large and rapidly growing travel data roaming market, offering over 5,000 plans in 190+ countries.

OTHER FINANCIAL RESULTS

Consolidated results for all periods presented include corporate overhead. Corporate Adjusted EBITDA declined to ($3.5) million in 4Q26 from ($2.5) million in 4Q25. In FY 2026, corporate Adjusted EBITDA declined to ($10.8) million from ($10.7) million in FY 2025.

As of July 31, 2026, IDT held $271.9 million in unrestricted cash, cash equivalents, debt securities, and current equity investments, an increase of $20.5 million from the level at April 30, 2026. Also at July 31, 2026, current assets totaled $655.4 million and current liabilities totaled $351.9 million. The Company had no outstanding debt at the quarter end.

Net cash provided by operating activities in 4Q26 increased to $44.4 million from $31.0 million in 4Q25. Exclusive of changes in customer funds deposits at IDT’s Fintech segment, adjusted net cash provided by operating activities* in 4Q26 decreased to $26.4 million from $37.1 million in 4Q25.

In FY 2026, net cash provided by operating activities decreased to $91.1 million from $127.1 million in FY 2025. Exclusive of changes in customer funds deposits in IDT’s Fintech segment, adjusted net cash provided by operating activities in FY 2026 decreased to $60.9 million from $107.8 million in FY 2025. The decrease primarily stemmed from the timing of working capital movements associated with the daily changes in settlement assets and disbursement prefunding at BOSS Money.

Capital expenditures increased to $6.0 million in 4Q26 from $5.3 million in 4Q25. For FY 2026, capital expenditures increased to $23.1 million from $20.8 million in FY 2025.

IDT repurchased 30,752 shares of its Class B common stock through open market transactions during 4Q26 for approximately $2.0 million. Open market repurchases during FY 2026 totaled 421,938 shares for approximately $21.0 million.

FY 2027 FINANCIAL OUTLOOK

For FY 2027, IDT expects to again grow consolidated gross profit by double digits, consistent with its average annual growth rate over the past several years, to a range of $545 million to $555 million.

Building on record Adjusted EBITDA of $154.6 million in FY 2026, IDT’s fiscal 2027 guidance reflects continued, strong profitability growth, with Adjusted EBITDA expected to range from $176 million to $180 million, with each operating segment contributing to that growth.

DIVIDEND

IDT’s Board of Directors has declared a quarterly cash dividend of $0.07 per share payable on October 14, 2026, to stockholders of record as of October 5, 2026.

IDT EARNINGS ANNOUNCEMENT INFORMATION

This release is available for download in the “Investors & Media” section of the IDT Corporation website (https://www.idt.net/investors-and-media) and has been furnished on a current report (Form 8-K) with the SEC.

IDT will host an earnings conference call beginning at 5:30 PM Eastern today with management’s discussion of results followed by Q&A with investors. To listen to the call and participate in the Q&A, dial 1-888-506-0062 (toll-free from the U.S.) or 1-973-528-0011 (international) and provide the following access code: 266780.

A replay of the conference call will be available approximately three hours after the call concludes through October 12, 2026. To access the call replay, dial 1-877-481-4010 (toll-free from the U.S.) or 1-919-882-2331 (international) and provide this replay passcode: 54497. The replay will also be accessible via streaming audio at the IDT investor relations website.

ABOUT IDT CORPORATION

IDT Corporation (NYSE: IDT) is a global provider of fintech, communications and AI-powered customer experience solutions through a portfolio of synergistic businesses: National Retail Solutions (NRS), through its point-of-sale (POS) platform, enables independent retailers to operate more effectively while providing advertisers and marketers with unprecedented reach into underserved consumer markets; BOSS Money facilitates innovative international remittances and fintech payments solutions; net2phone provides enterprises and organizations with intelligently integrated cloud communications and contact center services across channels and devices; IDT Digital Payments and the BOSS Revolution calling service make sharing prepaid products and services and speaking with friends and family around the world convenient and reliable, and IDT Global and IDT Express enable communications service providers to provision and manage international voice and SMS messaging.

All statements above that are not purely about historical facts, including, but not limited to, those in which we use the words “believe,” “anticipate,” “expect,” “plan,” “intend,” “estimate,” “target” and similar expressions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. While these forward-looking statements represent our current judgment of what may happen in the future, actual results may differ materially from the results expressed or implied by these statements due to numerous important factors. Our filings with the SEC provide detailed information on such statements and risks and should be consulted along with this release. To the extent permitted under applicable law, IDT assumes no obligation to update any forward-looking statements.

CONTACT

IDT Corporation Investor Relations
Bill Ulrey
william.ulrey@idt.net
973-438-3838

IDT CORPORATION

CONSOLIDATED BALANCE SHEETS

(in thousands, except per share data)
July 31,	2026			2025
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	220,686		$	226,505
Restricted cash and cash equivalents		138,650			115,327
Debt securities		38,612			21,649
Equity investments		12,642			5,637
Trade accounts receivable, net of allowance for credit losses of $6,938 and $9,097 at July 31, 2026 and 2025, respectively		60,750			44,932
Settlement assets, net of reserve of $1,535 and $1,367 at July 31, 2026 and 2025, respectively		55,013			28,014
Disbursement prefunding		84,751			37,097
Prepaid expenses		13,395			12,440
Other current assets		30,867			28,702
TOTAL CURRENT ASSETS		655,366			520,303
Property, plant, and equipment, net		41,864			38,869
Goodwill		26,539			26,488
Other intangibles, net		8,762			5,056
Equity investments		6,068			6,658
Operating lease right-of-use assets		1,448			1,878
Deferred income tax assets, net		18,002			18,790
Other assets		6,208			8,161
TOTAL ASSETS	$	764,257		$	626,203
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST, AND EQUITY
CURRENT LIABILITIES:
Trade accounts payable	$	18,629		$	19,435
Accrued expenses		106,434			97,295
Deferred revenue		27,124			27,726
Customer funds deposits		147,654			114,708
Settlement liabilities		16,988			13,922
Other current liabilities		35,050			19,910
TOTAL CURRENT LIABILITIES		351,879			292,996
Operating lease liabilities		817			1,103
Other liabilities		3,609			1,688
TOTAL LIABILITIES		356,305			295,787
Commitments and contingencies
Redeemable noncontrolling interest		11,842			11,459
EQUITY:
IDT Corporation stockholders’ equity:
Preferred stock, $.01 par value; authorized shares—10,000; no shares issued		—			—
Class A common stock, $.01 par value; authorized shares—35,000; 3,272 shares issued and 1,574 shares outstanding at July 31, 2026 and 2025		33			33
Class B common stock, $.01 par value; authorized shares—200,000; 28,569 and 28,528 shares issued and 23,264 and 23,656 shares outstanding at July 31, 2026 and 2025, respectively		285			285
Additional paid-in capital		319,225			308,111
Treasury stock, at cost, consisting of 1,698 and 1,698 shares of Class A common stock and 5,305 and 4,872 shares of Class B common stock at July 31, 2026 and 2025, respectively		(165,379	)		(143,853	)
Accumulated other comprehensive loss		(14,097	)		(16,569	)
Retained earnings		237,253			157,124
Total IDT Corporation stockholders’ equity		377,320			305,131
Noncontrolling interests		18,790			13,826
TOTAL EQUITY		396,110			318,957
TOTAL LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST, AND EQUITY	$	764,257		$	626,203

IDT CORPORATION

CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share data)
Year ended July 31,	2026			2025			2024
REVENUES	$	1,297,960		$	1,231,495		$	1,205,778
Direct cost of revenues		801,172			785,300			815,621
GROSS PROFIT		496,788			446,195			390,157
OPERATING EXPENSES:
Selling, general and administrative (i)		318,346			287,567			270,207
Technology and development (i)		55,743			50,964			50,554
Severance		1,191			898			1,698
Other operating expense, net		343			6,342			2,945
TOTAL OPERATING EXPENSES		375,623			345,771			325,404
Income from operations		121,165			100,424			64,753
Interest income, net		6,567			6,127			4,769
Other income (expense), ne		2,245			(713	)		(7,612	)
Income before income taxes		129,977			105,838			61,910
(Provision for) benefit from income taxes		(34,883	)		(24,699	)		6,354
NET INCOME		95,094			81,139			68,264
Net income attributable to noncontrolling interests		(8,461	)		(5,045	)		(3,810	)
NET INCOME ATTRIBUTABLE TO IDT CORPORATION	$	86,633		$	76,094		$	64,454

Earnings per share attributable to IDT Corporation common stockholders:
Basic	$	3.47		$	3.02		$	2.55
Diluted	$	3.46		$	3.01		$	2.54

Weighted-average number of shares used in calculation of earnings per share:
Basic		24,995			25,188			25,241
Diluted		25,023			25,295			25,398

(i) Stock-based compensation included in total operating expenses	$	10,544		$	3,074		$	7,397

IDT CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)
Year ended July 31,	2026			2025			2024
OPERATING ACTIVITIES
Net income	$	95,094		$	81,139		$	68,264
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		21,400			21,008			20,351
Deferred income taxes		789			16,217			(10,907	)
Provision for credit losses and reserve for settlement assets		5,509			7,090			4,390
Stock-based compensation expense		10,544			3,074			7,397
Other		79			2,199			4,579
Changes in assets and liabilities:
Trade accounts receivable		(19,185	)		(5,989	)		(13,695	)
Prepaid expenses, other current assets, and other assets		690			4,835			5,510
Settlement assets and disbursement prefunding		(75,087	)		(13,861	)		8,219
Trade accounts payable, accrued expenses, settlement liabilities, other current liabilities, and other liabilities		22,680			(4,814	)		(9,081	)
Customer funds deposits		30,144			19,235			(1,820	)
Deferred revenue		(1,588	)		(3,072	)		(5,016	)
Net cash provided by operating activities		91,069			127,061			78,191
INVESTING ACTIVITIES
Capital expenditures		(23,107	)		(20,770	)		(18,922	)
Purchase of convertible preferred stock in equity method investment		—			(926	)		(2,017	)
Payments for acquisition		(1,500	)		—			—
Notes receivable from equity method investment		(310	)		(1,900	)		—
Purchase of equity investments		(1,695	)		—			—
Purchases of debt securities and equity investments		(64,402	)		(33,453	)		(29,921	)
Proceeds from maturities and sales of debt securities and equity securities		43,348			36,310			50,112
Net cash used in investing activities		(47,666	)		(20,739	)		(748	)
FINANCING ACTIVITIES
Dividends paid		(6,504	)		(5,550	)		(2,536	)
Distributions to noncontrolling interests		(2,743	)		(100	)		(112	)
Proceeds from borrowings under revolving credit facility		21,421			24,551			32,864
Repayments on borrowings under revolving credit facility		(21,421	)		(24,551	)		(32,864	)
Purchase of restricted shares of net2phone and NRS common stock		—			—			(4,131	)
Proceeds from borrowings		185			—			—
Repayments of borrowings		(185	)		—			—
Proceeds from exercise of stock options		200			—			172
Repurchases of Class B common stock		(21,526	)		(17,773	)		(10,619	)
Net cash used in financing activities		(30,573	)		(23,423	)		(17,226	)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash and cash equivalents		4,674			3,477			(3,584	)
Net increase in cash, cash equivalents, and restricted cash and cash equivalents		17,504			86,376			56,633
Cash, cash equivalents, and restricted cash and cash equivalents at beginning of year		341,832			255,456			198,823
Cash, cash equivalents, and restricted cash and cash equivalents at end of year	$	359,336		$	341,832		$	255,456

Reconciliation of Non-GAAP Financial Measures for the Fourth Quarter and Full Fiscal Years 2026 and 2025

In addition to disclosing financial results that are determined in accordance with generally accepted accounting principles in the United States of America (GAAP), IDT also disclosed (a) Adjusted EBITDA for 4Q26, 3Q26, 4Q25, and the full fiscal years 2026 and 2025, (b) Non-GAAP earnings per diluted share (Non-GAAP EPS) for 4Q26, 4Q25, and the full fiscal years 2026 and 2025, (c) NRS’ ‘Rule of 40’ score for 4Q26, and (d) Non-GAAP adjusted net cash provided by operating activities for 4Q26, 4Q25, and the full fiscal years 2026 and 2025. These are Non-GAAP financial measures intended to provide useful information that supplements IDT’s or the relevant segment’s results in accordance with GAAP. The following explains these terms and their respective reconciliations to the most directly comparable GAAP measures.

Generally, a Non-GAAP measure is a numerical measure of a company’s performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP.

IDT’s measure of Adjusted EBITDA on a consolidated basis starts with net income attributable to IDT in accordance with GAAP and adds severance expense, stock-based compensation, and other operating expenses, and deducts other operating gain and income tax benefits. IDT’s measure of Adjusted EBITDA on a reporting segment basis starts with income from operations (segments) in accordance with GAAP and adds depreciation and amortization, severance expense, stock-based compensation, and other operating expenses, and deducts other operating income.

IDT’s measure of Non-GAAP EPS is calculated by dividing Non-GAAP net income by the diluted weighted-average shares. IDT’s measure of Non-GAAP net income starts with net income attributable to IDT in accordance with GAAP and adds severance expense, stock-based compensation, and other operating expenses, and deducts other operating gains and income tax benefits. The income tax effect of these adjustments is then deducted or added, as applicable. These additions and subtractions are non-cash and/or non-routine items in the relevant fiscal 2026 and fiscal 2025 periods.

Management believes that IDT’s Adjusted EBITDA and Non-GAAP EPS are measures which provide useful information to both management and investors by excluding certain expenses and non-routine gains and losses that may not be indicative of IDT’s or the relevant segment’s core operating results. Management uses Adjusted EBITDA, among other measures, as a relevant indicator of core operational strengths in its financial and operational decision making. In addition, management uses Adjusted EBITDA and Non-GAAP EPS to evaluate operating performance in relation to IDT’s competitors. Disclosure of these financial measures may be useful to investors in evaluating performance and allow for greater transparency of the underlying supplemental information used by management in its financial and operational decision-making. In addition, IDT has historically reported similar financial measures and believes such measures are commonly used by readers of financial information in assessing performance. Therefore, the inclusion of comparative numbers provides consistency in financial reporting.

Management refers to Adjusted EBITDA, as well as the GAAP measures income (loss) from operations and net income, on a segment and/or consolidated level to facilitate internal and external comparisons to the segments’ and IDT’s historical operating results, in making operating decisions, for budget and planning purposes, and to form the basis upon which management is compensated.

While depreciation and amortization are considered operating costs under GAAP, these expenses primarily represent the non-cash current period allocation of costs associated with long-lived assets acquired or capitalized in prior periods. IDT’s Adjusted EBITDA, which is exclusive of depreciation and amortization, is a useful indicator of its current performance.

Severance expense is excluded from the calculation of Adjusted EBITDA and Non-GAAP EPS. Severance expense is reflective of decisions made by management in each period regarding the aspects of IDT’s and its segments’ businesses to be focused on in light of changing market realities and other factors. While there may be similar charges in other periods, the nature and magnitude of these charges can fluctuate markedly and do not reflect the performance of IDT’s core and continuing operations.

Other operating expense, net, which is a component of income (loss) from operations, is excluded from the calculation of Adjusted EBITDA and Non-GAAP EPS. Other operating expense, net, primarily includes legal fees net of insurance claims related to Straight Path Communications Inc.’s stockholders’ class action and gains from the write-off of contingent consideration liabilities. From time to time, IDT may have gains or incur costs related to non-routine legal, tax, and other matters; however, these various items generally do not occur each quarter. IDT believes the gains and losses from these non-routine matters are not components of IDT’s or the relevant segment’s core operating results.

Stock-based compensation recognized by IDT and other companies may not be comparable because of the variety of types of awards as well as the various valuation methodologies and subjective assumptions that are permitted under GAAP. Stock-based compensation is excluded from IDT’s calculation of Adjusted EBITDA and Non-GAAP EPS because management believes this allows investors to make more meaningful comparisons of the operating results per share of IDT’s core business and operating segments with the results of other companies. However, stock-based compensation will continue to be a significant expense for IDT for the foreseeable future and an important part of employees’ compensation that impacts their performance.

In 4Q25, IDT decreased its deferred income tax valuation allowance due to profitability in the United Kingdom and recorded an income tax benefit of $3.3 million in the quarter and FY 2025. This income tax benefit was excluded from IDT’s Non-GAAP EPS because it was not related to the results of IDT’s core operations.

Adjusted EBITDA and Non-GAAP EPS should be considered in addition to, not as a substitute for, or superior to, income (loss) from operations, cash flow from operating activities, net income, basic and diluted earnings per share or other measures of liquidity and financial performance prepared in accordance with GAAP. In addition, IDT’s measurements of Adjusted EBITDA and Non-GAAP EPS may not be comparable to similarly titled measures reported by other companies.

The ‘Rule of 40’ score is a metric used to evaluate the performance of SaaS providers. It postulates that a SaaS provider’s revenue growth rate plus its EBITDA margin should equal or exceed 40 percent. The ‘Rule of 40’ is typically used to assess a company’s balance between growth and profitability. A total of over 40 is thought to indicate a healthy combination of expansion and financial stability, making it a useful tool for management and investors to gauge the potential for long-term success and make informed decisions about resource allocation and business strategy.

NRS’ ‘Rule of 40’ score is computed by adding (a) the growth rate of NRS’ revenue for the current period compared to the corresponding year ago period to (b) the Adjusted EBITDA margin for the twelve-month period through the end of the current period. Adjusted EBITDA is a Non-GAAP measure as discussed above. Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA by GAAP revenue for the relevant period.

In 3Q26 and prior quarters, NRS used recurring revenue to calculate the revenue growth rate. Recurring revenue excluded revenue from the sale of NRS terminals. The revised definition using total revenue captures the impact of terminal sales and pricing decisions, providing a measure more closely aligned with NRS’ underlying financial performance.

IDT’s Non-GAAP adjusted measure of net cash provided by operating activities is calculated by excluding the impact of changes in customer deposits from net cash provided by operating activities. This measure provides a more meaningful measure of the cash generated by our core business operations, making it a more useful tool for management and investors to evaluate the cash generation of our business operations, and to compare IDT’s cash generation with companies that do not have, or have different levels of, customer deposits. Customer deposits are, by regulation, not available to fund IDT’s operating activities.

Following are reconciliations of Adjusted EBITDA and Non-GAAP EPS to the most directly comparable GAAP measure, which are, (a) for Adjusted EBITDA, (i) income (loss) from operations for IDT’s reportable segments and (ii) net income for IDT on a consolidated basis, and (b) for Non-GAAP EPS, diluted earnings per share. Also following is NRS’ ‘Rule of 40’ score computation including the reconciliation of Adjusted EBITDA to the most directly comparable GAAP measure, income from operations, and IDT’s Non-GAAP adjusted measure of net cash provided by operating activities reconciled to GAAP net cash provided by operating activities.

IDT Corporation
Reconciliation of Net Income to Adjusted EBITDA for 4Q26, 3Q26, and 4Q25
(unaudited) in millions. Figures may not foot or cross-foot due to rounding

	Total IDT			Traditional
	Corporation			Comm.		net2phone		NRS		Fintech		Corporate
Three Months Ended July 31, 2026
Net income attributable to IDT Corporation	$	21.7
Adjustments:
Net income attributable to noncontrolling interests		2.7
Net income		24.4
Provision for income taxes		12.1
Income before income taxes		36.5
Interest income, net		(1.7	)
Other income, net		(1.6	)
Income (loss) from operations	$	33.2		$	16.6	$	2.6	$	12.0	$	5.5	$	(3.5	)
Depreciation and amortization		5.3			1.7		1.7		1.2		0.6		0.0
Stock-based compensation		1.8			0.9		–		0.3		0.3		0.3
Severance expense		0.7			0.6		0.0		0.0		0.1		–
Other operating expense (gain), net		0.3			0.1		0.0		0.5		–		(0.3	)
Adjusted EBITDA	$	41.2		$	19.9	$	4.4	$	14.0	$	6.5	$	(3.5	)

	Total IDT			Traditional
	Corporation			Comm.		net2phone		NRS		Fintech		Corporate
Three Months Ended April 30, 2026
Net income attributable to IDT Corporation	$	21.6
Adjustments:
Net income attributable to noncontrolling interests		2.1
Net income		23.7
Provision for income taxes		8.5
Income before income taxes		32.3
Interest income, net		(1.6	)
Other income, net		(0.9	)
Income (loss) from operations	$	29.8		$	16.7	$	2.4	$	8.2	$	5.6	$	(3.0	)
Depreciation and amortization		5.4			1.8		1.7		1.2		0.7		–
Stock-based compensation		2.4			1.2		–		0.4		0.4		0.4
Severance expense		0.1			0.1		–		–		–		–
Other operating (gains), net		(0.2	)		–		–		–		–		(0.2	)
Adjusted EBITDA	$	37.5		$	19.7	$	4.1	$	9.8	$	6.6	$	(2.8	)

	Total IDT			Traditional
	Corporation			Comm.		net2phone		NRS		Fintech		Corporate
Three Months Ended July 31, 2025
Net income attributable to IDT Corporation	$	16.9
Adjustments:
Net income attributable to noncontrolling interests		0.6
Net income		17.5
Provision for income taxes		2.9
Income before income taxes	20.4
Interest income, net		(1.8	)
Other expense, net		3.2
Income (loss) from operations	$	21.9		$	15.4	$	1.5	$	5.8	$	4.8	$	(5.7	)
Depreciation and amortization		5.3			1.8		1.6		1.1		0.7		–
Stock-based compensation		0.4			0.2		–		0.2		–		–
Severance expense		0.3			0.1		0.1		–		–		–
Other operating expense, net		5.9			0.2		0.2		2.4		–		3.1
Adjusted EBITDA	$	33.8		$	17.8	$	3.5	$	9.5	$	5.5	$	(2.5	)

IDT Corporation
Reconciliation of Net Income to Adjusted EBITDA for FY 2026 and FY 2025
(unaudited) in millions. Figures may not foot or cross-foot due to rounding

	Total IDT			Traditional
	Corporation			Comm.		net2phone		NRS		Fintech		Corporate
For the Twelve Months Ended July 31, 2026
Net income attributable to IDT Corporation	$	86.6
Adjustments:
Net income attributable to noncontrolling interests		8.5
Net income		95.1
Provision for income taxes		34.9
Income before income taxes		130.0
Interest income, net		(6.6	)
Other income, net		(2.2	)
Income (loss) from operations	$	121.2		$	63.4	$	9.1	$	39.3	$	21.5	$	(12.1	)
Depreciation and amortization		21.4			7.0		6.8		4.8		2.8		0.0
Stock-based compensation		10.5			5.7		0.0		1.3		1.8		1.7
Severance		1.2			0.9		0.1		0.1		0.1		–
Other operating expense (gain), net		0.3			0.2		0.0		0.4		–		(0.4	)
Adjusted EBITDA	$	154.6		$	77.3	$	16.1	$	45.8	$	26.2	$	(10.8	)

	Total IDT			Traditional
	Corporation			Comm.		net2phone		NRS		Fintech		Corporate
For the Twelve Months Ended July 31, 2025
Net income attributable to IDT Corporation	$	76.1
Adjustments:
Net income attributable to noncontrolling interests		5.0
Net income		81.1
Provision for income taxes		24.7
Income before income taxes		105.8
Interest income, net		(6.1	)
Other expense, net		0.7
Income (loss) from operations	$	100.4		$	66.5	$	4.9	$	27.8	$	15.4	$	(14.2	)
Depreciation and amortization		21.0			7.6		6.4		4.1		2.9		0.1
Stock-based compensation		3.1			1.4		–		1.1		0.2		0.4
Severance		0.9			0.7		0.1		–		–		–
Other operating expense, net		6.3			0.2		0.6		2.4		–		3.1
Adjusted EBITDA	$	131.7		$	76.4	$	12.1	$	35.4	$	18.6	$	(10.7	)

IDT Corporation
Reconciliation of Earnings Per Share (EPS) to Non-GAAP EPS for 4Q26, 4Q25, FY 2026 and FY 2025
(unaudited) in millions, except per share data. Figures may not foot due to rounding

	4Q26			4Q25			FY26			FY25

Net income attributable to IDT Corporation	$	21.7		$	16.9		$	86.6		$	76.1
Adjustments (add) subtract:
Income tax benefit		–			3.3			–			3.3
Stock-based compensation		(1.8	)		(0.4	)		(10.5	)		(3.1	)
Severance expense		(0.7	)		(0.3	)		(1.2	)		(0.9	)
Other operating expense, net		(0.3	)		(5.9	)		(0.3	)		(6.3	)
Total adjustments	$	(2.7	)	$	(3.3	)	$	(12.1	)	$	(7.0	)
Income tax effect of total adjustments		(0.9	)		(0.9	)		(3.2	)		(2.3	)
Total adjustments, net of tax		1.8			2.4			8.9			4.7
Non-GAAP net income	$	23.5		$	19.3		$	95.5		$	80.8

Earnings per share:
Basic	$	0.87		$	0.67		$	3.47		$	3.02
Total adjustments, net of tax		0.07			0.09			0.36			0.18
Non-GAAP – basic	$	0.95		$	0.76		$	3.82		$	3.20

Weighted-average number of shares used in calculation of basic earnings per share		24.9			25.2			25.0			25.2

Diluted	$	0.87		$	0.67		$	3.46		$	3.01
Total adjustments, net of tax		0.07			0.09			0.36			0.18
Non-GAAP – diluted	$	0.94		$	0.76		$	3.82		$	3.19

Weighted-average number of shares used in calculation of diluted earnings per share		24.9			25.2			25.0			25.3

IDT Corporation
NRS’ ‘Rule of 40’ Score For 4Q26
(unaudited) in millions. Figures may not foot due to rounding to millions

										Trailing Twelve
										Months (TTM)
	1Q26		2Q26		3Q26			4Q26		4Q26

Reconciliation of NRS’ Income from Operations to Adjusted EBITDA

Income from operations	$	8.9	$	10.2	$	8.2		$	12.0	$	39.3
Depreciation and amortization		1.1		1.2		1.2			1.2		4.8
Stock-based compensation		0.2		0.4		0.4			0.3		1.3
Severance expense		0.0		0.0		0.0			0.0		0.1
Other operating expense, net		–		–		(0.0	)		0.5		0.4
Adjusted EBITDA	$	10.3	$	11.8	$	9.8		$	14.0	$	45.8

	4Q26			4Q25

NRS’ ‘Rule of 40’ Score

NRS revenue	$	45.0		$	34.3

Revenue growth rate		31	%


TTM Adjusted EBITDA from above	$	45.8
TTM total revenue		159.4
TTM Adjusted EBITDA margin		29	%

‘Rule of 40’		60

IDT Corporation
Adjusted net cash provided by operating activities for 4Q26, 4Q25, FY 2026 and FY 2025
(unaudited) in millions. Figures may not foot due to rounding to millions

(in millions)
Three months ended July 31,	4Q26			4Q25
Net cash provided by operating activities (GAAP)	$	44.4		$	31.0
Changes in customer deposits		(18.0	)		6.1
Adjusted net cash provided by operating activities (Non-GAAP)	$	26.4		$	37.1

(in millions)
Full year ended July 31,	FY26			FY25
Net cash provided by operating activities (GAAP)	$	91.1		$	127.1
Changes in customer deposits		(30.1	)		(19.2	)
Adjusted net cash provided by operating activities (Non-GAAP)	$	60.9		$	107.8

Explanation of Key Performance Metrics

net2phone’s subscription revenue is calculated by subtracting net2phone’s equipment revenue and revenue generated by a legacy SIP trunking offering in Brazil from its revenue in accordance with GAAP. net2phone’s cloud communications and contact center offerings are priced on a per-seat basis, with customers paying based on the number of users in their organization. The number of seats served and subscription revenue trends and comparisons between periods are used in the analysis of net2phone’s revenues and direct cost of revenues and are strong indications of the top-line growth and performance of the business.

Constant currency as it relates to revenue provides a framework for assessing net2phone’s performance that excludes the effect of foreign currency rate fluctuations. To determine net2phone’s subscription revenue growth on a constant currency basis, current period revenues from entities reporting in currencies other than U.S. Dollars (USD) were converted to USD at the average monthly exchange rates in effect during the prior fiscal year’s comparative period instead of the average monthly exchange rates in effect during the current period.

NRS’ average monthly network gross profit per location (average monthly GP per location) is calculated by dividing NRS’ gross profit generated within its retailer network by the average number of locations with either an active POS terminal, or an active payment processing account, or both, during the period. The average number of retailer locations is calculated by adding locations at the beginning and end of the period and dividing by two. The result is divided by three when the period is a fiscal quarter, and by twelve when the period is a fiscal year. Average monthly GP per location is useful for comparisons of NRS’ gross profit and gross profit per customer to prior periods and to competitors and others in the market, as well as for forecasting future revenue from the retailer customer base.

BOSS Money Transactions are a nonfinancial metric that measures customer usage during a reporting period. Average BOSS Money Revenue per Transaction measures the revenue productivity of BOSS Money’s remittance business. It is calculated by dividing BOSS Money revenue during the period by the number of transactions. Average BOSS Money Revenue per Transaction is a key metric for evaluating the productivity and operational performance of the business.

BOSS Money’s Digital Send Volume is the aggregate amount of principal remitted by BOSS Money’s digital customers – those using the BOSS Money and BOSS Revolution apps to originate remittances. BOSS Money’s Digital Send Volume is a key metric for evaluating the operational performance of the digital channel of the remittance business, and for comparing the performance of BOSS Money’s digital channel to competitors in the remittance business as well as to performance to other temporal periods.

Posted in UncategorizedTagged GlobeNewswire

Waldencast plc Announces First Half 2026 Financial Results

Posted on September 28, 2026 by Ravi Shankar

NEW YORK, Sept. 28, 2026 (GLOBE NEWSWIRE) — Waldencast plc (NASDAQ: WALD) (“Waldencast” or the “Company”), the parent company of Milk Makeup, the clean prestige beauty brand born from the creative community of Milk Studios in downtown New York City, today announced operating results for the six months ended June 30, 2026 (“H1 2026”) and provided a business update.

On July 30, 2026, the Company completed the sale of the Obagi Medical business to Bridgepoint. The Company determined that this disposal met the criteria for classification as held for sale and represented a strategic shift that will have a major effect on the Company’s operations and financial results. Accordingly, the assets and liabilities of the Obagi Medical segment have been classified as held for sale, and the results of the Obagi Medical operations are presented as discontinued operations for all periods presented in this release. The continuing operations include the results from Milk Makeup and Central Headquarters.

Key Figures

Net Revenue from Continuing Operations/Net Loss from Continuing Operations: Net revenue from continuing operations for the first half of 2026 was $26.1 million, a 57.1% decrease versus $60.9 million in the first half of 2025. Net loss from continuing operations for the first half of 2026 was $94.9 million, a 96.5% increase, compared to $48.3 million for the first half of 2025.
Adjusted EBITDA: Consolidated Adjusted EBITDA from continuing operations was $(23.2) million, compared with $0.02 million in the first half of 2025, primarily driven by the decline in Milk Makeup’s Adjusted EBITDA.
Milk Makeup: Milk Makeup Net revenue for the first half of 2026 was $26.1 million, a 57.1% decrease over the first half of 2025 while Adjusted EBITDA was $(14.8) million compared to $9.7 million for the same period of last year.
Obagi Medical: The Company completed the sale of the Obagi Medical business to Bridgepoint on July 30, 2026. Accordingly, the assets and liabilities of the Obagi Medical segment have been classified as held for sale, and the results of the Obagi Medical operations are presented as discontinued operations for all periods presented in this release.
Liquidity: Cash and cash equivalents from continuing operations were $7.0 million as of June 30, 2026, compared with $5.0 million as of December 31, 2025. On closing of the Obagi Medical sale, on July 30, 2026, the Company received net cash proceeds of $149.9 million after repaying $178.4 million of outstanding indebtedness under the Lumina Credit Agreement in full. Cash and cash equivalents from continuing operations were $138.6 million as of August 31, 2026.
Outstanding Shares: As of August 31, 2026, we had 127,206,117 ordinary shares outstanding, consisting of 119,371,780 Class A shares and 7,834,337 Class B shares.

Letter to Shareholders

To our Shareholders,

The sale of Obagi Medical and the completion of our strategic review mark a new chapter for the Company, focused entirely on Milk Makeup. With our debt fully repaid, we are simplifying the organization and substantially reducing overhead costs to support the brand’s growth. Together with our new leadership team, we are focused on strengthening our core product range, reconnecting with consumers and improving execution.

In July, we completed the sale of Obagi Medical to Bridgepoint in a transaction valued at up to $460 million. Together with the $82.5 million previously received from the sale of the Obagi Medical rights in Japan to Rohto Pharmaceutical, announced in November 2025, total expected proceeds from the Obagi Medical disposals amount to up to $542.5 million. This is a meaningful outcome against Obagi Medical’s 2025 net revenue of $161.6 million and Adjusted EBITDA of $19.4 million.

The proceeds from the Obagi Medical transactions allowed us to fully repay our outstanding Senior Term Loan with Lumina. We now have a materially stronger balance sheet and the flexibility to wisely invest behind Milk Makeup. The Board is reviewing the allocation of the remaining proceeds with the same discipline we bring to every capital allocation decision.

Following the Obagi Medical disposal, the Board approved the voluntary delisting of the Company’s Class A ordinary shares and warrants from Nasdaq and their deregistration under the Exchange Act as announced on September 14, 2026. Following the delisting, the Company intends to seek to have its Class A ordinary shares and warrants quoted in an over-the-counter market under the ticker “MLKM”, where it intends to disclose financial performance on a semi-annual basis.

The costs of operating as a public company with securities listed on Nasdaq have become disproportionate to the size of the Company. Recurring central headquarters costs were $18.5 million in 2025; we estimate that 80% to 90% of these costs can be eliminated off an annual run-rate basis over the next eight to twelve months. Delisting and deregistration are also expected to allow senior management and finance teams to focus their attention on Milk Makeup, a brand we believe has significant growth potential.

Subject to shareholder approval, the Company will also be renamed Milk Makeup plc to reflect its sole operating brand following the sale of Obagi Medical.

Milk Makeup First Half Performance

Milk Makeup’s first half results reflect a period of transition. Net revenue for the first half of 2026 was $26.1 million, a 57.1% decrease versus $60.9 million in the first half of 2025. Adjusted EBITDA was negative $14.8 million, compared with $9.7 million a year ago. During the period we recorded a non-cash goodwill impairment charge of $52.3 million against the Milk Makeup reporting unit.

The year-over-year comparison included approximately $10.0 million of pipeline shipments in the first half of 2025 with no equivalent in 2026. Softer consumer demand, a gap in the innovation calendar and elevated retailer inventory also constrained replenishment. During the first half of 2026, we also reduced trade inventory and withdrew legacy Sticks products ahead of the August relaunch.

Gross margin was 53.7% compared with 67.3% a year ago, including $4.2 million of costs associated with the prior generation Sticks — $3.6 million of customer allowances and returns deducted from net revenue, and $0.6 million of inventory write-offs in cost of goods sold. Excluding these non-recurring costs, gross margin would have been 61.3%.

Adjusted EBITDA performance primarily reflected a decline in sell-in volumes that substantially exceeded the decline in sell-out volumes. Marketing investments decreased by $2.7 million in the first half of 2026 due to the timing of planned spending, although we expect investments to increase on a full year basis. Supply chain and logistics costs also declined. General and administrative expenses increased $0.9 million against the prior period, reflecting costs associated with changes to the leadership team.

The first-half results largely reflect decisions and actions taken in 2025, based on the information available at the time. Four factors account for the vast majority of the revenue decline, each of which is being directly addressed by the new management team as part of the transition plan:

1)	Innovation calendar: The absence of an early summer launch in 2026, compared with four launches in the prior-year period, left the portfolio without new products at one of the category’s most active times of year.
		The August 2026 introduction of the next generation of Sticks alongside the Lip Line + Fill range restarted our innovation cadence.
2)	Portfolio choices: Certain 2025 launches did not recruit enough new consumers or generate sufficient incremental demand and, in some cases, diverted investment from the core portfolio.
		We are now focusing on fewer, bigger launches rooted in consumer insight and our Hydro and Sticks platforms.
3)	Product renovation: Our previous generation of Sticks did not keep pace with the market, and its quality and value fell behind consumer expectations over time.
		We withdrew legacy inventory and rebuilt the Sticks franchise from the ground up, introducing improved formulas, updated packaging and refreshed shade assortments.
4)	Distribution expansion: In prior years, expansion outpaced field education and marketing support, leading to lower productivity per door.
		We are investing in retail execution and prioritizing productivity in existing doors before further expansion.

Our Strategy to Get Back to Growth

Milk Makeup enters its next chapter with a distinctive identity. Founded in 2016 in the creative community of Milk Studios, the brand celebrates its 10th anniversary this year. Clean, vegan, and cruelty-free from the start, Milk Makeup stands for self-expression and inclusion through its all-gender “Live Your Look” proposition setting us apart from our clean-beauty peers: “Milk Makeup – Born in NYC.”

Our co-founders, Zanna Roberts Rassi and Mazdack Rassi, are now back at the center of the brand’s creative direction, product vision and cultural relevance, reconnecting Milk Makeup with the New York City roots and creative energy that made it distinctive.

Our rebuilt leadership team combines deep beauty experience with longstanding knowledge of Milk Makeup across creative, product, finance, operations, marketing and merchandising.

Ali Wente — General Manager, North America: Brings more than 25 years of beauty leadership across Coty Luxury, Estée Lauder Companies, LVMH and PE brands, with deep experience across omni business in makeup, skincare and fine fragrance. Ali owns the North America P&L and our key retailer relationships, with a mandate to improve productivity across our existing distribution, deepen retailer partnerships and strengthen in-store execution.
Vanessa Barretieri — General Manager, International: Brings more than 20 years of experience across luxury, beauty and hospitality, including senior leadership roles at Elemis and Shiseido. Vanessa owns the International P&L and brings significant experience leading through transformation, restructuring organizations and building sustainable, profitable regional growth.
Heather Park — CMO (joining on October 26, 2026): Brings more than 20 years of beauty marketing experience across global and founder-led brands, including leadership roles at NARS, MAC and Origins within Estée Lauder Companies, Farmacy Beauty and dpHUE. Her experience spans brand building, digital commerce, influencer marketing and product launches, combining creative storytelling with commercial discipline. At Milk, Heather will lead marketing, focused on strengthening consumer engagement, bringing Marketing, Product and Creative closer together, and driving growth.
Josephine Smithwick — CFO/COO: Brings 25 years of finance and operating experience across beauty and consumer businesses, including leadership roles at Estée Lauder supporting Tom Ford Beauty and the Estée Lauder namesake brand, and as CFO of Revance Skincare. She began her career in investment banking at J.P. Morgan. At Milk, Josephine leads finance and operations, focused on financial discipline, operational efficiency and profitable growth.
Marie Noorbergen — Executive Creative Officer: Brings deep creative experience across Base Design, Apple, Amazon Beauty, Dior and Kenzo, as well as an important connection to Milk’s history: Base Design created Milk’s original visual identity. She is leading the evolution of Milk’s creative expression, reconnecting the brand with its original New York DNA while making it relevant to today’s consumer.
Frank B. — Global Artistic Director: Brings more than 25 years as an editorial makeup artist, with work spanning Vogue and clients including Taylor Swift, Hailey Bieber and Kendall Jenner. Frank connects professional artistry, product development and brand storytelling, ensuring that innovation begins with how consumers and artists actually use product while bringing greater authority and cultural relevance to Milk’s creative expression.
Donna Shon — Head of Global Merchandising: Brings more than 20 years of experience shaping the world of luxury across fashion, lifestyle, and beauty, with a career spanning LVMH, Ralph Lauren, and Michael Kors, alongside partnerships with Coty, Revlon, and Estée Lauder. With an instinctive eye for brand, product, and culture, she translates Milk’s creative vision into global strategies that build desire, sharpen relevance, and unlock meaningful growth—connecting exceptional products with the right customer, market, and moment.

In addition to a great team, our strategy rests on three choices. First, we are refocusing on our core consumer: creative, urban, premium-minded, in her late twenties and thirties, and drawn to clean, all-gender self-expression. Second, we are concentrating on two franchises, with Hydro driving growth today and Sticks as the second pillar we are rebuilding. Third, we are focused on winning in North America first and expanding our global footprint on a selective basis, with investment tied to productivity and healthy inventory levels.

Five priorities put these choices into practice.

1)	Restore brand relevance: We are reconnecting Milk Makeup with its roots in Milk Studios and its New York DNA through creator-led, culturally relevant marketing designed to strengthen the brand’s connection with its community to win back share of voice in a saturated market. Our first proof point is “New York Found Me,” launched on September 14, 2026 — a founder-led campaign starring Wet Leg’s Rhian Teasdale and directed by Arnaud Uyttenhove. The campaign generated over five million YouTube views within its first four days, while its creative concept extended beyond Milk’s owned channels through earned media and broader fashion, music and creative industry coverage.
2)	Rebuild retail partnerships: We are rebuilding our retail partnerships and strengthening execution at the point of sale. In the third quarter of 2026, we invested approximately $4.0 million in capital expenditures to install fully redesigned gondolas in U.S. Sephora stores and approximately $1.0 million to rebuild our field organization, significantly increasing in-store coverage, education, events and execution. Our priority is to win where we already are before expanding further. In North America, that means improving productivity across Sephora, Ulta and Amazon; internationally, it means resetting markets before accelerating growth.
3)	Restore the innovation engine: Hydro is now approximately half of the business and growing 69% year over year, while Sticks is being rebuilt as the second pillar. Our innovation strategy is increasingly focused on extending and strengthening these franchises—using newness to recruit consumers, drive traffic and retailer productivity, and support replenishment across the existing portfolio. We will focus on fewer, bigger launches aimed at our target consumer.
4)	Rebuild brand engagement: Our community of more than four million people across Instagram and TikTok offers an opportunity to improve conversion to sales. We are focusing marketing on our core franchises and strengthening social commerce support.
5)	Improve inventory, planning, and working capital management: We have moved to an integrated monthly planning cycle across demand, supply and finance, supported by weekly reviews of weeks of supply, service levels and cash with clear ownership and accountability.

This is a year of transformation and investment for Milk Makeup. With no debt and a stronger balance sheet, we are aligning our cost structure with the business and investing in the products, people and retail execution needed for growth.

We are as excited as ever about Milk Makeup’s long-term potential. Hydro is our established growth engine, while we are rebuilding the relaunched Sticks franchise as a second core pillar. With an energized leadership team and a more disciplined operating model, the brand is reconnecting with its creative and cultural roots and, reengaging with its core consumers. We have strong distribution, an engaged community and a clear understanding of the work ahead.

We believe enduring companies are built around a clear and ambitious long-term destination – one that aligns people, priorities and capital behind what the business can become. Our vision for Milk Makeup extends well beyond the horizon we are setting today. At its heart is a commitment to building real, lasting consumer demand and an unmistakably differentiated brand – one that stays true to Milk’s legacy of creativity, community and culture while continually evolving for the generations to come. We are determined to be a brand that people do not just buy, but actively seek out, talk about and want to be part of.

Our next milestone on that journey is to double 2025 revenue over the course of the next five years while building toward an Adjusted EBITDA margin in the mid-20s, once the brand is back at scale. This is not financial guidance or a forecast for any particular period: it is our North Star for the next chapter. It sets the level of our ambition, energizes our team and informs the choices we make, the capabilities we build and the investments we prioritize along the way.

Thank you for your continued support,

Felipe Dutra	Mazdack Rassi
Executive Chairman	Founder & President

Financial Highlights

On July 30, 2026, the Company completed the sale of the Obagi Medical business to Bridgepoint. At closing, the Company paid down in full $178.4 million of outstanding indebtedness under the Lumina Credit Agreement, including a prepayment premium of $27.0 million, and received net cash proceeds of $149.9 million, after that debt paydown and $3.0 million placed into an escrow account. An affiliate of Bridgepoint also issued to the Company a Fixed Vendor Note in the principal amount of $10.0 million and an Adjustable Vendor Note in the principal amount of $20.0 million. The Company may receive additional contingent consideration in the form of earnout payments of up to $64.0 million, based on the future performance of the Obagi Medical business for fiscal years 2026 and 2027.

The Company determined that this disposal met the criteria for classification as held for sale and represented a strategic shift that will have a major effect on the Company’s operations and financial results. Accordingly, the assets and liabilities of the Obagi Medical segment have been classified as held for sale, and the results of the Obagi Medical operations are presented as discontinued operations for all periods presented in this release. Please refer to the summaries of the assets and liabilities of, and the results from, discontinued operations as of and for the six months ended June 30, 2026, respectively, and comparative period.

WALDENCAST PLC ADJUSTED EBITDA AND EBITDA MARGIN RECONCILIATION (In thousands of U.S. dollars, except for percentages)

	Six months ended June 30, 2026									Six months ended June 30, 2025
	Milk Makeup			Central Headquarters			Waldencast (Total)			Milk Makeup			Central Headquarters			Waldencast (Total)
Net Loss from Continuing Operations	$	(76,734	)	$	(18,118	)	$	(94,852	)	$	(20,837	)	$	(27,459	)	$	(48,296	)
Adjusted For:
Depreciation and amortization		9,000			—			9,000			9,182			—			9,182
Interest expense, net		(6	)		11			5			(6	)		10,585			10,579
Income tax expense		54			13			67			35			10			45
Loss on extinguishment of debt		—			—			—			—			2,116			2,116
Stock-based compensation expense		475			3,715			4,190			1,111			4,931			6,042
Restatement and related costs⁽¹⁾		—			523			523			—			1,447			1,447
Merger and acquisition related costs⁽²⁾		—			(43	)		(43	)		—			2,179			2,179
Change in fair value of assets and liabilities		—			204			204			—			(2,587	)		(2,587	)
Loss on impairment of goodwill		52,265			—			52,265			19,960			—			19,960
Strategic review costs		—			4,147			4,147			—			—			—
Foreign currency translation (gain) loss		251			1,120			1,371			179			(1,484	)		(1,306	)
Other non-recurring costs⁽³⁾		(120	)		22			(98	)		63			596			660
Adjusted EBITDA from Continuing Operations	$	(14,815	)	$	(8,406	)	$	(23,221	)	$	9,687		$	(9,666	)	$	21
Net Revenue from Continuing Operations	$	26,102		$	—		$	26,102		$	60,858		$	—		$	60,858
Net Loss % of Net Revenue from Continuing Operations		(294.0)%		N/A				(363.4)%			(34.2)%		N/A				(79.4)%
Adjusted EBITDA Margin from Continuing Operations		(56.8)%		N/A				(89.0)%			15.9%		N/A				0.0%

⁽¹⁾ Includes mainly legal, advisory, and consultant fees related to regulatory investigations associated with the financial restatement of the 2020-2022 period.
⁽²⁾ Includes legal and advisory fees, including due diligence and contract negotiations, related to the acquisition of Novaestiq Corp. in FY 2025.
⁽³⁾ Other non-recurring costs not directly attributable to the above categories, primarily tax restructuring costs in FY 2025.

Milk Makeup Goodwill

During the six months ended June 30, 2025, the Company recorded a non-cash impairment charge of $20.0 million within the Milk Makeup reporting unit to reduce the goodwill balance to $115.1 million. During the six months ended June 30, 2026, the Company recorded an additional non-cash impairment charge of $52.3 million within the Milk Makeup reporting unit to further reduce the goodwill balance to $62.8 million.

Goodwill Assumptions

The specific critical assumptions used in the fair value determination of Milk Makeup reporting unit include:

Revenue and Profitability Forecasts: Management’s forecast of revenue growth and Adjusted EBITDA margins is based on a five-year projection period through 2031. The forecast reflects management’s plan to return the reporting unit to growth through a renewed focus on the core consumer and concentrated investment in the Hydro and Sticks franchises, beginning with the August 2026 relaunch of the next generation of Sticks, under the leadership of a new management team. Because these initiatives are at an early stage, management risk-adjusted the forecast and captured the remaining execution risk through the increased Company Specific Risk Premium (CSRP) described below.
Long-term Growth Rate: A long-term growth rate of 3% was applied to cash flows beyond 2031 (the terminal period) using the Gordon Growth Model, reflecting management’s expectations of long-term, sustainable growth aligned with industry norms.
Discount Rate: A discount rate of 16.0% was used for the Discounted Cash Flow (DCF) method and is based on the reporting unit’s Weighted Average Cost of Capital (WACC), which includes a CSRP. The CSRP is re-evaluated annually, or as needed, based on forecast reliability and reflects business risk, including contingency allocations and sensitivity to underperformance scenarios. The CSRP applied in this test was 5%, compared with 2% in the prior test, reflecting the current transition period.
Market Multiple: Under the Guideline Public Company (GPC) method, an Enterprise Value (EV)-to-Revenue multiple of 1.75x was applied to the 2027 projection since the 2026 results are not representative of the expected reporting unit’s go-forward operations.
Method Weighting: Management determined fair value using a weighted average of the DCF method (80%) and the GPC method (20%). The greater weighting of the DCF method reflects the limited comparability of guideline public companies, which are generally larger and more diversified; this weighting results in a lower fair value than an equal weighting of the two methods.

In determining fair value, the Company acknowledges the inherent degree of uncertainty associated with key valuation assumptions, which are, by nature, forward-looking estimates. The following illustrates the effect of reasonably possible changes in individual key assumptions, with all other assumptions held constant:

Revenue and Profitability Forecasts: A 5% decrease in projected Adjusted EBITDA in each year of the projection period would reduce the estimated fair value by approximately 41.6%, or $74.7 million. A decrease of this magnitude would result in an additional impairment charge limited to the remaining goodwill balance of $62.8 million, while an increase would not result in the reversal of previously recognized impairment charges.
Long-term Growth Rate: A 0.5 % decrease in the long-term growth rate would reduce the estimated fair value by approximately 1.4%, or $2.4 million.
Discount Rate: A 1% increase in the discount rate would reduce the estimated fair value by approximately 8.1%, or $14.6 million. Conversely, a 1% decrease in the discount rate would increase the estimated fair value by approximately 9.6% or $17.2 million.
Market Multiple: Using a EV-to-Revenue multiple of 1.5x would reduce the GPC method output by 14.3% and the estimated fair value by approximately 2.9%, or $5.3 million.
Method Weighting: Changing the current method weighting from 80% DCF and 20% GPC to an equal weighting of 50% each would increase the estimated fair value by approximately 0.9%, or $1.6 million.

While we believe that the Company has used reasonable estimates and assumptions to determine the fair value of the Milk Makeup reporting unit, future events or changes in circumstances could lead to material changes in key assumptions, which could result in additional goodwill impairment.

WALDENCAST PLC SUMMARY OF UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands of U.S. dollars)

	June 30, 2026		December 31, 2025
Cash, cash equivalents, and restricted cash	$	7,818	$	5,835
Accounts receivable, net		5,265		18,395
Inventories		27,100		31,167
Prepaid expenses and other current assets		1,859		6,966
Current assets from discontinued operations – held for sale		436,414		64,580
Total current assets		478,456		126,943
Intangible assets, net		95,813		103,688
Goodwill		62,847		115,112
Other non-current assets		9,614		10,477
Noncurrent assets from discontinued operations – held for sale		—		389,941
Total assets	$	646,730	$	746,161

Accounts payable	$	14,049	$	12,396
Other current liabilities		30,197		30,352
Current liabilities from discontinued operations – held for sale		55,483		31,798
Total current liabilities		99,729		74,546
Long-term debt, net		149,305		135,752
Other non-current liabilities		6,480		6,895
Noncurrent liabilities from discontinued operations – held for sale		—		28,870
Total liabilities		255,514		246,063
Total Shareholders’ equity	$	391,216	$	500,098

WALDENCAST PLC UNAUDITED CONDENSED CONSOLIDATED CASH FLOW DATA (In thousands of U.S. dollars)

	Six months ended June 30, 2026			Six months ended June 30, 2025
Net loss from continuing operations	$	(94,852	)	$	(48,296	)
Non-cash expenses		81,340			36,400
Changes in operating assets and liabilities		22,048			(5,525	)
Net cash provided by (used in) operating activities from continuing operations		8,536			(17,421	)
Net cash provided by (used in) investing activities – continuing operations		(441	)		(1,942	)
Net cash provided by (used in) financing activities – continuing operations		(785	)		10,074
Net cash provided by (used in) operating activities – discontinued operations		(18,637	)		5,915
Net cash provided by (used in) investing activities – discontinued operations		(546	)		(1,392	)
Effect of foreign exchange rates on cash and cash equivalents		150			(1,060	)
Change in cash, cash equivalents and restricted cash		(11,723	)		(5,826	)
Cash, cash equivalents and restricted cash, beginning of period		31,893			16,302
Cash, cash equivalents and restricted cash, end of period		20,170			10,476
Less: cash, cash equivalents and restricted cash, end of period – discontinued operations		(12,352	)		(5,189	)
Cash, cash equivalents and restricted cash, end of period – continuing operations	$	7,818		$	5,287

WALDENCAST PLC UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) (In thousands of U.S. dollars, except share and per share data)

	Six Months Ended June 30, 2026			Six Months Ended June 30, 2025
Net revenue from continuing operations	$	26,102		$	60,858
Cost of goods sold		12,094			19,886
Gross profit		14,008			40,972
Selling, general and administrative		54,969			60,408
Loss on impairment of goodwill		52,265			19,960
Total operating expenses		107,234			80,368
Operating loss from continuing operations		(93,226	)		(39,396	)
Interest expense, net		5			10,579
Loss on extinguishment of debt		—			2,116
Change in fair value of derivative warrant liabilities		204			(2,587	)
Other expense (income), net		1,350			(1,253	)
Total other expenses (income), net		1,559			8,855
Loss from continuing operations, before income taxes		(94,785	)		(48,251	)
Income tax benefit		67			45
Net loss from continuing operations		(94,852	)		(48,296	)
Net loss from discontinued operations, net of income taxes		(18,688	)		(136,930	)
Net loss	$	(113,540	)	$	(185,226	)
Net loss attributable to noncontrolling interests – continuing operations	$	(6,022	)	$	(4,116	)
Net loss attributable to noncontrolling interests – discontinued operations	$	(1,186	)	$	(11,671	)
Net loss attributable to Class A shareholders	$	(88,830	)	$	(44,180	)
Net loss attributable to Class A shareholders – discontinued operations	$	(17,502	)	$	(125,259	)
Net loss per share attributable to Class A shareholders – basic and diluted:
Continuing operations	$	(0.75	)	$	(0.39	)
Discontinued operations	$	(0.15	)	$	(1.11	)
Net loss	$	(0.90	)	$	(1.51	)
Shares used in computing net loss per share:
Basic and Diluted		118,696,278			112,475,039

Net loss	$	(113,540	)	$	(185,226	)
Other comprehensive income (loss) — foreign currency translation adjustments, net of tax		168			(1,155	)
Comprehensive loss		(113,372	)		(186,381	)
Comprehensive loss attributable to noncontrolling interests		(7,208	)		(15,885	)
Comprehensive loss attributable to Class A shareholders	$	(106,164	)	$	(170,496	)

Discontinued Operations: Obagi Medical First Half Performance

On July 30, 2026, the Company completed the sale of the Obagi Medical business to Bridgepoint, and the results of the Obagi Medical operations are presented as discontinued operations for all periods presented. The commentary below describes the performance of the Obagi Medical business for the first half of 2026, prior to the completion of the sale.

Obagi Medical net revenue for the first half of 2026 was $90.8 million, a 27.1% increase versus $71.4 million in the first half of 2025. Excluding the Obagi Medical rights in Japan, which were sold to Rohto Pharmaceutical in November 2025, net revenue increased 31.2% versus $69.2 million in the first half of 2025. The strong growth in the period was primarily organic, driven by the existing skincare range, with the balance attributable to the commencement of injectables distribution during the first half of 2026.

Gross profit was $69.0 million, representing a gross margin of 76.0% compared with 72.1% in the first half of 2025. Operating loss from discontinued operations was $7.0 million, compared with $146.2 million in the first half of 2025, which included a $132.1 million non-cash goodwill impairment charge. Net loss from discontinued operations, net of income taxes, was $18.7 million, including $13.5 million of net interest expense, compared with $136.9 million in the first half of 2025.

SUMMARY OF UNAUDITED ASSETS AND LIABILITIES OF DISCONTINUED OPERATIONS (In thousands of U.S. dollars)

	June 30, 2026		December 31, 2025
Cash, cash equivalents, and restricted cash	$	12,352	$	26,058
Accounts receivable, net		12,804		9,619
Inventories		27,720		23,442
Prepaid expenses and other current assets		4,392		5,461
Intangible assets, net		311,027		323,411
Goodwill		62,459		62,459
Other assets		5,660		4,071
Total assets from discontinued operations – held for sale	$	436,414	$	454,521	*

Accounts payable	$	13,496	$	7,069
Contingent consideration liabilities		21,841		21,021
Other liabilities		20,146		32,578
Total liabilities from discontinued operations – held for sale	$	55,483	$	60,668	*

* Amounts in the comparative period are classified as current and noncurrent in the summary of unaudited condensed consolidated balance sheets.


SUMMARY OF UNAUDITED RESULTS FROM DISCONTINUED OPERATIONS (In thousands of U.S. dollars)

	Six Months Ended June 30, 2026			Six Months Ended June 30, 2025
Net revenue from discontinued operations	$	90,791		$	71,416
Cost of goods sold		21,765			19,917
Gross profit		69,026			51,499
Selling, general and administrative		76,032			65,605
Loss on impairment of goodwill		—			132,058
Total operating expenses		76,032			197,663
Operating loss from discontinued operations		(7,006	)		(146,164	)
Interest expense, net		13,515			—
Change in fair value of liabilities		2,669			18
Other income, net		(1,042	)		(232	)
Total other expenses (income), net		15,141			(214	)
Loss from operations, before income taxes		(22,148	)		(145,950	)
Income tax benefit		(3,460	)		(9,020	)
Net loss from discontinued operations, net of income taxes	$	(18,688	)	$	(136,930	)

Notes

About Waldencast plc
Waldencast plc (NASDAQ: WALD) is the parent company of Milk Makeup, the clean prestige beauty brand born from the creative community of Milk Studios in downtown New York City. Founded in 2016, Milk Makeup is built on the values of self-expression and inclusion, captured by its signature “Live Your Look,” and creates vegan, cruelty-free, clean formulas across a portfolio of hero franchises. Milk Makeup is available through milkmakeup.com and retail partners including Sephora, Ulta Beauty and Amazon Premium Beauty in the U.S., and select retailers internationally. For more information, please visit: www.milkmakeup.com.

Reconciliation of Non-GAAP Financial Measures
In addition to the financial measures presented in this release in accordance with U.S. GAAP, Waldencast separately reports financial results on the basis of the measures set out and defined below which are non-GAAP financial measures. Waldencast believes the non-GAAP measures used in this release provide useful information to management and investors regarding certain financial and business trends relating to its financial condition and results of operations. Waldencast believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends. These non-GAAP measures also provide perspective on how Waldencast’s management evaluates and monitors the performance of the business.

There are limitations to non-GAAP financial measures because they exclude charges and credits that are required to be included in GAAP financial presentation. The items excluded from GAAP financial measures such as net income/loss to arrive at non-GAAP financial measures are significant components for understanding and assessing our financial performance. Non-GAAP financial measures should be considered together with, and not as alternatives to, financial measures prepared in accordance with GAAP.

Please refer to definitions set out in the release and the tables included in this release for a reconciliation of these metrics to the most directly comparable GAAP financial measures.

Adjusted EBITDA is defined as GAAP net income (loss) before interest income or expense, income tax (benefit) expense, depreciation and amortization, and further adjusted for the items as described in the reconciliation below. We believe this information will be useful for investors to facilitate comparisons of our operating performance and better identify trends in our business. Adjusted EBITDA excludes certain expenses that are required to be presented in accordance with GAAP because management believes they are non-core to our regular business. These include non-cash expenses, such as depreciation and amortization, stock-based compensation, change in fair value of assets and liabilities, loss on impairment of goodwill, loss on extinguishment of debt, strategic review, and foreign currency translation loss (gain). In addition, adjustments include expenses that are not related to our underlying business performance including (1) legal, advisory and consultant fees related to the financial restatement of previously issued financial statements and associated regulatory investigation and acquisitions, and (2) other non-recurring costs, primarily tax restructuring costs. The Adjusted EBITDA reconciliation by Milk Makeup and central headquarters for each period is included in the Appendix.

Adjusted EBITDA Margin is defined as Adjusted EBITDA as a percentage of net revenue. The Adjusted EBITDA Margin reconciliation by Milk Makeup and central headquarters for each period is included in the Appendix.

Cautionary Statement Regarding Forward-Looking Statements
All statements in this release that are not historical, are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about: our ability to deliver financial results in line with expectations; expectations regarding sales, earnings or other future financial performance and liquidity or other performance measures; our long-term strategy and future operations or operating results; expectations with respect to our industry and the markets in which it operates; future product introductions; developments relating to investigations and legal proceedings; and any assumptions underlying any of the foregoing. Words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “should,” and “will” and variations of such words and similar expressions are intended to identify such forward-looking statements.

These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside of our control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements, including, among others (i) our ability to successfully implement our management’s plans and strategies; (ii) our ability to realize the contingent consideration, vendor notes and earnout payments receivable in connection with the Obagi Medical disposal; (iii) the impact of the material weaknesses in our internal control over financial reporting, including associated investigations, our efforts to remediate such material weaknesses and the timing of remediation and resolution of associated investigations; (iv) the overall economic and market conditions, sales forecasts and other information about our possible or assumed future results of operations or our performance; (v) the general impact of geopolitical events, including the impact of current wars, conflicts or other hostilities; (vi) our ability to manage expenses, our liquidity and our investments in working capital; (vii) any failure to obtain governmental and regulatory approvals related to our business and products; (viii) the impact of any international trade or foreign exchange restrictions, increased tariffs, foreign currency exchange fluctuations; (ix) our ability to raise additional capital or complete desired acquisitions; (x) developments related to ongoing disputes; (xi) volatility and trading volume of Waldencast’s securities due to a variety of factors, including Waldencast’s intended delisting and deregistration of its securities; (xii) the ability to implement business plans, forecasts, and other expectations, and identify and realize additional opportunities; (xiii) the ability to continue to innovate Milk Makeup’s existing products and anticipate and respond to market trends and changes in consumer preferences; (xiv) any shifts in the preferences of consumers as to where and how they shop; (xv) the impact of any unfavorable publicity on our business or products; (xvi) changes in future exchange or interest rates or credit ratings; (xvii) our ability to comply with laws, regulations, and policies, including as a result of any changes thereto; and (xiii) social, political and economic conditions. These and other risks, assumptions and uncertainties are more fully described in the Risk Factors section of our 2025 20-F (File No. 01-40207), filed with the SEC on March 13, 2026, and in our other documents that we file or furnish with the SEC, which you are encouraged to read. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. Accordingly, you are cautioned not to rely on these forward-looking statements, which speak only as of the date they are made. Waldencast expressly disclaims any current intention, and assumes no duty, to update publicly any forward-looking statement after the distribution of this release, whether as a result of new information, future events, changes in assumptions or otherwise.

Contacts:

Investors	Media
ICR	ICR
Allison Malkin	Brittney Fraser/Alecia Pulman
waldencastir@icrinc.com	waldencast@icrinc.com

Posted in UncategorizedTagged GlobeNewswire

Glacier Bancorp, Inc. Announces Third Quarter Earnings Release and Conference Call

Posted on September 28, 2026 by Ravi Shankar

KALISPELL, Mont., Sept. 28, 2026 (GLOBE NEWSWIRE) — Glacier Bancorp, Inc. (NYSE: GBCI) will report third quarter financial results after the market closes on October 22, 2026. A conference call for investors is scheduled for 11:00 a.m. Eastern Time on Friday, October 23, 2026.

Please note that our conference call host no longer offers a general dial-in number.

Investors who would like to join the call may now register by following this link to obtain dial-in instructions: https://register-conf.media-server.com/register/BIf897ad06750d4ea68674bf70f03fbe10.

To participate via the webcast, log on to: https://edge.media-server.com/mmc/p/xhafbtnc.

If you are unable to participate during the live webcast, the call will be archived on our website, www.glacierbancorp.com.

Glacier Bancorp, Inc. is the parent company for Glacier Bank and its bank divisions: Altabank (American Fork, UT) Bank of the San Juans (Durango, CO), Citizens Community Bank (Pocatello, ID), Collegiate Peaks Bank (Buena Vista, CO), First Bank of Montana (Lewistown, MT), First Bank of Wyoming (Powell, WY), First Community Bank Utah (Layton, UT), First Security Bank (Bozeman, MT), First Security Bank of Missoula (Missoula, MT), First State Bank (Wheatland, WY), Glacier Bank (Kalispell, MT), Guaranty Bank & Trust (Mount Pleasant, TX), Heritage Bank of Nevada (Reno, NV), Mountain West Bank (Coeur d’Alene, ID), The Foothills Bank (Yuma, AZ), Valley Bank (Helena, MT), Western Security Bank (Billings, MT), and Wheatland Bank (Spokane, WA).

Randall M. Chesler, CEO
(406) 751-4722
Ron J. Copher, CFO
(406) 751-7706

Posted in UncategorizedTagged GlobeNewswire

Exascale Labs Holdings Inc. Reports 111% Revenue Growth for Full Fiscal Year 2026 and Provides Business Update Following Successful Nasdaq Listing

Posted on September 28, 2026 by Ravi Shankar

Fiscal year 2026 revenue increased 111% to $14.8 million, compared to $7.0 million in fiscal year 2025, driven by accelerating demand for the Company’s software-defined GPU-as-a-Service platform.
Successfully completed business combination with D. Boral ARC Acquisition I Corp.; commenced trading on Nasdaq under ticker symbols “XLAB” and “XLABW” for its Class A common stock and its warrants, respectively, on August 28, 2026.
Expanded strategic partnerships, including an LOI with Compal Electronics for next-generation 800 VDC GPU validation platforms and an MOU with EnergyBank for floating offshore wind-powered AI compute.

HOUSTON, Sept. 28, 2026 (GLOBE NEWSWIRE) — Exascale Labs Holdings Inc. (Nasdaq: XLAB) (“Exascale” or the “Company”), a provider of next-generation AI compute infrastructure, today announced its financial and operational results for the fiscal year ended June 30, 2026.

“Fiscal year 2026 was the year we laid the foundation to become a public company,” said Hoansoo Lee, Chief Executive Officer of Exascale. “To establish our readiness for this next phase, we grew our GPU-as-a-Service business, deepened our infrastructure partnership with Compal, and closed the agreement that brought Exascale to Nasdaq. Since listing in August, we’ve moved quickly, signing a memorandum of understanding with EnergyBank for offshore wind-powered compute, and signing a letter of intent with Compal on our 800 VDC platform. Our qualified customer pipeline has grown to approximately $300 million; and these early-stage agreements are just the beginning. Our focus is on transitioning these agreements into signed contracts and executing on our strong pipeline opportunities.”

Mr. Lee continued, “Exascale’s revenue grew 111% this past fiscal year, powered by a 124% increase in our intelligent computing power service and a customer renewal rate around 68%, and the balance sheet is now stronger following the close of the business combination. Our focus now is on converting that growth into disciplined, scalable execution as a public company.”

Recent Strategic & Operational Highlights

Successful Nasdaq Public Listing: Exascale completed its business combination with D. Boral ARC Acquisition I Corp. Exascale’s Class A common stock and warrants began trading on the Nasdaq Global Market under the ticker symbols “XLAB” and “XLABW,” respectively, on August 28, 2026.
Compal Electronics LOI: Entered into a non-binding Letter of Intent (“LOI”) with Compal Electronics to jointly develop a U.S.-based native 800 VDC validation platform for next-generation GPU systems. The goal of joint effort is to validate high-efficiency power architectures designed for ultra-high-density AI data centers.
Appointment of New Chief Financial Officer: Exascale appointed Jake Carney as Chief Financial Officer, effective September 25, 2026.
EnergyBank Sustainable Compute MOU: Signed a Memorandum of Understanding (“MOU”) with EnergyBank to integrate floating offshore wind power and long-duration energy storage into Exascale’s modular AI compute infrastructure.
Platform Orchestration Enhancements: Deployed proprietary GPU cluster management software enabling dynamic resource allocation, automated failover, and optimized latency for high-concurrency LLM inference workloads.

“Our 800 VDC validation work with Compal and the orchestration layer we shipped this year are the same bet, power density is a real bottleneck for AI infrastructure, not just GPU supply,” said Zach Bright, Head of R&D at Exascale. “Both are built to hold up as workloads get denser, and that’s what we’re most focused on getting right.”

Fiscal Year 2026 Financial Highlights (“FY 2026”)

Total Revenue: FY 2026 revenue was $14.8 million, representing an increase of 111.3% compared to $7.0 million reported in Fiscal Year 2025 (“FY 2025”). The growth was primarily attributed a 124.0% increase in revenue from Exascale’s intelligent computing power service, driven by higher spending from existing customers and an expanding customer base, with a roughly 68% customer renewal rate.
Gross Profit: Gross profit for FY 2026 was $2.4 million, and 16.3% gross margin, compared to $1.1 million gross profit and 15.8% gross in FY 2025. This increase in growth profit and gross margin reflects scalable operational efficiency amid rapid revenue growth.
Operating Expenses: Operating expenses were $7.2 million in FY 2026, compared to $4.2 million in FY 2025. The increase was driven primarily by a $2.7 million increase in research and development expenses and a $0.9 million increase in general and administrative expenses, partially offset by a decrease in selling and marketing expenses of $0.5 million.
Net Loss: Net loss for FY 2026 was $12.2 million, compared to $7.7 million in FY 2025. The increase was driven primarily by higher operating expenses associated with scaling infrastructure, expanding market presence, and advancing our technology platform, as well as a non-cash fair value adjustment on our simple agreements for future equity (“SAFE’s”). As of June 30, 2026, those SAFEs carried an aggregate fair value of approximately $29.1 million; all outstanding SAFEs converted into the Company’s Class A common stock upon the closing of the business combination on August 27, 2026, eliminating the liability from the Company’s balance sheet.
Cash and Capital Resources: As of June 30, 2026, Exascale held $2.7 million in cash, supplemented post-period by the successful closing of its business combination on August 27, 2026. In connection with the closing, Exascale obtained access to net cash proceeds of approximately $11.8 million from the business combination.

Fiscal Year 2027 Outlook
For the fiscal year ending June 30, 2027, Exascale intends to focus on the following core growth pillars:

Capacity Expansion: Accelerate GPU-as-a-Service capacity expansion by onboarding additional top-tier data center host sites and GPU clusters across North America, Asia, and Europe.
Next-Gen Power & Cooling Architecture: Commercialize proprietary native 800 VDC and modular high-density cooling solutions to address power density bottlenecks facing enterprise AI workloads.
Enterprise SaaS Platform Monetization: Drive adoption of Exascale’s proprietary GPU orchestration and cluster management software among AI operators.

About Exascale

Exascale is a next-generation AI infrastructure provider operating a software-defined GPU compute platform and related AI infrastructure solutions. Its business includes, GPU-as-a-service, GPU cluster management and optimization, and infrastructure solutions spanning modular data centers, HVDC power, high-density cooling, and data center interconnectivity. Exascale’s platform supports large-scale AI workloads, including training, fine-tuning, high-concurrency inference, and API-based token generation. For more information, visit www.exascalelabs.ai.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “anticipate,” “believe,” “can,” “continue,” “could,” “expect,” “intend,” “may,” “plan,” “project,” “seek,” “should,” “will,” and similar expressions. These statements include, without limitation, statements regarding Exascale’s future financial and operating performance, its business strategy and growth plans, anticipated demand for AI infrastructure and compute capacity, planned deployment of modular data center, liquid cooling, HVDC power, data center interconnectivity and energy storage solutions, expectations regarding additional financing, and Exascale’s competitive and market positioning, and statements regarding the MOU and the LOI and the plans of the parties thereto regarding such LOI and MOU. The MOU and LOI are non-binding and do not create any obligations for the parties thereto to into any definitive agreements.

These statements are based on current expectations and assumptions, and involve risks and uncertainties that could cause actual results or events to differ materially, including, among others, changes in customer demand, supply constraints for GPUs and related infrastructure components, Exascale’s ability to convert its pipeline opportunities into customer relationships and revenue, competitive pressures from larger and better-capitalized providers, technological risks, operational and execution risks associated with scaling infrastructure deployments, Exascale’s ability to access financing on favorable terms, regulatory changes, and macroeconomic factors.

If any of these risks materialize or the assumptions prove incorrect, actual results could differ materially from the results contained in or implied by these forward-looking statements. There may be additional risks that Exascale presently does not know of or cannot anticipate, or that Exascale currently believes are immaterial, that could also cause actual results to differ materially from those contained in or implied by the forward-looking statements.

Forward-looking statements reflect Exascale’s expectations, plans or forecasts of future events and views as of the date of this press release. Exascale anticipates that subsequent events and developments will cause its assessments to change. However, while Exascale may elect to update these forward-looking statements at some point in the future, Exascale specifically disclaims any obligation to do so.

Readers are cautioned not to place undue reliance upon any forward-looking statement.

Investor Contact
Cameron Radinovic
KCSA Strategic Communications
Exascale@KCSA.com

Media Contact
Hannah Erger
KCSA Strategic Communications
Exascale@KCSA.com


EXASCALE LABS INC. Consolidated Statements of Operations (All amounts in US$, except for number of shares and per share data) (unaudited)

	For the years ended June 30,
	2025			2026
Revenues	$	7,015,512		$	14,822,799
Cost of revenues		(5,910,315	)		(12,404,546	)
Gross profit		1,105,197			2,418,253

Operating expenses
Selling and marketing expenses		(989,155	)		(499,392	)
General and administrative expenses		(362,982	)		(1,229,516	)
Research and development expenses		(2,797,906	)		(5,490,185	)
Total operating expenses		(4,150,043	)		(7,219,093	)
Loss from operations		(3,044,846	)		(4,800,840	)
Change in fair value of simple agreements for future equity		(4,614,821	)		(7,377,383	)
Other income		–			15,832
Loss before income tax expenses		(7,659,667	)		(12,162,391	)
Income tax expenses		–			–
Net loss and total comprehensive loss	$	(7,659,667	)	$	(12,162,391	)

Loss per share
Basic and diluted	$	(5,106.44	)	$	(8,108.26	)

Weighted average number of shares used to compute loss per share
Basic and diluted		1,500			1,500

[Balance sheet reflects Exascale as a standalone private company as of June 30, 2026; it will not include the effects of the August 27, 2026 business combination, which is a subsequent event]


EXASCALE LABS INC. Consolidated Balance Sheets (All amounts in US$, except for number of shares)

	As of June 30,
	2025			2026
ASSETS
Current Assets
Cash and cash equivalents	$	4,231,689		$	2,693,586
U.S. Dollar Coin		–			2,160,746
Accounts receivable, net		152,536			1,107,210
Advance to suppliers		1,030,761			112,343
Refundable deposits receivable		681,125			450,000
Other receivables		1,207,626			–
Total Current Assets		7,303,737			6,523,885

Non-Current Assets
Deferred offering costs		–			190,000
Equipment, net		19,600			12,840
Total Non-Current Assets		19,600			202,840
Total Assets	$	7,323,337		$	6,726,725

LIABILITIES AND SHAREHOLDERS’ DEFICIT
Current Liabilities
Accounts payable	$	90,015		$	916,422
Simple agreements for future equity		18,243,885			29,121,268
Contract liabilities		432,760			1,070,378
Refundable deposits payable		1,445,580			359,481
Other current liabilities		107,481			417,951
Total Current Liabilities		20,319,721			31,885,500
Total Liabilities	$	20,319,721		$	31,885,500

Commitments and contingencies

Shareholders’ Deficit
Common stock (US$0.01 par value per share; 1,500 shares authorized; 1,500 shares issued and outstanding as of June 30, 2025)	$	15		$	–
Class A common stock (US$0.01 par value per share; 303 shares authorized; 303 shares issued and outstanding as of June 30, 2026)		–			3
Class B common stock (US$0.01 par value per share; 1,197 shares authorized; 1,197 shares issued and outstanding as of June 30, 2026)		–			12
Additional paid-in capital		220,636			220,636
Accumulated deficit		(13,217,035	)		(25,379,426	)
Total Shareholders’ Deficit	$	(12,996,384	)	$	(25,158,775	)
Total Liabilities and Shareholders’ Deficit	$	7,323,337		$	6,726,725

Posted in UncategorizedTagged GlobeNewswire

Precision Optics Reports Fourth Quarter and Fiscal Year 2026 Financial Results

Posted on September 28, 2026 by Ravi Shankar

Conference Call Scheduled for Today, September 28, 2026, at 5:00 p.m. ET

LITTLETON, Mass., Sept. 28, 2026 (GLOBE NEWSWIRE) — Precision Optics Corporation, Inc. (NASDAQ: POCI), a leading designer and manufacturer of advanced optical instruments for the medical and defense/aerospace industries, today announced financial results for its fourth quarter and fiscal year ended June 30, 2026.

Q4 2026 Financial Highlights (3 Months Ended June 30, 2026)

Revenue was $8.8 million, a quarterly record, compared to $6.2 million in the same quarter of the previous fiscal year, representing growth of approximately 42%, and compared to $8.7 million in the most recent sequential quarter.
Production revenue was $8.0 million, a quarterly record, compared to $5.1 million in the same quarter of the previous fiscal year, representing growth of approximately 57%, and compared to $7.6 million in the most recent sequential quarter.
Gross margin was 25.3% compared to 13.0% in the same quarter of the previous fiscal year and compared to 23.6% in the most recent sequential quarter.
Net loss for the quarter was $(0.1) million, compared to a net loss of $(1.4) million in the same quarter of the previous fiscal year and a net loss of $(0.1) million in the most recent sequential quarter.
Adjusted EBITDA was $0.4 million for the quarter compared to $(0.9) million in the same quarter of the previous fiscal year and $0.3 million in the most recent sequential quarter.

FY 2026 Financial Highlights (Year Ended June 30, 2026)

Revenue was $31.5 million, a fiscal year record, compared to $19.1 million in the previous fiscal year, representing growth of approximately 65%.
Production revenue doubled to $28.1 million compared to $14.2 million in the previous fiscal year.
Gross margin was 17.2% compared to 17.8% in the previous fiscal year.
Net loss for the fiscal year declined to $(3.6) million, or $(0.43) per share, from $(5.8) million, or $(0.85) per share, in the previous fiscal year.
Adjusted EBITDA was $(2.1) million for the fiscal year compared to $(3.7) million in the previous fiscal year, an improvement of approximately $1.6 million.
Cash and cash equivalents were $9.8 million at June 30, 2026, compared to $1.8 million at June 30, 2025.

Recent Additional Highlights

Achieved record quarterly revenue from the Company’s existing top-tier aerospace customer and continued strong production of its single-use cystoscopy surgery system.
Continued ramping production under the previously announced $3.5 million follow-on order for the single-use ophthalmic program.
Received a $1.3 million follow-on production order from a large defense company.
Recently announced an initial engineering order from a U.S. space technology company.
Continued strengthening the Company’s leadership team with the appointment of Peter Thier as Senior Vice President of Sales and Marketing.

FY 2027 Financial Guidance (Year Ending June 30, 2027)

The Company expects fiscal year 2027 revenue to be in the range of $30 million to $33 million, similar to fiscal year 2026. The outlook reflects a pause in demand from the Company’s existing satellite customer with growth in single-use medical device programs, renewed defense production, additional programs transitioning into production and new engineering engagements expecting to partly offset this reduction. The Company expects a stronger second half of the year as orders are expected to resume from the existing satellite customer.
The Company expects fiscal year 2027 Adjusted EBITDA to be in a range of $(1.2) million to $(1.7) million.

“Fiscal 2026 was a year of transformation for Precision Optics, and our fourth-quarter results demonstrate the progress we have made. We delivered record quarterly revenue, and a second consecutive quarter of positive Adjusted EBITDA, closing a year in which revenue grew 65%,” said Joe Forkey, CEO of Precision Optics. “Our fiscal 2027 revenue guidance is significantly impacted by the temporary pause in production with our existing satellite customer. As that customer resumes orders and we execute on growing existing and new customers, we anticipate returning to record quarterly revenue levels in the second half of the fiscal year. We believe there is a significant market opportunity, and we will continue to invest in capabilities, capacity and market penetration.”

“Rebuilding our product development pipeline is a priority led by our new SVP of Sales and Marketing. We received an initial engineering order from a second satellite customer. Although it is still early, we see the potential to build another meaningful, long-term production relationship.”

The following table summarizes the fourth quarter and fiscal year results for the periods ended June 30, 2026 and 2025. Fourth-quarter results are unaudited.

	Three Months Ended June 30 2026	Three Months Ended June 30 2025	Year Ended June 30 2026	Year Ended June 30 2025
Revenues	$8,774,474	$6,181,342	$31,531,765	$19,091,269
Cost of goods sold	6,550,806	5,382,155	26,100,545	15,686,836
Gross profit	2,223,668	799,187	5,431,220	3,404,433
Total operating expenses	2,330,228	2,155,229	8,939,828	8,955,724
Operating income (loss)	(106,560)	(1,356,042)	(3,508,608)	(5,551,291)
Interest income (expense), net	(971)	(44,577)	(116,325)	(227,019)
Income (loss) before income taxes	(107,531)	(1,400,619)	(3,624,933)	(5,778,310)
Income tax expense (benefit)	(3,744)	1,936	4,958	1,936
Net Loss	$(103,787)	$(1,402,555)	$(3,629,891)	$(5,780,246)
Earnings (loss) per share, basic	$(0.01)	$(0.18)	$(0.43)	$(0.85)
Earnings (loss) per share, diluted	$(0.01)	$(0.18)	$(0.43)	$(0.85)
Weighted average shares, basic	10,943,843	7,690,084	8,530,599	6,790,466
Weighted average shares, diluted	10,943,843	7,690,084	8,530,599	6,790,466

Conference Call Details

Date and Time: Monday, September 28, 2026, at 5:00 p.m. ET.

Call-in Information: Interested parties can access the conference call by dialing (844) 735-3662 or (412) 317-5705.

Live Webcast Information: Interested parties can access the conference call via a live webcast, which will be available at https://app.webinar.net/0E4e7l07PjV.

Replay: A teleconference replay of the call will be available for seven days at (855) 669-9658 or (412) 317-0088, replay access code 7128172. A webcast replay will be available at https://app.webinar.net/0E4e7l07PjV.

About Precision Optics Corporation

Founded in 1982, Precision Optics is a vertically integrated optics company focused on leveraging its proprietary micro-optics, multi-channel and ultra-high precision imaging and digital imaging technologies across the medical device, defense/aerospace and satellite communications markets. Through its Systems Manufacturing, Engineering, Ross Optical and Micro-Optics Lab operations, the Company provides services from new product concept and design through volume production. Its in-house optical, mechanical, electrical and systems engineering, prototyping, regulatory support, fabrication, assembly and manufacturing capabilities enable it to develop next-generation solutions for demanding customer requirements. In medical devices, Precision Optics supports minimally invasive and robotic surgery with micro-endoscopes, single-use and reusable endoscopes, digital imaging and related optical assemblies. In defense/aerospace and satellite communications, the Company applies its micro-optics and opto-mechanical expertise to applications requiring high quality and optimized size, weight and power. Ross Optical complements these capabilities through global sourcing, inspection and production of custom and catalog optics. For more information, please visit www.poci.com.

Non-GAAP Financial Measures

Precision Optics has provided in this press release financial information that has not been prepared in accordance with accounting principles generally accepted in the United States of America (“non-GAAP”). The non-GAAP financial measure is Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization). In addition to these items, Adjusted EBITDA excludes from Net Income (Loss) the effect of stock-based compensation, interest expense and interest income, depreciation and amortization and income taxes..

This non-GAAP financial measure assists Precision Optics management in comparing its operating performance over time because certain items may obscure the underlying business trends and make comparisons of long-term performance difficult, as they are of a nature and/or size that occur with inconsistent frequency or relate to discrete acquisition or restructuring plans that are fundamentally different from the ongoing productivity of the Company. Precision Optics management also believes that presenting this measure allows investors to view its performance using the same measures that the Company uses in evaluating its financial and business performance and trends.

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information calculated in accordance with GAAP. Investors are encouraged to review the reconciliation of non-GAAP measures to their most directly comparable GAAP financial measures. A reconciliation of the non-GAAP financial measure presented above to GAAP results has been provided in the financial tables included with this press release.

Precision Optics is unable to provide a reconciliation of forward-looking Adjusted EBITDA guidance to net income (loss), the most directly comparable GAAP financial measure, without unreasonable efforts because of the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including stock-based compensation expense, which may vary significantly based on stock price and other factors outside the Company’s control. The unavailable information could have a significant effect on the Company’s GAAP financial results.

About Forward-Looking Statements

This press release contains forward-looking statements within the meaning of U.S. federal securities laws including statements concerning our fiscal year 2027 revenue and Adjusted EBITDA guidance, our expectations regarding customer demand and order resumption, and our anticipated return to record revenue levels. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. In addition, any statements that refer to projections, forecasts, or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. The forward-looking statements contained in this press release are based on certain assumptions and analyses made by the management of the Company in light of their respective experience and perception of historical trends, current conditions, and expected future developments and their potential effects on the Company as well as other factors they believe are appropriate in the circumstances. There can be no assurance that future developments affecting the Company will be those anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the control of the parties), or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements, including the demand for the Company’s products, global supply chains and economic activity in general and other risks and uncertainties identified in the Company’s filings with the SEC. Should one or more of these risks or uncertainties materialize or should any of the assumptions being made prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as may be required under applicable securities laws.

PRECISION OPTICS CORPORATION, INC. Balance Sheets at June 30, 2026 and 2025
	2026			2025
ASSETS
Current Assets:
Cash and cash equivalents	$	9,841,142		$	1,773,735
Accounts receivable, net of allowance for credit losses of $108,220 at June 30, 2026 and $80,192 at June 30, 2025		5,944,412			4,336,730
Inventories, net		3,829,414			3,562,112
Prepaid expenses		494,488			385,390
Total current assets		20,109,456			10,057,967

Fixed Assets:
Machinery and equipment		3,410,813			3,385,958
Leasehold improvements		1,226,171			871,356
Furniture and fixtures		645,046			538,428
		5,282,030			4,795,742
Less—Accumulated depreciation and amortization		4,394,317			4,261,950
Net fixed assets		887,713			533,792

Operating lease right-of-use asset		2,300,866			141,825
Patents, net		212,889			232,493
Goodwill		8,824,210			8,824,210
Total other assets		11,337,965			9,198,528
TOTAL ASSETS	$	32,335,134		$	19,790,287

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Current portion of capital lease obligation	$	–		$	27,368
Current maturities of long-term debt		577,898			577,898
Accounts payable		3,582,674			2,909,100
Customer advances		2,498,501			1,821,929
Accrued compensation and other		1,843,368			764,004
Operating lease liability		325,500			50,995
Total current liabilities		8,827,941			6,151,294

Long-term debt, net of current maturities		711,305			1,289,205
Operating lease liability, net of current portion		2,446,576			90,954
Total liabilities		11,985,822			7,531,453
Stockholders’ Equity:
Common stock, $0.01 par value: 50,000,000 shares authorized; issued and outstanding – 10,972,792 shares at June 30, 2026 and 7,714,701 shares at June 30, 2025		109,728			77,147
Additional paid-in capital		80,840,105			69,152,317
Accumulated deficit		(60,600,521	)		(56,970,630	)
Total stockholders’ equity		20,349,312			12,258,834

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	32,335,134		$	19,790,287

PRECISION OPTICS CORPORATION, INC. Statements of Operations for the Years Ended June 30, 2026 and 2025
	2026			2025

Revenues	$	31,531,765		$	19,091,269
Cost of goods sold		26,100,545			15,686,836

Gross profit		5,431,220			3,404,433

Research and development expenses, net		1,033,156			1,157,963
Selling, general and administrative expenses		7,906,672			7,797,761
Total operating expenses		8,939,828			8,955,724

Operating loss		(3,508,608	)		(5,551,291	)

Other expense
Interest expense		(148,129	)		(227,019	)
Interest income		31,804			–

Loss before provision for income taxes		(3,624,933	)		(5,778,310	)

Provision for income taxes		4,958			1,936

Net loss	$	(3,629,891	)	$	(5,780,246	)

Loss per share:
Basic and fully diluted	$	(0.43	)	$	(0.85	)

Weighted average common shares outstanding:
Basic and fully diluted		8,530,599			6,790,466

PRECISION OPTICS CORPORATION, INC. Statements of Stockholders’ Equity for the Years Ended June 30, 2026 and 2025
	Number of Shares		Common Stock		Additional Paid-in Capital		Accumulated Deficit			Total Stockholders’ Equity

Balance, June 30, 2024		6,073,939	$	60,739	$	61,197,433	$	(51,190,384	)	$	10,067,788
Issuance of common stock in a registered direct offering		1,538,368		15,384		6,254,752		–			6,270,136
Proceeds from exercise of stock option		71,979		721		88,329		–			89,050
Issuance of common stock for consulting services and employees		30,415		303		151,395		–			151,698
Stock-based compensation		–		–		1,460,408		–			1,460,408
Net loss		–		–		–		(5,780,246	)		(5,780,246	)
Balance, June 30, 2025		7,714,701	$	77,147	$	69,152,317	$	(56,970,630	)	$	12,258,834

Issuance of common stock in public offering		3,194,444		31,944		10,598,734		–			10,630,678
Proceeds from exercise of stock option		40,294		404		39,595		–			39,999
Issuance of common stock for employee services		23,353		233		100,267		–			100,500
Stock-based compensation		–		–		949,192		–			949,192
Net loss		–		–		–		(3,629,891	)		(3,629,891	)
Balance, June 30, 2026		10,972,792	$	109,728	$	80,840,105	$	(60,600,521	)	$	20,349,312

PRECISION OPTICS CORPORATION, INC. Statements of Cash Flows For the Years Ended June 30, 2026 and 2025
	2026			2025
Cash Flows from Operating Activities:
Net loss	$	(3,629,891	)	$	(5,780,246	)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities-
Depreciation and amortization		279,277			212,439
Stock-based compensation expense		1,139,692			1,612,106
Non-cash legal expense		–			34,881
Non-cash interest expense		18,433			11,563
Non-cash operating lease expense		252,336			124
Loss on disposal of fixed assets		34,506			–
Changes in operating assets and liabilities:
Accounts receivable, net		(1,607,682	)		(791,239	)
Inventories		(267,302	)		(694,012	)
Prepaid expenses		(109,098	)		(86,026	)
Accounts payable		673,574			1,511,787
Contract liabilities		676,572			649,579
Accrued compensation and other		989,364			(76,658	)
Net cash used in operating activities		(1,550,219	)		(3,395,702	)

Cash Flows from Investing Activities:
Additional patent costs		(5,564	)		(6,264	)
Proceeds from sale of fixed assets		3,000			–
Purchases of property and equipment		(426,786	)		(227,209	)
Net cash used in investing activities		(429,350	)		(233,473	)

Cash Flows from Financing Activities:
Payment of capital lease obligations		(27,368	)		(41,114	)
Principal payments of long-term debt		(596,333	)		(280,440	)
Payment of debt issuance costs		–			(40,000	)
Repayments on line of credit		–			(1,000,000	)
Gross proceeds from registered direct offerings of common stock		–			6,270,136
Proceeds from public offering of common stock, net		10,630,678			–
Gross proceeds from exercise of stock options		39,999			89,050
Net cash provided by financing activities		10,046,976			4,997,632

Net increase in cash and cash equivalents		8,067,407			1,368,457
Cash and cash equivalents, beginning of year		1,773,735			405,278

Cash and cash equivalents, end of year	$	9,841,142		$	1,773,735

Supplemental disclosure of cash flow information:
Cash paid during the year for income taxes	$	2,600		$	1,936
Cash paid during the year for interest	$	129,696		$	216,456
Leasehold improvements financed by landlord	$	218,750		$	–
Issuance of common stock for consulting and employee services	$	100,500		$	151,698
Stock based compensation for employee services included in accrued compensation and other	$	90,000		$	–
Operating right-of-use assets obtained in exchange for operating lease liabilities	$	2,632,584		$	133,650

PRECISION OPTICS CORPORATION, INC.
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
ADJUSTED EBITDA

	Three Months Ended						Year Ended
	June 30						June 30
	2026			2025			2026			2025
Net Loss (GAAP)	$	(103,787	)	$	(1,402,555	)	$	(3,629,891	)	$	(5,780,246	)

Stock based compensation		397,193			439,873			1,139,692			1,612,106

Depreciation and amortization		64,329			59,226			279,277			212,439

Income Taxes		(3,744	)		1,936			4,958			1,936

Interest Expense		32,775			44,577			148,129			227,019

Interest Income		(31,804	)		–			(31,804	)		–

Adjusted EBITDA (non-GAAP)	$	354,962		$	(856,943	)	$	(2,089,639	)	$	(3,726,746	)

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