MEMPHIS, Tenn., Nov. 12, 2026 (GLOBE NEWSWIRE) — AutoZone, Inc. (NYSE:AZO) announced it will hold its Annual Meeting of Stockholders on Wednesday, December 16, 2026, at the J.R. Hyde III Store Support Center in Memphis, Tennessee. The meeting will begin at 9:00 a.m. (ET). Additionally, this event will be webcast and can be accessed at AutoZone’s website at www.autozone.com and by clicking on Investor Relations.

About AutoZone (NYSE: AZO)
As of August 29, 2026, AutoZone had 6,863 stores in the U.S., 1,001 in Mexico and 167 in Brazil, for a total store count of 8,031.

AutoZone is a leading retailer and distributor of automotive replacement parts and accessories in the Americas. Each store carries an extensive product line for cars, sport utility vehicles, vans and light duty trucks, including new and remanufactured automotive hard parts, maintenance items, accessories, and non-automotive products. The majority of stores have a Commercial sales program that provides prompt delivery of parts and other products and Commercial credit to local, regional and national repair garages, dealers, service stations, fleet owners and other accounts. AutoZone also sells automotive hard parts, maintenance items, accessories and non-automotive products through www.AutoZone.com, and our Commercial customers can make purchases through www.AutoZonePro.com. Additionally, we sell the ALLDATA brand of automotive diagnostic, repair, collision and shop management software through www.ALLDATA.com. We also provide product information on our Duralast-branded products through www.DuralastParts.com. AutoZone does not derive revenue from automotive repair or installation services.

Contact Information:
Financial: Brian Campbell at (901) 495-7005, Brian.Campbell@AutoZone.com
Media: Jennifer Hughes at (901) 495-6022, Jennifer.Hughes@AutoZone.com

Data presented today for the first time at the American Autonomic Society (AAS) annual meeting

POTS (postural orthostatic tachycardia syndrome) is a debilitating condition characterized by a marked increase in heart rate upon standing and associated orthostatic symptoms, with no FDA-approved treatments available

A single dose of baloncibart reduced the exaggerated heart rate response to standing and improved orthostatic symptoms through four weeks; biomarker changes were consistent with plasma volume expansion, the intended effect of NPR1 blockade

Potentially pivotal Phase 3 trial planned for first half of 2027

TARRYTOWN, N.Y., Nov. 12, 2026 (GLOBE NEWSWIRE) — Regeneron Pharmaceuticals, Inc. (NASDAQ: REGN) today announced results from the Phase 2 PINNACLE trial in adults with postural orthostatic tachycardia syndrome (POTS) evaluating baloncibart, a novel, investigational, first-in-class monoclonal antibody that blocks natriuretic peptide receptor 1 (NPR1). The data were presented for the first time at the American Autonomic Society’s (AAS) 37th International Symposium on the Autonomic Nervous System in San Diego, CA.

POTS is a chronic disorder in which heart rate rises abnormally upon standing. Patients may experience palpitations, dizziness, fatigue, exercise intolerance, cognitive difficulties, gastrointestinal symptoms and chronic pain. Although historically underdiagnosed, recent estimates suggest it affects between 500,000 and several million people in the U.S., and the vast majority are young women. While the cause of POTS is unknown, it is believed to be associated with low blood volume. Baloncibart is designed to increase the volume of blood in circulation in an effort to reduce the increase in heart rate and symptoms that occur in people with POTS.

“POTS causes debilitating symptoms that can profoundly disrupt daily life, and patients have no FDA-approved treatment options. In the trial, a single injection of baloncibart 450 mg reduced the exaggerated heart rate response to standing and improved orthostatic symptoms through four weeks,” said Satish R. Raj, M.D., Professor of Cardiac Science at the University of Calgary’s Cumming School of Medicine, and investigator in the trial. “The results are consistent with the rationale for NPR1 blockade in POTS, with biomarker changes pointing to an increase in blood volume alongside lower heart rate and better symptoms.”

The randomized, double-blind, Phase 2 PINNACLE trial evaluated a single subcutaneous dose of baloncibart 150 mg (n=27) or 450 mg (n=28) compared to placebo (n=27) in patients with POTS. The primary endpoint was the change in heart rate from lying down to standing (DeltaHR) at day 8; no formal hypothesis testing was prespecified. Improvements were observed with baloncibart on DeltaHR and other key measures of the disease (i.e., symptoms and function) as assessed by the Living With POTS Questionnaire (LWPQ). The LWPQ is a novel patient-reported outcome tool to assess POTS symptoms and function in clinical trials, which is being developed by Regeneron in accordance with the FDA patient-focused drug development guidance.

Baloncibart 450 mg reduced DeltaHR versus placebo at day 8 (primary endpoint) with a least-squares (LS) mean difference of -11.4 beats per minute (bpm; nominal p=0.0007), and at day 29 (secondary endpoint) with an LS mean difference of -7.4 bpm (nominal p=0.0124). Baloncibart 150 mg reduced DeltaHR versus placebo at day 8 (LS mean difference: -9.5 bpm; nominal p=0.0045), but the effect was not maintained at day 29.

Baloncibart 450 mg improved orthostatic symptoms, physical functioning, and activities of daily living versus placebo at day 29, as measured by the LWPQ. Domain scores range from 0 to 100, with lower scores indicating fewer symptoms or less impairment. The LS mean differences in change from baseline for each domain were as follows:

  • Orthostatic symptoms (baseline mean: 45.5): -12.9 points (nominal p=0.0096)
  • Physical functioning (baseline mean: 55.1): -13.8 points (nominal p=0.0073)
  • Activities of daily living (baseline mean: 48.7): -8.7 points (nominal p=0.1035)
  • Overall across the three domains, there was no obvious improvement with baloncibart 150 mg compared to placebo

Additionally at day 8, both doses of baloncibart led to changes in biomarkers consistent with the anticipated beneficial plasma volume expansion driven by NPR1 blockade, including an increase in NT-proBNP and reductions in standing norepinephrine and hemoglobin. Average standing systolic blood pressure increased for both doses, with observed mean changes from baseline at day 29 of 8.7 mmHg to a mean of 118.8 mmHg for baloncibart 450 mg and 5.4 mmHg to a mean of 114.0 mmHg for baloncibart 150 mg.

In the trial, single doses of baloncibart up to 450 mg were generally well tolerated. Treatment-emergent adverse events (TEAEs) were mostly mild or moderate and occurred in 13 patients (48.1%) receiving placebo, 18 patients (66.7%) receiving baloncibart 150 mg, and 19 (67.9%) receiving baloncibart 450 mg; one severe TEAE occurred in the trial in the placebo group. TEAEs that occurred in ≥10% of patients in any treatment group, including placebo, baloncibart 150 mg and baloncibart 450 mg, were: injection site reaction (14.8%, 3.7%, and 17.9%), headache (0%, 11.1%, and 10.7%), syncope (11.1%, 14.8%, and 3.6%), heavy menstrual bleeding (0%, 11.1%, and 0%), and nasopharyngitis (11.1%, 0%, and 0%). Two serious TEAEs were reported: one case of headache with baloncibart 150 mg and one case of syncope with baloncibart 450 mg. No TEAE led to discontinuation.

“POTS is a condition that disproportionately impacts younger women and has been under-recognized and under-served for too long, which is why it was critical to incorporate the patient experience in our trial design and measure symptoms that reflect how patients actually feel and function,” said Boaz Hirshberg, M.D., Senior Vice President, Clinical Development, Internal Medicine at Regeneron. “These initial results show the potential of baloncibart for people living with POTS and we look forward to advancing this novel therapy into a Phase 3 clinical trial in 2027.”

The safety and efficacy of baloncibart have not been evaluated by any regulatory authority.

About Regeneron’s VelocImmune Technology
Regeneron’s VelocImmune technology utilizes a proprietary genetically engineered mouse platform endowed with a genetically humanized immune system to produce fully optimized human antibodies. When Regeneron’s Co-Founder, President and Chief Scientific Officer George D. Yancopoulos was a graduate student with his mentor, Frederick W. Alt in 1985, they were the first to envision making such a genetically humanized mouse, and Regeneron has spent decades inventing and developing VelocImmune and related VelociSuite® technologies. Dr. Yancopoulos and his team have used VelocImmune technology to create a substantial proportion of all original, FDA-approved fully human monoclonal antibodies. This includes Dupixent® (dupilumab), Libtayo® (cemiplimab-rwlc), Praluent® (alirocumab), Kevzara® (sarilumab), Evkeeza® (evinacumab-dgnb), Inmazeb® (atoltivimab, maftivimab and odesivimab-ebgn), Veopoz® (pozelimab-bbfg), and Pasatru® (garetosmab-grts). In addition, REGEN-COV® (casirivimab and imdevimab) had been authorized by the FDA during the COVID-19 pandemic until 2024. A total of 11 antibody and bispecific products have been approved or authorized worldwide that were invented or derived using VelocImmune technologies.

About Regeneron
Regeneron (NASDAQ: REGN) is a leading biotechnology company that invents, develops and commercializes life-transforming medicines for people with serious diseases. Founded and led by physician-scientists, our unique ability to repeatedly and consistently translate science into medicine has led to numerous approved treatments and product candidates in development, most of which were homegrown in our laboratories. Our medicines and pipeline are designed to help patients with eye diseases, allergic and inflammatory diseases, cancer, cardiovascular and metabolic diseases, neurological diseases, hematologic conditions, infectious diseases, and rare diseases.

Regeneron pushes the boundaries of scientific discovery and accelerates drug development using our proprietary technologies, such as VelociSuite®, which produces optimized fully human antibodies and new classes of bispecific antibodies. We are shaping the next frontier of medicine with data-powered insights from the Regeneron Genetics Center® and pioneering genetic medicine platforms, enabling us to identify innovative targets and complementary approaches to potentially treat or cure diseases.

For more information, please visit www.Regeneron.com or follow Regeneron on LinkedIn, Instagram, Facebook or X.

Forward-Looking Statements and Use of Digital Media
This press release includes forward-looking statements that involve risks and uncertainties relating to future events and the future performance of Regeneron Pharmaceuticals, Inc. (“Regeneron” or the “Company”), and actual events or results may differ materially from these forward-looking statements. Words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “seek,” “estimate,” variations of such words, and similar expressions are intended to identify such forward-looking statements, although not all forward-looking statements contain these identifying words. These statements concern, and these risks and uncertainties include, among others, the nature, timing, and possible success and therapeutic applications of products marketed or otherwise commercialized by Regeneron and/or its collaborators or licensees (collectively, “Regeneron’s Products”) and product candidates being developed by Regeneron and/or its collaborators or licensees (collectively, “Regeneron’s Product Candidates”) and research and clinical programs now underway or planned, including without limitation baloncibart (REGN7544); the likelihood, timing, and scope of possible regulatory approval and commercial launch of Regeneron’s Product Candidates and new indications for Regeneron’s Products, such as baloncibart for the treatment of adults with postural orthostatic tachycardia syndrome as discussed in this press release; uncertainty of the utilization, market acceptance, and/or commercial success of Regeneron’s Products and Regeneron’s Product Candidates and the impact of studies (whether conducted by Regeneron or others and whether mandated or voluntary), including the studies discussed or referenced in this press release, on any of the foregoing or any potential regulatory approval of Regeneron’s Products and Regeneron’s Product Candidates (such as baloncibart); the ability of Regeneron’s collaborators, licensees, suppliers, or other third parties (as applicable) to perform manufacturing, filling, finishing, packaging, labeling, distribution, and other steps related to Regeneron’s Products and Regeneron’s Product Candidates; the ability of Regeneron to manage supply chains for multiple products and product candidates and risks associated with tariffs and other trade restrictions; safety issues resulting from the administration of Regeneron’s Products and Regeneron’s Product Candidates (such as baloncibart) in patients, including serious complications or side effects in connection with the use of Regeneron’s Products and Regeneron’s Product Candidates in clinical trials; determinations by regulatory and administrative governmental authorities which may delay or restrict Regeneron’s ability to continue to develop or commercialize Regeneron’s Products and Regeneron’s Product Candidates; ongoing regulatory obligations and oversight impacting Regeneron’s Products, research and clinical programs, and business, including those relating to patient privacy; the availability and extent of reimbursement or copay assistance for Regeneron’s Products from third-party payors and other third parties, including private payor healthcare and insurance programs, health maintenance organizations, pharmacy benefit management companies, and government programs such as Medicare and Medicaid; coverage and reimbursement determinations by such payors and other third parties and new policies and procedures adopted by such payors and other third parties; changes to drug pricing regulations and requirements and Regeneron’s pricing strategy, including in connection with Regeneron’s April 2026 agreements with the U.S. government; other changes in laws, regulations, and policies affecting the healthcare industry; competing products and product candidates (including biosimilar products) that may be superior to, or more cost effective than, Regeneron’s Products and Regeneron’s Product Candidates; the extent to which the results from the research and development programs conducted by Regeneron and/or its collaborators or licensees may be replicated in other studies and/or lead to advancement of product candidates to clinical trials, therapeutic applications, or regulatory approval; unanticipated expenses; the costs of developing, producing, and selling products; the ability of Regeneron to meet any of its financial projections or guidance and changes to the assumptions underlying those projections or guidance; the potential for any license, collaboration, or supply agreement, including Regeneron’s agreements with Sanofi and Bayer (or their respective affiliated companies, as applicable), to be cancelled or terminated; the impact of public health outbreaks, epidemics, or pandemics on Regeneron’s business; and risks associated with litigation and other proceedings and government investigations relating to the Company and/or its operations (including the pending civil proceedings initiated or joined by the U.S. Department of Justice and the U.S. Attorney’s Office for the District of Massachusetts), risks associated with intellectual property of the Company or other parties and pending or future litigation or patent office proceedings relating thereto (including without limitation patent litigation and other related proceedings relating to Regeneron’s Products), the ultimate outcome of any such proceedings and investigations, and the impact any of the foregoing may have on Regeneron’s business, prospects, operating results, and financial condition. A more complete description of these and other material risks can be found in Regeneron’s filings with the U.S. Securities and Exchange Commission, including its Form 10-K for the year ended December 31, 2025 and its Form 10-Q for the quarterly period ended September 30, 2026. Any forward-looking statements are made based on management’s current beliefs and judgment, and the reader is cautioned not to rely on any forward-looking statements made by Regeneron. Regeneron does not undertake any obligation to update (publicly or otherwise) any forward-looking statement, including without limitation any financial projection or guidance, whether as a result of new information, future events, or otherwise.

Regeneron uses its media and investor relations website and social media outlets to publish important information about the Company, including information that may be deemed material to investors. Financial and other information about Regeneron is routinely posted and is accessible on Regeneron’s media and investor relations website (https://investor.regeneron.com) and its LinkedIn page (https://www.linkedin.com/company/regeneron-pharmaceuticals).

Contacts:
 
   
Media Relations
Julie Block
Tel: +1 914-826-7083
julie.block@regeneron.com
Investor Relations
Mark Hudson
Tel: +1 914-847-3482
mark.hudson@regeneron.com

Data presented today for the first time at the American Autonomic Society (AAS) annual meeting

POTS (postural orthostatic tachycardia syndrome) is a debilitating condition characterized by a marked increase in heart rate upon standing and associated orthostatic symptoms, with no FDA-approved treatments available

A single dose of baloncibart reduced the exaggerated heart rate response to standing and improved orthostatic symptoms through four weeks; biomarker changes were consistent with plasma volume expansion, the intended effect of NPR1 blockade

Potentially pivotal Phase 3 trial planned for first half of 2027

TARRYTOWN, N.Y., Nov. 12, 2026 (GLOBE NEWSWIRE) — Regeneron Pharmaceuticals, Inc. (NASDAQ: REGN) today announced results from the Phase 2 PINNACLE trial in adults with postural orthostatic tachycardia syndrome (POTS) evaluating baloncibart, a novel, investigational, first-in-class monoclonal antibody that blocks natriuretic peptide receptor 1 (NPR1). The data were presented for the first time at the American Autonomic Society’s (AAS) 37th International Symposium on the Autonomic Nervous System in San Diego, CA.

POTS is a chronic disorder in which heart rate rises abnormally upon standing. Patients may experience palpitations, dizziness, fatigue, exercise intolerance, cognitive difficulties, gastrointestinal symptoms and chronic pain. Although historically underdiagnosed, recent estimates suggest it affects between 500,000 and several million people in the U.S., and the vast majority are young women. While the cause of POTS is unknown, it is believed to be associated with low blood volume. Baloncibart is designed to increase the volume of blood in circulation in an effort to reduce the increase in heart rate and symptoms that occur in people with POTS.

“POTS causes debilitating symptoms that can profoundly disrupt daily life, and patients have no FDA-approved treatment options. In the trial, a single injection of baloncibart 450 mg reduced the exaggerated heart rate response to standing and improved orthostatic symptoms through four weeks,” said Satish R. Raj, M.D., Professor of Cardiac Science at the University of Calgary’s Cumming School of Medicine, and investigator in the trial. “The results are consistent with the rationale for NPR1 blockade in POTS, with biomarker changes pointing to an increase in blood volume alongside lower heart rate and better symptoms.”

The randomized, double-blind, Phase 2 PINNACLE trial evaluated a single subcutaneous dose of baloncibart 150 mg (n=27) or 450 mg (n=28) compared to placebo (n=27) in patients with POTS. The primary endpoint was the change in heart rate from lying down to standing (DeltaHR) at day 8; no formal hypothesis testing was prespecified. Improvements were observed with baloncibart on DeltaHR and other key measures of the disease (i.e., symptoms and function) as assessed by the Living With POTS Questionnaire (LWPQ). The LWPQ is a novel patient-reported outcome tool to assess POTS symptoms and function in clinical trials, which is being developed by Regeneron in accordance with the FDA patient-focused drug development guidance.

Baloncibart 450 mg reduced DeltaHR versus placebo at day 8 (primary endpoint) with a least-squares (LS) mean difference of -11.4 beats per minute (bpm; nominal p=0.0007), and at day 29 (secondary endpoint) with an LS mean difference of -7.4 bpm (nominal p=0.0124). Baloncibart 150 mg reduced DeltaHR versus placebo at day 8 (LS mean difference: -9.5 bpm; nominal p=0.0045), but the effect was not maintained at day 29.

Baloncibart 450 mg improved orthostatic symptoms, physical functioning, and activities of daily living versus placebo at day 29, as measured by the LWPQ. Domain scores range from 0 to 100, with lower scores indicating fewer symptoms or less impairment. The LS mean differences in change from baseline for each domain were as follows:

  • Orthostatic symptoms (baseline mean: 45.5): -12.9 points (nominal p=0.0096)
  • Physical functioning (baseline mean: 55.1): -13.8 points (nominal p=0.0073)
  • Activities of daily living (baseline mean: 48.7): -8.7 points (nominal p=0.1035)
  • Overall across the three domains, there was no obvious improvement with baloncibart 150 mg compared to placebo

Additionally at day 8, both doses of baloncibart led to changes in biomarkers consistent with the anticipated beneficial plasma volume expansion driven by NPR1 blockade, including an increase in NT-proBNP and reductions in standing norepinephrine and hemoglobin. Average standing systolic blood pressure increased for both doses, with observed mean changes from baseline at day 29 of 8.7 mmHg to a mean of 118.8 mmHg for baloncibart 450 mg and 5.4 mmHg to a mean of 114.0 mmHg for baloncibart 150 mg.

In the trial, single doses of baloncibart up to 450 mg were generally well tolerated. Treatment-emergent adverse events (TEAEs) were mostly mild or moderate and occurred in 13 patients (48.1%) receiving placebo, 18 patients (66.7%) receiving baloncibart 150 mg, and 19 (67.9%) receiving baloncibart 450 mg; one severe TEAE occurred in the trial in the placebo group. TEAEs that occurred in ≥10% of patients in any treatment group, including placebo, baloncibart 150 mg and baloncibart 450 mg, were: injection site reaction (14.8%, 3.7%, and 17.9%), headache (0%, 11.1%, and 10.7%), syncope (11.1%, 14.8%, and 3.6%), heavy menstrual bleeding (0%, 11.1%, and 0%), and nasopharyngitis (11.1%, 0%, and 0%). Two serious TEAEs were reported: one case of headache with baloncibart 150 mg and one case of syncope with baloncibart 450 mg. No TEAE led to discontinuation.

“POTS is a condition that disproportionately impacts younger women and has been under-recognized and under-served for too long, which is why it was critical to incorporate the patient experience in our trial design and measure symptoms that reflect how patients actually feel and function,” said Boaz Hirshberg, M.D., Senior Vice President, Clinical Development, Internal Medicine at Regeneron. “These initial results show the potential of baloncibart for people living with POTS and we look forward to advancing this novel therapy into a Phase 3 clinical trial in 2027.”

The safety and efficacy of baloncibart have not been evaluated by any regulatory authority.

About Regeneron’s VelocImmune Technology
Regeneron’s VelocImmune technology utilizes a proprietary genetically engineered mouse platform endowed with a genetically humanized immune system to produce fully optimized human antibodies. When Regeneron’s Co-Founder, President and Chief Scientific Officer George D. Yancopoulos was a graduate student with his mentor, Frederick W. Alt in 1985, they were the first to envision making such a genetically humanized mouse, and Regeneron has spent decades inventing and developing VelocImmune and related VelociSuite® technologies. Dr. Yancopoulos and his team have used VelocImmune technology to create a substantial proportion of all original, FDA-approved fully human monoclonal antibodies. This includes Dupixent® (dupilumab), Libtayo® (cemiplimab-rwlc), Praluent® (alirocumab), Kevzara® (sarilumab), Evkeeza® (evinacumab-dgnb), Inmazeb® (atoltivimab, maftivimab and odesivimab-ebgn), Veopoz® (pozelimab-bbfg), and Pasatru® (garetosmab-grts). In addition, REGEN-COV® (casirivimab and imdevimab) had been authorized by the FDA during the COVID-19 pandemic until 2024. A total of 11 antibody and bispecific products have been approved or authorized worldwide that were invented or derived using VelocImmune technologies.

About Regeneron
Regeneron (NASDAQ: REGN) is a leading biotechnology company that invents, develops and commercializes life-transforming medicines for people with serious diseases. Founded and led by physician-scientists, our unique ability to repeatedly and consistently translate science into medicine has led to numerous approved treatments and product candidates in development, most of which were homegrown in our laboratories. Our medicines and pipeline are designed to help patients with eye diseases, allergic and inflammatory diseases, cancer, cardiovascular and metabolic diseases, neurological diseases, hematologic conditions, infectious diseases, and rare diseases.

Regeneron pushes the boundaries of scientific discovery and accelerates drug development using our proprietary technologies, such as VelociSuite®, which produces optimized fully human antibodies and new classes of bispecific antibodies. We are shaping the next frontier of medicine with data-powered insights from the Regeneron Genetics Center® and pioneering genetic medicine platforms, enabling us to identify innovative targets and complementary approaches to potentially treat or cure diseases.

For more information, please visit www.Regeneron.com or follow Regeneron on LinkedIn, Instagram, Facebook or X.

Forward-Looking Statements and Use of Digital Media
This press release includes forward-looking statements that involve risks and uncertainties relating to future events and the future performance of Regeneron Pharmaceuticals, Inc. (“Regeneron” or the “Company”), and actual events or results may differ materially from these forward-looking statements. Words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “seek,” “estimate,” variations of such words, and similar expressions are intended to identify such forward-looking statements, although not all forward-looking statements contain these identifying words. These statements concern, and these risks and uncertainties include, among others, the nature, timing, and possible success and therapeutic applications of products marketed or otherwise commercialized by Regeneron and/or its collaborators or licensees (collectively, “Regeneron’s Products”) and product candidates being developed by Regeneron and/or its collaborators or licensees (collectively, “Regeneron’s Product Candidates”) and research and clinical programs now underway or planned, including without limitation baloncibart (REGN7544); the likelihood, timing, and scope of possible regulatory approval and commercial launch of Regeneron’s Product Candidates and new indications for Regeneron’s Products, such as baloncibart for the treatment of adults with postural orthostatic tachycardia syndrome as discussed in this press release; uncertainty of the utilization, market acceptance, and/or commercial success of Regeneron’s Products and Regeneron’s Product Candidates and the impact of studies (whether conducted by Regeneron or others and whether mandated or voluntary), including the studies discussed or referenced in this press release, on any of the foregoing or any potential regulatory approval of Regeneron’s Products and Regeneron’s Product Candidates (such as baloncibart); the ability of Regeneron’s collaborators, licensees, suppliers, or other third parties (as applicable) to perform manufacturing, filling, finishing, packaging, labeling, distribution, and other steps related to Regeneron’s Products and Regeneron’s Product Candidates; the ability of Regeneron to manage supply chains for multiple products and product candidates and risks associated with tariffs and other trade restrictions; safety issues resulting from the administration of Regeneron’s Products and Regeneron’s Product Candidates (such as baloncibart) in patients, including serious complications or side effects in connection with the use of Regeneron’s Products and Regeneron’s Product Candidates in clinical trials; determinations by regulatory and administrative governmental authorities which may delay or restrict Regeneron’s ability to continue to develop or commercialize Regeneron’s Products and Regeneron’s Product Candidates; ongoing regulatory obligations and oversight impacting Regeneron’s Products, research and clinical programs, and business, including those relating to patient privacy; the availability and extent of reimbursement or copay assistance for Regeneron’s Products from third-party payors and other third parties, including private payor healthcare and insurance programs, health maintenance organizations, pharmacy benefit management companies, and government programs such as Medicare and Medicaid; coverage and reimbursement determinations by such payors and other third parties and new policies and procedures adopted by such payors and other third parties; changes to drug pricing regulations and requirements and Regeneron’s pricing strategy, including in connection with Regeneron’s April 2026 agreements with the U.S. government; other changes in laws, regulations, and policies affecting the healthcare industry; competing products and product candidates (including biosimilar products) that may be superior to, or more cost effective than, Regeneron’s Products and Regeneron’s Product Candidates; the extent to which the results from the research and development programs conducted by Regeneron and/or its collaborators or licensees may be replicated in other studies and/or lead to advancement of product candidates to clinical trials, therapeutic applications, or regulatory approval; unanticipated expenses; the costs of developing, producing, and selling products; the ability of Regeneron to meet any of its financial projections or guidance and changes to the assumptions underlying those projections or guidance; the potential for any license, collaboration, or supply agreement, including Regeneron’s agreements with Sanofi and Bayer (or their respective affiliated companies, as applicable), to be cancelled or terminated; the impact of public health outbreaks, epidemics, or pandemics on Regeneron’s business; and risks associated with litigation and other proceedings and government investigations relating to the Company and/or its operations (including the pending civil proceedings initiated or joined by the U.S. Department of Justice and the U.S. Attorney’s Office for the District of Massachusetts), risks associated with intellectual property of the Company or other parties and pending or future litigation or patent office proceedings relating thereto (including without limitation patent litigation and other related proceedings relating to Regeneron’s Products), the ultimate outcome of any such proceedings and investigations, and the impact any of the foregoing may have on Regeneron’s business, prospects, operating results, and financial condition. A more complete description of these and other material risks can be found in Regeneron’s filings with the U.S. Securities and Exchange Commission, including its Form 10-K for the year ended December 31, 2025 and its Form 10-Q for the quarterly period ended September 30, 2026. Any forward-looking statements are made based on management’s current beliefs and judgment, and the reader is cautioned not to rely on any forward-looking statements made by Regeneron. Regeneron does not undertake any obligation to update (publicly or otherwise) any forward-looking statement, including without limitation any financial projection or guidance, whether as a result of new information, future events, or otherwise.

Regeneron uses its media and investor relations website and social media outlets to publish important information about the Company, including information that may be deemed material to investors. Financial and other information about Regeneron is routinely posted and is accessible on Regeneron’s media and investor relations website (https://investor.regeneron.com) and its LinkedIn page (https://www.linkedin.com/company/regeneron-pharmaceuticals).

Contacts:
 
   
Media Relations
Julie Block
Tel: +1 914-826-7083
julie.block@regeneron.com
Investor Relations
Mark Hudson
Tel: +1 914-847-3482
mark.hudson@regeneron.com

  • Q3 2026 Revenue of $23.1 million

  • Q3 2026 Net loss of $6.4 million

  • Q3 2026 Adjusted EBITDA loss of $0.2 million

All figures are reported in United States dollars ($) unless otherwise indicated

LAS VEGAS, Nov. 12, 2026 (GLOBE NEWSWIRE) — Planet 13 Holdings Inc. (CSE: PLTH) (OTCQX: PLNH) (“Planet 13” or the “Company”), a leading vertically-integrated multi-state cannabis company, today announced its financial results for the three-month period ended September 30, 2026. Planet 13’s financial statements are prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”).

“Revenue increased for the second consecutive quarter, up 1.0% sequentially, led by a 15.1% quarter-over-quarter increase in Florida, where revenue was 45% higher than in the prior-year quarter. The levers we have been pulling in Florida are showing up in the numbers driven by better flower out of our upgraded cultivation, a fuller product lineup with BHO concentrates now on shelf, and a more productive store network. In Nevada, lower tourist traffic in Las Vegas continued to weigh on the Superstore and we are focused on local marketing event-driven promotions to bring customers through the door,” said Larry Scheffler, Co-CEO of Planet 13.

“We delivered a second consecutive quarter of revenue growth and Adjusted EBITDA improvement, and our focus remains on running the business well and executing a smooth path to closing for our stockholders, employees, patients and customers. With the Form S-4 declared effective on November 2, our stockholders will vote on the proposed merger with Vireo Growth at a special meeting on December 10, 2026. The rationale for the combination is unchanged: this market increasingly rewards scale, purchasing power, distribution and balance sheet strength, and the merger gives Planet 13 stockholders a stake in a larger, more efficient combined company that is better positioned to compete than we would be on our own,” said Bob Groesbeck, Co-CEO of Planet 13. 

Financial Highlights – Q3 – 2026

Operating Results

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

  • Revenue was $23.1 million as compared to $23.3 million, a decrease of 0.8%. Revenue increased 1.0% from $22.9 million in Q2 2026, driven by a 15.1% sequential increase in Florida, where revenue was up 45% year over year. The year-over-year decrease was driven by the exit from California retail and wholesale and lower revenue in Nevada, where reduced tourist foot traffic at the Las Vegas Superstore and continued pricing pressure weighed on results.
  • Gross profit was $13.0 million or 56.2% as compared to $5.0 million or 21.3%. The higher gross margin was driven by exiting California wholesale, cost reductions in Nevada cultivation, improved third party procurement in Nevada and a $1.1 million reduction in Company’s inventory reserve.
  • Total expenses were $17.5 million as compared to $46.2 million, a decrease of 62.1%. The prior-year period included a $29.8 million impairment loss. Excluding the impairment last year, and $2.4 million of professional fees related to the proposed merger and a one-time legal settlement in the current period, total expenses decreased 7.4% to $15.1 million, reflecting strong cost control.
  • Net loss of $6.4 million as compared to a net loss of $44.0 million, which included the $29.8 million impairment loss. 
  • Adjusted EBITDA loss of $0.2 million as compared to Adjusted EBITDA loss of $4.1 million. The improvement was driven primarily by higher gross margin and strong cost control.

(1) The Company discloses adjusted EBITDA, which is a non-GAAP financial measure, to provide investors with insight into the performance of the Company. This measure is not defined under GAAP and should not be considered as an alternative to the financial measures provided by the Company in accordance with GAAP. Refer to additional information under the heading “Reconciliation of Non-GAAP Adjusted EBITDA” at the end of this release regarding non-GAAP supplemental disclosure and its reconciliation. 

Balance Sheet

All comparisons below are to December 31, 2025, unless otherwise noted

  • Cash and Restricted Cash of $15.7 million as compared to $15.6 million
  • Total assets of $139.8 million as compared to $152.3 million
  • Total liabilities of $107.0 million as compared to $101.2 million

Q3 Highlights and Recent Developments

For a more comprehensive overview of these highlights and recent developments, please refer to Planet 13’s press releases.

  • On July 22, 2026, Planet 13 announced continued expansion with upcoming Sarasota store.
  • On July 27, 2026, Planet 13 announced the proposed merger with Vireo Growth Inc.
  • On November 2, 2026, the registration statement on Form S-4 filed by Vireo Growth Inc. in connection with the proposed merger was declared effective by the SEC. Planet 13 will hold a special meeting of stockholders on December 10, 2026 to vote on the adoption of the merger agreement.

Results of Operations (Summary)

The following tables set forth consolidated statements of financial information for the three-month periods ending September 30, 2026, and September 30, 2025.

Financial Highlights

Results of Operations

(Figures in millions For the Three Months Ended          
and % change based September 30,     September 30,          
on these figures) 2026     2025     change  
                       
Total Revenue $ 23.1     $ 23.3       -0.8 %
Gross Profit $ 13.0     $ 5.0       161.7 %
Gross Profit %   56.2 %     21.3 %     163.8 %
Operating Expenses $ 14.3     $ 43.2       -66.8 %
Operating Expenses %   62.1 %     185.5 %     -66.5 %
Net Loss Before Provision for Income Taxes $ (4.3 )   $ (43.1 )     -89.9 %
Net Loss $ (6.4 )   $ (44.0 )     -85.5 %
Adjusted EBITDA $ (0.2 )   $ (4.1 )     -94.4 %
Adjusted EBITDA Margin %   -1.0 %     -17.5 %        

The Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2026, is available on the SEC’s website at www.sec.gov or at https://planet13.com/investors/. The Company’s Management Discussion and Analysis for the period and the accompanying financial statements and notes are available under the Company’s profile on SEDAR+ at https://www.sedarplus.ca/ and on its website at https://planet13.com/investors/.

This news release is not in any way a substitute for reading those financial statements, including the notes to the financial statements.

Conference Call

Due to the pending merger of Planet 13 and Vireo Growth Inc., Planet 13 will not host a conference call for Q2 2026. 

Non-GAAP Financial Measures

There are financial measures included in this press release that are not in accordance with GAAP and therefore may not be comparable to similarly titled measures and metrics presented by other publicly traded companies. These non-GAAP financial measures should be considered as supplemental to, and not a substitute for, our reported financial results prepared in accordance with GAAP. The Company includes EBITDA and Adjusted EBITDA because it believes certain investors use these measures and metrics as a means of assessing financial performance. EBITDA is calculated as net income (loss) before interest, taxes, depreciation and amortization and Adjusted EBITDA is calculated as EBITDA before share-based compensation, the change in fair value of warrants and one-time non-recurring expenses.

The following table presents a reconciliation of net income (loss) to Adjusted EBITDA for each of the periods presented:

Reconciliation of Non-GAAP Adjusted EBITDA                      
(Figures in millions For the Three Months Ended          
and % change based September 30,     September 30,          
on these figures) 2026     2025     change  
                       
Net Income (Loss) $ (6.4 )   $ (44.0 )     -85.5 %
Add impact of:                      
Interest (income)/expense, net $ 0.1     $ 0.1       9.3 %
Provision for income taxes $ 2.0     $ 0.8       146.4 %
Depreciation and amortization $ 1.4     $ 1.9       -22.7 %
Depreciation included in cost of goods sold $ 0.9     $ 0.9       0.8 %
EBITDA $ (1.9 )   $ (40.3 )     -95.3 %
Share-based compensation and related premiums $ 0.4     $ 0.6       -41.6 %
Impairment losses $ –     $ 29.8       -100.0 %
(Gain)/Loss on Sale of Assets $ –     $ 2.2       -100.0 %
Gain on recovery of property in settlement $ –     $ –       0.0 %
Reserve for Slow Moving Inventory $ (1.1 )   $ 3.5       -131.3 %
Professional fees expensed related to M&A activities $ 2.1     $ 0.1       3327.8 %
One-time legal settlements $ 0.3     $ –       0.0 %
Expenses related to El Capitan Matter $ 0.0     $ 0.0       -84.4 %
Adjusted EBITDA $ (0.2 )   $ (4.1 )     -94.4 %

For more information on Planet 13, visit the investor website (https://planet13.com/investors/).

About Planet 13

Planet 13 (https://planet13.com) is a vertically integrated cannabis company, with award-winning cultivation, production and dispensary operations across its locations in Nevada, Illinois, and Florida. Home to the nation’s largest dispensary, located just off The Strip in Las Vegas, Planet 13 continues to expand its footprint with the recent debut of its first consumption lounge in Las Vegas, DAZED!, the opening of its first Illinois dispensary in Waukegan, bringing unparalleled cannabis experiences to the Chicago metro area. Planet 13 operates dispensaries across Florida, a key market in its expansive footprint. Planet 13’s mission is to build a recognizable global brand known for world-class dispensary operations and innovative cannabis products. Licensed cannabis activity is legal in the states Planet 13 operates in but remains illegal under U.S. federal law. Planet 13’s shares trade on the Canadian Securities Exchange (CSE) under the symbol PLTH and are quoted on the OTCQX under the symbol PLNH. To learn more, visit planet13.com.

Cautionary Note Regarding Forward-Looking Information

This news release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws. All statements, other than statements of historical fact, are forward-looking statements and are often, but not always, identified by phrases such as “plans”, “expects”, “proposed”, “may”, “could”, “would”, “intends”, “anticipates”, or “believes”, or variations of such words and phrases. In this news release, forward-looking statements relate to our strategic goals or future performance. Such forward-looking statements reflect what management of the Company believes, or believed at the time, to be reasonable assumptions and accordingly readers are cautioned not to place undue reliance upon such forward-looking statements and that actual results may vary from such forward-looking statements. These assumptions, risks and uncertainties which may cause actual results to differ include, among others: final regulatory and other approvals or consents needed to operate our business; fluctuations in general macroeconomic conditions; inflationary pressures; fluctuations in securities markets; expectations regarding the size of the cannabis market in the states in which we currently operate in or contemplate future operations and changing consumer habits in such states; the ability of the Company to successfully achieve its business objectives; plans for expansion; political and social uncertainties including international conflict; inability to obtain adequate insurance to cover risks and hazards; and the presence of laws and regulations that may impose restrictions on cultivation, production, distribution and sale of cannabis and cannabis related products in the states in which we currently operate in or contemplate future operations; employee relations and other risks and uncertainties discussed under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the U.S. Securities and Exchange Commission at www.sec.gov and on the Company’s issuer profile on SEDAR+ at www.sedarplus.ca and in the Company’s periodic reports subsequently filed with the U.S. Securities and Exchange Commission and on SEDAR+. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

For further inquiries, please contact:

Robert Groesbeck or Larry Scheffler
Co-Chief Executive Officers
ir@planet13lasvegas.com

LodeRock Advisors Inc., Planet 13 Investor Relations
mark.kuindersma@loderockadvisors.com
725-331-7650 ext. 105210

Planet 13 Media:
Colin Trethewey / PRmediaNow Communications / Colin@PRmediaNow.com

PLANET 13 HOLDINGS INC.
Interim Condensed Consolidated Balance Sheets
(Unaudited, In United States Dollars)
           
  September 30,     December 31,  
  2026     2025  
ASSETS              
Current Assets:              
Cash $ 5,792,073     $ 5,325,031  
Restricted Cash   9,900,000       10,250,000  
Accounts Receivable   339,017       1,007,891  
Inventory   15,754,100       18,138,394  
Other Receivables   551,988       3,754,563  
Prepaid Expenses and Other Current Assets   3,699,836       2,659,056  
Total Current Assets   36,037,014       41,134,935  
               
Property, Plant and Equipment   28,380,851       34,121,678  
Intangible Assets and Goodwill   42,903,931       42,903,931  
Right of Use Assets – Operating   30,024,657       31,489,308  
Long-term Deposits and Other Assets   897,762       829,164  
Deferred Tax Asset   1,559,291       1,798,654  
               
TOTAL ASSETS $ 139,803,506     $ 152,277,670  
               
LIABILITIES AND SHAREHOLDERS’ EQUITY              
LIABILITIES              
Current:              
Accounts Payable $ 4,518,999     $ 7,212,187  
Accrued Expenses   4,865,573       4,632,011  
Income Taxes Payable   510,512       159,080  
Notes Payable – Current Portion   9,750,000       9,750,000  
Operating Lease Liabilities   1,635,590       1,385,566  
Total Current Liabilities   21,280,674       23,138,844  
               
Long-Term Liabilities:              
Operating Lease Liabilities   42,205,761       43,213,442  
Other Long-term Liabilities   1,293,450       1,250,433  
Uncertain Tax Positions   41,267,435       33,041,402  
Deferred Tax Liability   952,503       506,836  
Total Liabilities   106,999,823       101,150,957  
               
SHAREHOLDERS’ EQUITY              
Common Stock, no par value, 1,500,000,000 shares authorized, 335,319,455 issued and outstanding at September 30, 2026 and 325,670,800 issued and outstanding at December 31, 2025   –       –  
Preferred Stock, no par value, 50,000,000 shares authorized, 0 issued and outstanding at September 30, 2026 and 0 at December 31, 2025   –       –  
Additional Paid-In Capital   372,873,326       371,157,826  
Deficit   (340,069,643 )     (320,031,113 )
Total Shareholders’ Equity   32,803,683       51,126,713  
               
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 139,803,506     $ 152,277,670  

PLANET 13 HOLDINGS INC.
Interim Condensed Consolidated Statements of Operations and Comprehensive Loss
(Unaudited, In United States Dollars)
     
  Three Months Ended  
  September 30,     September 30,  
  2026     2025  
               
Revenues, net of discounts $ 23,079,891     $ 23,270,211  
Cost of Goods Sold   (10,104,273 )     (18,311,350 )
Gross Profit   12,975,618       4,958,861  
               
Expenses:              
General and Administrative   13,543,891       11,987,649  
Sales and Marketing   1,394,944       1,171,083  
Lease Expense   1,120,390       1,345,835  
Impairment Loss   –       29,844,227  
Depreciation   1,435,121       1,855,914  
Total Expenses   17,494,346       46,204,708  
               
Loss From Operations   (4,518,728 )     (41,245,847 )
               
Other Income (Expense):              
Interest income (expense), net   (100,445 )     (91,934 )
Foreign exchange (loss)   –       –  
Other income, net   278,902       (1,799,946 )
Total Other Income (Expense)   178,457       (1,891,880 )
               
Loss Before Provision for Income Taxes   (4,340,271 )     (43,137,727 )
               
Provision For Income Taxes              
Current Tax Expense   (1,652,854 )     (3,054,176 )
Deferred Tax Recovery   (363,157 )     2,236,050  
    (2,016,011 )     (818,126 )
               
Net Loss and Comprehensive Loss $ (6,356,282 )   $ (43,955,853 )
               
Loss per Share              
Basic and diluted loss per share $ (0.02 )   $ (0.14 )
               
Weighted Average Number of Shares of Common Stock              
Basic and diluted   335,319,455       325,363,800  

PLANET 13 HOLDINGS INC.
Interim Condensed Consolidated Statements of Cash Flows
(Unaudited, In United States Dollars)
     
  Nine Months Ended  
  September 30,     September 30,  
  2026     2025  
CASH USED IN OPERATING ACTIVITIES              
Net loss $ (20,038,530 )   $ (59,304,262 )
Adjustments for items not involving cash:              
Shared based compensation   1,715,500       1,174,281  
Non-cash lease expense   1,340,515       1,566,859  
Depreciation   6,753,916       9,037,214  
Loss on impairment of fixed assets   –       23,984,227  
Loss on impairment of intangible assets   –       5,860,000  
Loss on disposal of fixed assets   –       1,674,517  
Gain on disposal of fixed assets   (1,565,000 )     (18,827 )
Recovery of property in legal settlement   –       (4,086,174 )
Loss on reserve for slow moving inventory   –       3,591,644  
Amortization of note payable discount   48,017       191,701  
Lease incentive amortization   (47,976 )     (7,143 )
    (11,793,558 )     (16,335,963 )
               
Net Changes in Non-cash Working Capital Items   12,203,784       6,959,387  
Proceeds from lease incentives   250,000       –  
Repayment of lease liabilities   (835,545 )     (1,194,307 )
Total Operating   (175,319 )     (10,570,883 )
               
FINANCING ACTIVITIES              
Repayment of Lafayette State Bank Note   –       (2,947,632 )
Bank of Nevada Revolving Line of Credit   –       9,750,000  
Payment of Promissory Note to former VidaCann Shareholders   –       (5,000,000 )
Total Financing   –       1,802,368  
               
INVESTING ACTIVITIES              
Purchase of property and equipment   (1,272,639 )     (5,816,104 )
Proceeds from sales of fixed assets   1,565,000       2,244,448  
Proceeds from sale of assets held for sale   –       4,086,174  
Total Investing   292,361       514,518  
               
NET CHANGE IN CASH DURING THE PERIOD   117,042       (8,253,997 )
               
CASH AND RESTRICTED CASH              
Beginning of Period   15,575,031       25,435,077  
               
End of Period $ 15,692,073     $ 17,181,080  

  • Q3 2026 Revenue of $23.1 million

  • Q3 2026 Net loss of $6.4 million

  • Q3 2026 Adjusted EBITDA loss of $0.2 million

All figures are reported in United States dollars ($) unless otherwise indicated

LAS VEGAS, Nov. 12, 2026 (GLOBE NEWSWIRE) — Planet 13 Holdings Inc. (CSE: PLTH) (OTCQX: PLNH) (“Planet 13” or the “Company”), a leading vertically-integrated multi-state cannabis company, today announced its financial results for the three-month period ended September 30, 2026. Planet 13’s financial statements are prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”).

“Revenue increased for the second consecutive quarter, up 1.0% sequentially, led by a 15.1% quarter-over-quarter increase in Florida, where revenue was 45% higher than in the prior-year quarter. The levers we have been pulling in Florida are showing up in the numbers driven by better flower out of our upgraded cultivation, a fuller product lineup with BHO concentrates now on shelf, and a more productive store network. In Nevada, lower tourist traffic in Las Vegas continued to weigh on the Superstore and we are focused on local marketing event-driven promotions to bring customers through the door,” said Larry Scheffler, Co-CEO of Planet 13.

“We delivered a second consecutive quarter of revenue growth and Adjusted EBITDA improvement, and our focus remains on running the business well and executing a smooth path to closing for our stockholders, employees, patients and customers. With the Form S-4 declared effective on November 2, our stockholders will vote on the proposed merger with Vireo Growth at a special meeting on December 10, 2026. The rationale for the combination is unchanged: this market increasingly rewards scale, purchasing power, distribution and balance sheet strength, and the merger gives Planet 13 stockholders a stake in a larger, more efficient combined company that is better positioned to compete than we would be on our own,” said Bob Groesbeck, Co-CEO of Planet 13. 

Financial Highlights – Q3 – 2026

Operating Results

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

  • Revenue was $23.1 million as compared to $23.3 million, a decrease of 0.8%. Revenue increased 1.0% from $22.9 million in Q2 2026, driven by a 15.1% sequential increase in Florida, where revenue was up 45% year over year. The year-over-year decrease was driven by the exit from California retail and wholesale and lower revenue in Nevada, where reduced tourist foot traffic at the Las Vegas Superstore and continued pricing pressure weighed on results.
  • Gross profit was $13.0 million or 56.2% as compared to $5.0 million or 21.3%. The higher gross margin was driven by exiting California wholesale, cost reductions in Nevada cultivation, improved third party procurement in Nevada and a $1.1 million reduction in Company’s inventory reserve.
  • Total expenses were $17.5 million as compared to $46.2 million, a decrease of 62.1%. The prior-year period included a $29.8 million impairment loss. Excluding the impairment last year, and $2.4 million of professional fees related to the proposed merger and a one-time legal settlement in the current period, total expenses decreased 7.4% to $15.1 million, reflecting strong cost control.
  • Net loss of $6.4 million as compared to a net loss of $44.0 million, which included the $29.8 million impairment loss. 
  • Adjusted EBITDA loss of $0.2 million as compared to Adjusted EBITDA loss of $4.1 million. The improvement was driven primarily by higher gross margin and strong cost control.

(1) The Company discloses adjusted EBITDA, which is a non-GAAP financial measure, to provide investors with insight into the performance of the Company. This measure is not defined under GAAP and should not be considered as an alternative to the financial measures provided by the Company in accordance with GAAP. Refer to additional information under the heading “Reconciliation of Non-GAAP Adjusted EBITDA” at the end of this release regarding non-GAAP supplemental disclosure and its reconciliation. 

Balance Sheet

All comparisons below are to December 31, 2025, unless otherwise noted

  • Cash and Restricted Cash of $15.7 million as compared to $15.6 million
  • Total assets of $139.8 million as compared to $152.3 million
  • Total liabilities of $107.0 million as compared to $101.2 million

Q3 Highlights and Recent Developments

For a more comprehensive overview of these highlights and recent developments, please refer to Planet 13’s press releases.

  • On July 22, 2026, Planet 13 announced continued expansion with upcoming Sarasota store.
  • On July 27, 2026, Planet 13 announced the proposed merger with Vireo Growth Inc.
  • On November 2, 2026, the registration statement on Form S-4 filed by Vireo Growth Inc. in connection with the proposed merger was declared effective by the SEC. Planet 13 will hold a special meeting of stockholders on December 10, 2026 to vote on the adoption of the merger agreement.

Results of Operations (Summary)

The following tables set forth consolidated statements of financial information for the three-month periods ending September 30, 2026, and September 30, 2025.

Financial Highlights

Results of Operations

(Figures in millions For the Three Months Ended          
and % change based September 30,     September 30,          
on these figures) 2026     2025     change  
                       
Total Revenue $ 23.1     $ 23.3       -0.8 %
Gross Profit $ 13.0     $ 5.0       161.7 %
Gross Profit %   56.2 %     21.3 %     163.8 %
Operating Expenses $ 14.3     $ 43.2       -66.8 %
Operating Expenses %   62.1 %     185.5 %     -66.5 %
Net Loss Before Provision for Income Taxes $ (4.3 )   $ (43.1 )     -89.9 %
Net Loss $ (6.4 )   $ (44.0 )     -85.5 %
Adjusted EBITDA $ (0.2 )   $ (4.1 )     -94.4 %
Adjusted EBITDA Margin %   -1.0 %     -17.5 %        

The Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2026, is available on the SEC’s website at www.sec.gov or at https://planet13.com/investors/. The Company’s Management Discussion and Analysis for the period and the accompanying financial statements and notes are available under the Company’s profile on SEDAR+ at https://www.sedarplus.ca/ and on its website at https://planet13.com/investors/.

This news release is not in any way a substitute for reading those financial statements, including the notes to the financial statements.

Conference Call

Due to the pending merger of Planet 13 and Vireo Growth Inc., Planet 13 will not host a conference call for Q2 2026. 

Non-GAAP Financial Measures

There are financial measures included in this press release that are not in accordance with GAAP and therefore may not be comparable to similarly titled measures and metrics presented by other publicly traded companies. These non-GAAP financial measures should be considered as supplemental to, and not a substitute for, our reported financial results prepared in accordance with GAAP. The Company includes EBITDA and Adjusted EBITDA because it believes certain investors use these measures and metrics as a means of assessing financial performance. EBITDA is calculated as net income (loss) before interest, taxes, depreciation and amortization and Adjusted EBITDA is calculated as EBITDA before share-based compensation, the change in fair value of warrants and one-time non-recurring expenses.

The following table presents a reconciliation of net income (loss) to Adjusted EBITDA for each of the periods presented:

Reconciliation of Non-GAAP Adjusted EBITDA                      
(Figures in millions For the Three Months Ended          
and % change based September 30,     September 30,          
on these figures) 2026     2025     change  
                       
Net Income (Loss) $ (6.4 )   $ (44.0 )     -85.5 %
Add impact of:                      
Interest (income)/expense, net $ 0.1     $ 0.1       9.3 %
Provision for income taxes $ 2.0     $ 0.8       146.4 %
Depreciation and amortization $ 1.4     $ 1.9       -22.7 %
Depreciation included in cost of goods sold $ 0.9     $ 0.9       0.8 %
EBITDA $ (1.9 )   $ (40.3 )     -95.3 %
Share-based compensation and related premiums $ 0.4     $ 0.6       -41.6 %
Impairment losses $ –     $ 29.8       -100.0 %
(Gain)/Loss on Sale of Assets $ –     $ 2.2       -100.0 %
Gain on recovery of property in settlement $ –     $ –       0.0 %
Reserve for Slow Moving Inventory $ (1.1 )   $ 3.5       -131.3 %
Professional fees expensed related to M&A activities $ 2.1     $ 0.1       3327.8 %
One-time legal settlements $ 0.3     $ –       0.0 %
Expenses related to El Capitan Matter $ 0.0     $ 0.0       -84.4 %
Adjusted EBITDA $ (0.2 )   $ (4.1 )     -94.4 %

For more information on Planet 13, visit the investor website (https://planet13.com/investors/).

About Planet 13

Planet 13 (https://planet13.com) is a vertically integrated cannabis company, with award-winning cultivation, production and dispensary operations across its locations in Nevada, Illinois, and Florida. Home to the nation’s largest dispensary, located just off The Strip in Las Vegas, Planet 13 continues to expand its footprint with the recent debut of its first consumption lounge in Las Vegas, DAZED!, the opening of its first Illinois dispensary in Waukegan, bringing unparalleled cannabis experiences to the Chicago metro area. Planet 13 operates dispensaries across Florida, a key market in its expansive footprint. Planet 13’s mission is to build a recognizable global brand known for world-class dispensary operations and innovative cannabis products. Licensed cannabis activity is legal in the states Planet 13 operates in but remains illegal under U.S. federal law. Planet 13’s shares trade on the Canadian Securities Exchange (CSE) under the symbol PLTH and are quoted on the OTCQX under the symbol PLNH. To learn more, visit planet13.com.

Cautionary Note Regarding Forward-Looking Information

This news release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws. All statements, other than statements of historical fact, are forward-looking statements and are often, but not always, identified by phrases such as “plans”, “expects”, “proposed”, “may”, “could”, “would”, “intends”, “anticipates”, or “believes”, or variations of such words and phrases. In this news release, forward-looking statements relate to our strategic goals or future performance. Such forward-looking statements reflect what management of the Company believes, or believed at the time, to be reasonable assumptions and accordingly readers are cautioned not to place undue reliance upon such forward-looking statements and that actual results may vary from such forward-looking statements. These assumptions, risks and uncertainties which may cause actual results to differ include, among others: final regulatory and other approvals or consents needed to operate our business; fluctuations in general macroeconomic conditions; inflationary pressures; fluctuations in securities markets; expectations regarding the size of the cannabis market in the states in which we currently operate in or contemplate future operations and changing consumer habits in such states; the ability of the Company to successfully achieve its business objectives; plans for expansion; political and social uncertainties including international conflict; inability to obtain adequate insurance to cover risks and hazards; and the presence of laws and regulations that may impose restrictions on cultivation, production, distribution and sale of cannabis and cannabis related products in the states in which we currently operate in or contemplate future operations; employee relations and other risks and uncertainties discussed under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the U.S. Securities and Exchange Commission at www.sec.gov and on the Company’s issuer profile on SEDAR+ at www.sedarplus.ca and in the Company’s periodic reports subsequently filed with the U.S. Securities and Exchange Commission and on SEDAR+. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

For further inquiries, please contact:

Robert Groesbeck or Larry Scheffler
Co-Chief Executive Officers
ir@planet13lasvegas.com

LodeRock Advisors Inc., Planet 13 Investor Relations
mark.kuindersma@loderockadvisors.com
725-331-7650 ext. 105210

Planet 13 Media:
Colin Trethewey / PRmediaNow Communications / Colin@PRmediaNow.com

PLANET 13 HOLDINGS INC.
Interim Condensed Consolidated Balance Sheets
(Unaudited, In United States Dollars)
           
  September 30,     December 31,  
  2026     2025  
ASSETS              
Current Assets:              
Cash $ 5,792,073     $ 5,325,031  
Restricted Cash   9,900,000       10,250,000  
Accounts Receivable   339,017       1,007,891  
Inventory   15,754,100       18,138,394  
Other Receivables   551,988       3,754,563  
Prepaid Expenses and Other Current Assets   3,699,836       2,659,056  
Total Current Assets   36,037,014       41,134,935  
               
Property, Plant and Equipment   28,380,851       34,121,678  
Intangible Assets and Goodwill   42,903,931       42,903,931  
Right of Use Assets – Operating   30,024,657       31,489,308  
Long-term Deposits and Other Assets   897,762       829,164  
Deferred Tax Asset   1,559,291       1,798,654  
               
TOTAL ASSETS $ 139,803,506     $ 152,277,670  
               
LIABILITIES AND SHAREHOLDERS’ EQUITY              
LIABILITIES              
Current:              
Accounts Payable $ 4,518,999     $ 7,212,187  
Accrued Expenses   4,865,573       4,632,011  
Income Taxes Payable   510,512       159,080  
Notes Payable – Current Portion   9,750,000       9,750,000  
Operating Lease Liabilities   1,635,590       1,385,566  
Total Current Liabilities   21,280,674       23,138,844  
               
Long-Term Liabilities:              
Operating Lease Liabilities   42,205,761       43,213,442  
Other Long-term Liabilities   1,293,450       1,250,433  
Uncertain Tax Positions   41,267,435       33,041,402  
Deferred Tax Liability   952,503       506,836  
Total Liabilities   106,999,823       101,150,957  
               
SHAREHOLDERS’ EQUITY              
Common Stock, no par value, 1,500,000,000 shares authorized, 335,319,455 issued and outstanding at September 30, 2026 and 325,670,800 issued and outstanding at December 31, 2025   –       –  
Preferred Stock, no par value, 50,000,000 shares authorized, 0 issued and outstanding at September 30, 2026 and 0 at December 31, 2025   –       –  
Additional Paid-In Capital   372,873,326       371,157,826  
Deficit   (340,069,643 )     (320,031,113 )
Total Shareholders’ Equity   32,803,683       51,126,713  
               
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 139,803,506     $ 152,277,670  

PLANET 13 HOLDINGS INC.
Interim Condensed Consolidated Statements of Operations and Comprehensive Loss
(Unaudited, In United States Dollars)
     
  Three Months Ended  
  September 30,     September 30,  
  2026     2025  
               
Revenues, net of discounts $ 23,079,891     $ 23,270,211  
Cost of Goods Sold   (10,104,273 )     (18,311,350 )
Gross Profit   12,975,618       4,958,861  
               
Expenses:              
General and Administrative   13,543,891       11,987,649  
Sales and Marketing   1,394,944       1,171,083  
Lease Expense   1,120,390       1,345,835  
Impairment Loss   –       29,844,227  
Depreciation   1,435,121       1,855,914  
Total Expenses   17,494,346       46,204,708  
               
Loss From Operations   (4,518,728 )     (41,245,847 )
               
Other Income (Expense):              
Interest income (expense), net   (100,445 )     (91,934 )
Foreign exchange (loss)   –       –  
Other income, net   278,902       (1,799,946 )
Total Other Income (Expense)   178,457       (1,891,880 )
               
Loss Before Provision for Income Taxes   (4,340,271 )     (43,137,727 )
               
Provision For Income Taxes              
Current Tax Expense   (1,652,854 )     (3,054,176 )
Deferred Tax Recovery   (363,157 )     2,236,050  
    (2,016,011 )     (818,126 )
               
Net Loss and Comprehensive Loss $ (6,356,282 )   $ (43,955,853 )
               
Loss per Share              
Basic and diluted loss per share $ (0.02 )   $ (0.14 )
               
Weighted Average Number of Shares of Common Stock              
Basic and diluted   335,319,455       325,363,800  

PLANET 13 HOLDINGS INC.
Interim Condensed Consolidated Statements of Cash Flows
(Unaudited, In United States Dollars)
     
  Nine Months Ended  
  September 30,     September 30,  
  2026     2025  
CASH USED IN OPERATING ACTIVITIES              
Net loss $ (20,038,530 )   $ (59,304,262 )
Adjustments for items not involving cash:              
Shared based compensation   1,715,500       1,174,281  
Non-cash lease expense   1,340,515       1,566,859  
Depreciation   6,753,916       9,037,214  
Loss on impairment of fixed assets   –       23,984,227  
Loss on impairment of intangible assets   –       5,860,000  
Loss on disposal of fixed assets   –       1,674,517  
Gain on disposal of fixed assets   (1,565,000 )     (18,827 )
Recovery of property in legal settlement   –       (4,086,174 )
Loss on reserve for slow moving inventory   –       3,591,644  
Amortization of note payable discount   48,017       191,701  
Lease incentive amortization   (47,976 )     (7,143 )
    (11,793,558 )     (16,335,963 )
               
Net Changes in Non-cash Working Capital Items   12,203,784       6,959,387  
Proceeds from lease incentives   250,000       –  
Repayment of lease liabilities   (835,545 )     (1,194,307 )
Total Operating   (175,319 )     (10,570,883 )
               
FINANCING ACTIVITIES              
Repayment of Lafayette State Bank Note   –       (2,947,632 )
Bank of Nevada Revolving Line of Credit   –       9,750,000  
Payment of Promissory Note to former VidaCann Shareholders   –       (5,000,000 )
Total Financing   –       1,802,368  
               
INVESTING ACTIVITIES              
Purchase of property and equipment   (1,272,639 )     (5,816,104 )
Proceeds from sales of fixed assets   1,565,000       2,244,448  
Proceeds from sale of assets held for sale   –       4,086,174  
Total Investing   292,361       514,518  
               
NET CHANGE IN CASH DURING THE PERIOD   117,042       (8,253,997 )
               
CASH AND RESTRICTED CASH              
Beginning of Period   15,575,031       25,435,077  
               
End of Period $ 15,692,073     $ 17,181,080  

Stephen Willard

Stephen Willard, Chief Executive Officer, Longeveron Inc. (LGVN)
Stephen Willard, Chief Executive Officer, Longeveron Inc. (LGVN)
  • Following reporting of results for the ELPIS II Phase 2b clinical trial, the Company has requested a meeting with the FDA to review the results to determine potential next steps for the HLHS development program
  • The Company has initiated a process to review all strategic options with a goal of maximizing stockholder value and has implemented cash conservation measures to optimize cost containment
  • Lucid Capital Markets retained as the Company’s financial advisor to explore potential strategic opportunities, including a potential business combination

MIAMI, Nov. 12, 2026 (GLOBE NEWSWIRE) — Longeveron Inc. (NASDAQ: LGVN), a clinical stage biotechnology company developing cellular therapy for life-threatening, rare pediatric and chronic aging-related conditions, today reported financial results for the quarter ended September 30, 2026 and provided a business update.

“With ELPIS II results now available, we have requested a meeting with the FDA to determine potential next steps for the HLHS development program,” said Stephen H. Willard, Chief Executive Officer of Longeveron. “At the same time, we continue to review potential strategic alternatives for the Company as we explore all opportunities to maximize value for our stockholders.”

Evaluation of Strategic and Financing Alternatives
The Company is evaluating a range of strategic and financing alternatives with a goal of maximizing stockholder value. These alternatives may include, among others, a strategic partnership or investment, additional financing, a sale or merger of the Company, or a business combination. The Company has retained Lucid Capital Markets, LLC as the Company’s financial advisor for this process.

The Company has not set a definitive timeline for completion of this process and does not intend to disclose further developments unless and until it is determined that further disclosure is appropriate or required by law. There can be no assurance that this process will result in any transaction or other strategic outcome, or that such transaction or outcome will be completed on favorable terms.

Development Programs
Longeveron’s investigational therapeutic candidate laromestrocel (Lomecel-B®) is a proprietary, scalable, allogeneic cellular therapy.

Hypoplastic Left Heart Syndrome (HLHS) – a rare pediatric congenital heart birth defect in which the left ventricle (one of the pumping chambers of the heart) is either severely underdeveloped or missing.

  • In September and October, the Company announced topline and updated, respectively, results from ELPIS II, its Phase 2b clinical trial evaluating its laromestrocel as an adjunct to Stage 2 palliative surgery in 40 infants with hypoplastic left heart syndrome (HLHS). The ELPIS II trial did not meet the primary efficacy endpoint of change from baseline in right ventricular ejection fraction (RVEF) at Month 12. Based on the pre-specified secondary endpoints, laromestrocel was associated with fewer adjudicated clinical and safety events than the standard of care (SOC) arm. Additional review of the pre-specified secondary endpoint major adverse cardiac events (MACE) showed statistical significance with 8 events in the SOC arm versus 1 in the laromestrocel treatment arm (P=0.043).
  • The Company has requested a meeting with the U.S. Food and Drug Administration (FDA) to review the results to determine potential next steps for the HLHS development program.
  • The FDA has granted laromestrocel Orphan Drug designation, Fast Track designation, and Rare Pediatric Disease designation for the treatment of HLHS.

Pediatric Dilated Cardiomyopathy (PDCM) – a rare pediatric cardiovascular disease in which the muscles in one or more of the heart chambers become enlarged or stretched (dilated), with nearly 40% of children with PDCM requiring a heart transplant or dying within two years of diagnosis.

  • Longeveron’s Investigational New Drug (IND) application for its stem cell therapy laromestrocel as a potential treatment for PDCM became effective in July 2025. This IND provides for moving directly to a single Phase 2 registrational clinical trial.

Alzheimer’s disease (AD) – a neurodegenerative disorder that leads to progressive memory loss and death and currently has very limited therapeutic options.

  • The Company is seeking to forge strategic collaborations and/or partnerships for the advancement of laromestrocel in addressing AD.
  • The FDA has granted laromestrocel both Regenerative Medicine Advanced Therapy (RMAT) designation and Fast Track designation for the treatment of mild Alzheimer’s disease.

Aging-related Frailty (AF) – a chronic condition driven by systemic physiologic decline, characterized by reduced reserve and resilience across multiple organ systems with common features including weakness, fatigue, weight loss, slowness and reduced activity. No FDA-approved therapies currently exist.

  • Laromestrocel data from its Phase 2b clinical trial in Aging-related Frailty were published in Cell Stem Cell in February 2026.
  • In August, the Company announced that it has been selected as a Finalist Team in the XPRIZE Healthspan global competition, a seven-year, $101 million global competition to identify therapeutic approaches to increase human healthspan. As a result, the Company was one of 10 finalist teams to receive a $1.0 million Milestone 2 Award to be used in accordance with the XPRIZE competition rules with the opportunity to compete for the XPRIZE Grand Prize of up to $81 million, subject to the successful completion of the required clinical trial and financing thereof.

Corporate Updates

  • In July, the Company announced that Deborah Ascheim, M.D., was elected to the Longeveron Board of Directors. Dr. Ascheim is a strategic biotech Chief Medical Officer and physician who has over 30 years of clinical and executive experience advancing breakthrough therapies, including gene, cell, and biologics, for rare, ultra-rare, and common diseases across multiple indications.
  • In August, the Company appointed Nirav Jhaveri, CFA, to the Company’s executive leadership team in the role of Chief Financial Officer (CFO), principal financial officer and principal accounting officer. Mr. Jhaveri has over 25 years of experience in capital markets, corporate finance, business development and investor relations, including more than 15 years in the biotech sector.
  • Effective August 26, 2026, at 11:59 p.m. Eastern Time, the Company implemented a 1-for-10 reverse split of the shares of its Class A common stock, par value $0.001 per share and Class B common stock, par value $0.001 per share (collectively, the “Common Stock”), whether issued and outstanding or held by the Company as treasury stock.
  • In September, the Company announced it had initiated a process to review all strategic options with the goal of maximizing stockholder value. In conjunction with this process, the Company has implemented cash conservation measures to optimize cost containment.
  • In October, the Company announced the retention of Lucid Capital Markets as the Company’s financial advisor to explore potential strategic opportunities.

2026 Third Quarter Summary Financial Results

  • Revenues, Cost of Revenues and Gross Profit: Revenues for each of the three-month periods ended September 30, 2026 and September 30, 2025 was $0.1 million. 2026 revenues decreased by $22,000, or 16%, when compared to the same period in 2025, primarily due to the absence of contract manufacturing revenue.

Clinical trial revenue, which is derived from The Bahamas Registry Trial, for each of the three-month periods ended September 30, 2026 and September 30, 2025 was $0.1 million. Contract manufacturing revenues for the three months ended September 30, 2026 and 2025, were $0 and $43,000, respectively. This decrease of $43,000, or 100%, when compared to the same period in 2025, was driven by the absence of any additional contract manufacturing services from our third-party client.

Related cost of revenues were $44,000 and $12,000 for the three months ended September 30, 2026 and 2025, respectively. This resulted in a gross profit of approximately $0.1 million for the three months ended September 30, 2026, a decrease of $54,000, or 43%, when compared to 2025.

    • General and Administrative Expenses: General and administrative expenses for the three months ended September 30, 2026 were $3.3 million, compared to $3.6 million for the same period in 2025. The decrease of $0.3 million, or 8%, was primarily due to a $0.9 million decrease in personnel-related costs, partially offset by an increase in legal fees of $0.3 million and finance costs of $0.3 million.
    • Research and Development Expenses: Research and development expenses for the three months ended September 30, 2026 were $4.0 million, compared to $3.9 million for the same period in 2025. The increase of $0.1 million, or 3%, was due to higher ELPIS II clinical trial expenses of $0.7 million, partially offset by supplies and costs associated with technology transfer of $0.6 million recorded in 2025.
    • Other Income: Other income for the three months ended September 30, 2026 was $1.1 million, primarily consisting of $1.0 million received as a recipient of a Milestone 2 Award in the XPRIZE Healthspan competition and $0.1 million of interest earned on money market funds. Other income for the three months ended September 30, 2025, was $0.1 million, primarily consisting of interest earned on money market funds.
    • Net Loss: Net loss was $6.1 million for the three months ended September 30, 2026, compared to $7.2 million for the three months ended September 30, 2025. The decrease of $1.1 million, or 15%, was due to the factors outlined above.
    • Cash and cash equivalents: As of September 30, 2026, the Company had cash and cash equivalents of $7.2 million. The Company currently anticipates its existing cash and cash equivalents will enable it to fund its operating expenses and capital expenditure requirements into the first quarter of 2027, based on its current operating budget, cash flow forecast, as well as the ongoing implementation of cash conservation measures to optimize cost containment.

Conference Call
In light of the Company’s ongoing review of strategic alternatives, the Company has determined not to hold a conference call to review its third quarter results at this time.

About Longeveron Inc.
Longeveron is a clinical stage biotechnology company developing regenerative medicines to address unmet medical needs. The Company’s lead investigational product candidate is laromestrocel (Lomecel-B®), an allogeneic mesenchymal stem cell (MSC) therapy product isolated from the bone marrow of young, healthy adult donors. We believe laromestrocel has multiple potential mechanisms of action encompassing pro-vascular, pro-regenerative, anti-inflammatory, and tissue repair and healing effects with broad potential applications across a spectrum of disease areas. Laromestrocel development programs have received five distinct and important FDA designations: for the HLHS program – Orphan Drug designation, Fast Track designation, and Rare Pediatric Disease designation; and, for the AD program – Regenerative Medicine Advanced Therapy (RMAT) designation and Fast Track designation. For more information, visit www.longeveron.com or follow Longeveron on LinkedIn, X, and Instagram.

Forward-Looking Statements
Certain statements in this press release that are not historical facts are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, which reflect management’s current expectations, assumptions, and estimates of future operations, performance and economic conditions, and involve known and unknown risks, uncertainties, and other important factors that could cause actual results, performance, or achievements to differ materially from those anticipated, expressed, or implied by the statements made herein. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate, including the occurrence and outcome of a meeting or discussion of ELPIS II results with the FDA and the future of the HLHS development program; our ability to pursue funding sources and potential revenue opportunities to advance laromestrocel in longevity and Aging-related frailty; our expectations regarding the review and exploration of all strategic options and their potential impact on stockholder value; the possibility of a strategic partnership or investment, additional financing, sale or merger of the Company, or a business combination; the timeline and disclosure of events involving our strategic review process the impact of our retention of a financial advisor and our ability to engage additional strategic advisors or an investment bank; the continued listing of our Class A common stock on Nasdaq; our expectations regarding the future of the company’s operations, including our clinical, development and commercialization activities; our implementation of cash conservation measures to reduce operating expenses and optimize cost containment; the impact of the results of the ELPIS II trial upon future revenues; and other statements regarding future events. Forward-looking statements are generally identifiable by the use of forward-looking terminology such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expects,” “intend,” “looks to,” “may,” “on condition,” “plan,” “potential,” “predict,” “preliminary,” “project,” “see,” “should,” “target,” “will,” “would,” or the negative thereof or comparable terminology, although not all forward-looking statements contain these words, or by discussion of strategy or goals or other future events, circumstances, or effects. Additional factors that could cause actual results to differ materially from those expressed or implied in any forward-looking statements in this release include, but are not limited to, the risk that the exploration of strategic options may not result in any definitive transaction or enhance stockholder value or may create uncertainty that may adversely affect our business, financial condition, results of operations, or stockholder and investor perception; our ability to successfully contain costs, attain future financing, funding sources, or secure strategic partnerships or other alternatives on terms favorable to us or at all; the ability of our clinical trials to demonstrate safety and efficacy of our investigational product candidates, and other positive results; our ability to successfully transition toward a more capital-efficient, asset-light operating model; our ability to secure one or more strategic licensing partnerships for laromestrocel in our development programs; our ability to reach alignment with the FDA and other regulatory authorities on a potential path toward regulatory approval; the availability of evidence from our ongoing and future preclinical studies and clinical trials sufficient to support the Company filing a BLA for the investigational product candidate for one or more indications; the timing and focus of our ongoing and future preclinical studies and clinical trials, and the reporting of data from those studies and trials; market and other conditions, our cash position and need to raise additional capital, the difficulties we may face in obtaining access to capital, and the dilutive impact it may have on our investors; our financial performance, and ability to continue as a going concern; the period over which we estimate our existing cash and cash equivalents will be sufficient to fund our future operating expenses and capital expenditure requirements; the size of the market opportunity for certain of our investigational product candidates, including our estimates of the number of patients who suffer from the diseases we are targeting; our ability to scale production and commercialize the investigational product candidate for certain indications; the success of competing therapies that are or may become available; the beneficial characteristics, safety, efficacy and therapeutic effects of our investigational product candidates; our ability to obtain and maintain regulatory approval of our investigational product candidates in the U.S. and other jurisdictions; our plans relating to the further development of our investigational product candidates, including additional disease states or indications we may pursue; our plans and ability to obtain or protect intellectual property rights, including extensions of existing patent terms where available and our ability to avoid infringing the intellectual property rights of others; the our ability to attract and retain personnel; and our estimates regarding expenses, future revenue, capital requirements and needs for additional financing.

Further information relating to factors that may impact the Company’s results and forward-looking statements are disclosed in the Company’s filings with the Securities and Exchange Commission, including Longeveron’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission on March 17, 2026, its Quarterly Reports on Form 10-Q, and its Current Reports on Form 8-K. The Company operates in a highly competitive and rapidly changing environment; therefore, new factors may arise, and it is not possible for the Company’s management to predict all such factors that may arise nor assess the impact of such factors or the extent to which any individual factor or combination thereof, may cause results to differ materially from those contained in any forward-looking statements. The forward-looking statements contained in this press release are made as of the date of this press release based on information available as of the date of this press release, are inherently uncertain, and the Company disclaims any intention or obligation, other than imposed by law, to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Investor and Media Inquiries:
Derek Cole
Investor Relations Advisory Solutions
derek.cole@iradvisory.com

—tables follow— 

Longeveron Inc.
Condensed Balance Sheets
(In thousands, except share and per share data)
    September 30,
2026
    December 31,
2025
 
    (Unaudited)        
Assets            
Current assets:            
Cash and cash equivalents   $ 7,245     $ 4,661  
Prepaid expenses and other current assets     840       686  
Accounts receivable     64       104  
Total current assets     8,149       5,451  
Property and equipment, net     1,445       1,836  
Intangible assets, net     2,167       2,285  
Operating lease asset, net     246       513  
Other assets     8       176  
Total assets   $ 12,015     $ 10,261  
Liabilities and stockholders’ equity            
Current liabilities:            
Accounts payable   $ 1,961     $ 423  
Accrued expenses     3,714       2,969  
Current portion of lease liability     412       655  
Deferred revenue     40       40  
Other current liabilities     400       —  
Total current liabilities     6,527       4,087  
Long-term liabilities:            
Long-term portion of operating lease liability     —       169  
Liability related to the sale of future PRV proceeds     778       —  
Other liabilities     —       330  
Total long-term liabilities     778       499  
Total liabilities     7,305       4,586  
Commitments and contingencies (Note 9)            
Stockholders’ equity:            
Preferred stock, $0.001 par value per share, 4,973,025 shares authorized, no shares issued and outstanding at September 30, 2026, and December 31, 2025     —       —  
Series A non-voting convertible preferred stock, $0.001 par value per share, 26,975 shares authorized, 11,211.52 issued and outstanding at September 30, 2026, no shares issued and outstanding at December 31, 2025     —       —  
Class A common stock, $0.001 par value per share, 175,000,000 shares authorized, 3,113,450 shares issued and outstanding at September 30, 2026; 2,144,534 issued and outstanding at December 31, 2025     3       2  
Class B common stock, $0.001 par value per share, 15,705,000 shares authorized,
138,405 shares issued and outstanding at September 30, 2026; 148,401 shares issued and outstanding at December 31, 2025
    —       —  
Additional paid-in capital     153,962       137,984  
Accumulated deficit     (149,255 )     (132,311 )
Total stockholders’ equity     4,710       5,675  
Total liabilities and stockholders’ equity   $ 12,015     $ 10,261  
                 

See accompanying notes to financial statements.

Longeveron Inc.
Condensed Statements of Operations
(In thousands, except per share data)
(Unaudited)
    Three months ended
September 30,
    Nine months ended
September 30,
 
    2026     2025     2026     2025  
Revenues                        
Clinical trial revenue   $ 115     $ 94     $ 780     $ 651  
Contract manufacturing lease revenue     —       6       —       18  
Contract manufacturing revenue     —       37       20       165  
Total revenues     115       137       800       834  
Cost of revenues     44       12       283       288  
Gross profit     71       125       517       546  
                         
Operating expenses                        
General and administrative     3,310       3,583       9,189       9,113  
Research and development     3,958       3,852       9,471       9,321  
Total operating expenses     7,268       7,435       18,660       18,434  
Loss from operations     (7,197 )     (7,310 )     (18,143 )     (17,888 )
Other income                        
Other income, net     1,062       89       1,199       628  
Total other income, net     1,062       89       1,199       628  
Net loss   $ (6,135 )   $ (7,221 )   $ (16,944 )   $ (17,260 )
Basic and diluted net loss per share   $ (1.91 )   $ (3.93 )   $ (5.75 )   $ (10.70 )
Basic and diluted weighted average common shares
outstanding
    3,211,122       1,837,321       2,945,188       1,612,488  
                                 

See accompanying notes to financial statements.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/cde71c09-a5f1-424d-837b-80f8786d82a5

Stephen Willard

Stephen Willard, Chief Executive Officer, Longeveron Inc. (LGVN)
Stephen Willard, Chief Executive Officer, Longeveron Inc. (LGVN)
  • Following reporting of results for the ELPIS II Phase 2b clinical trial, the Company has requested a meeting with the FDA to review the results to determine potential next steps for the HLHS development program
  • The Company has initiated a process to review all strategic options with a goal of maximizing stockholder value and has implemented cash conservation measures to optimize cost containment
  • Lucid Capital Markets retained as the Company’s financial advisor to explore potential strategic opportunities, including a potential business combination

MIAMI, Nov. 12, 2026 (GLOBE NEWSWIRE) — Longeveron Inc. (NASDAQ: LGVN), a clinical stage biotechnology company developing cellular therapy for life-threatening, rare pediatric and chronic aging-related conditions, today reported financial results for the quarter ended September 30, 2026 and provided a business update.

“With ELPIS II results now available, we have requested a meeting with the FDA to determine potential next steps for the HLHS development program,” said Stephen H. Willard, Chief Executive Officer of Longeveron. “At the same time, we continue to review potential strategic alternatives for the Company as we explore all opportunities to maximize value for our stockholders.”

Evaluation of Strategic and Financing Alternatives
The Company is evaluating a range of strategic and financing alternatives with a goal of maximizing stockholder value. These alternatives may include, among others, a strategic partnership or investment, additional financing, a sale or merger of the Company, or a business combination. The Company has retained Lucid Capital Markets, LLC as the Company’s financial advisor for this process.

The Company has not set a definitive timeline for completion of this process and does not intend to disclose further developments unless and until it is determined that further disclosure is appropriate or required by law. There can be no assurance that this process will result in any transaction or other strategic outcome, or that such transaction or outcome will be completed on favorable terms.

Development Programs
Longeveron’s investigational therapeutic candidate laromestrocel (Lomecel-B®) is a proprietary, scalable, allogeneic cellular therapy.

Hypoplastic Left Heart Syndrome (HLHS) – a rare pediatric congenital heart birth defect in which the left ventricle (one of the pumping chambers of the heart) is either severely underdeveloped or missing.

  • In September and October, the Company announced topline and updated, respectively, results from ELPIS II, its Phase 2b clinical trial evaluating its laromestrocel as an adjunct to Stage 2 palliative surgery in 40 infants with hypoplastic left heart syndrome (HLHS). The ELPIS II trial did not meet the primary efficacy endpoint of change from baseline in right ventricular ejection fraction (RVEF) at Month 12. Based on the pre-specified secondary endpoints, laromestrocel was associated with fewer adjudicated clinical and safety events than the standard of care (SOC) arm. Additional review of the pre-specified secondary endpoint major adverse cardiac events (MACE) showed statistical significance with 8 events in the SOC arm versus 1 in the laromestrocel treatment arm (P=0.043).
  • The Company has requested a meeting with the U.S. Food and Drug Administration (FDA) to review the results to determine potential next steps for the HLHS development program.
  • The FDA has granted laromestrocel Orphan Drug designation, Fast Track designation, and Rare Pediatric Disease designation for the treatment of HLHS.

Pediatric Dilated Cardiomyopathy (PDCM) – a rare pediatric cardiovascular disease in which the muscles in one or more of the heart chambers become enlarged or stretched (dilated), with nearly 40% of children with PDCM requiring a heart transplant or dying within two years of diagnosis.

  • Longeveron’s Investigational New Drug (IND) application for its stem cell therapy laromestrocel as a potential treatment for PDCM became effective in July 2025. This IND provides for moving directly to a single Phase 2 registrational clinical trial.

Alzheimer’s disease (AD) – a neurodegenerative disorder that leads to progressive memory loss and death and currently has very limited therapeutic options.

  • The Company is seeking to forge strategic collaborations and/or partnerships for the advancement of laromestrocel in addressing AD.
  • The FDA has granted laromestrocel both Regenerative Medicine Advanced Therapy (RMAT) designation and Fast Track designation for the treatment of mild Alzheimer’s disease.

Aging-related Frailty (AF) – a chronic condition driven by systemic physiologic decline, characterized by reduced reserve and resilience across multiple organ systems with common features including weakness, fatigue, weight loss, slowness and reduced activity. No FDA-approved therapies currently exist.

  • Laromestrocel data from its Phase 2b clinical trial in Aging-related Frailty were published in Cell Stem Cell in February 2026.
  • In August, the Company announced that it has been selected as a Finalist Team in the XPRIZE Healthspan global competition, a seven-year, $101 million global competition to identify therapeutic approaches to increase human healthspan. As a result, the Company was one of 10 finalist teams to receive a $1.0 million Milestone 2 Award to be used in accordance with the XPRIZE competition rules with the opportunity to compete for the XPRIZE Grand Prize of up to $81 million, subject to the successful completion of the required clinical trial and financing thereof.

Corporate Updates

  • In July, the Company announced that Deborah Ascheim, M.D., was elected to the Longeveron Board of Directors. Dr. Ascheim is a strategic biotech Chief Medical Officer and physician who has over 30 years of clinical and executive experience advancing breakthrough therapies, including gene, cell, and biologics, for rare, ultra-rare, and common diseases across multiple indications.
  • In August, the Company appointed Nirav Jhaveri, CFA, to the Company’s executive leadership team in the role of Chief Financial Officer (CFO), principal financial officer and principal accounting officer. Mr. Jhaveri has over 25 years of experience in capital markets, corporate finance, business development and investor relations, including more than 15 years in the biotech sector.
  • Effective August 26, 2026, at 11:59 p.m. Eastern Time, the Company implemented a 1-for-10 reverse split of the shares of its Class A common stock, par value $0.001 per share and Class B common stock, par value $0.001 per share (collectively, the “Common Stock”), whether issued and outstanding or held by the Company as treasury stock.
  • In September, the Company announced it had initiated a process to review all strategic options with the goal of maximizing stockholder value. In conjunction with this process, the Company has implemented cash conservation measures to optimize cost containment.
  • In October, the Company announced the retention of Lucid Capital Markets as the Company’s financial advisor to explore potential strategic opportunities.

2026 Third Quarter Summary Financial Results

  • Revenues, Cost of Revenues and Gross Profit: Revenues for each of the three-month periods ended September 30, 2026 and September 30, 2025 was $0.1 million. 2026 revenues decreased by $22,000, or 16%, when compared to the same period in 2025, primarily due to the absence of contract manufacturing revenue.

Clinical trial revenue, which is derived from The Bahamas Registry Trial, for each of the three-month periods ended September 30, 2026 and September 30, 2025 was $0.1 million. Contract manufacturing revenues for the three months ended September 30, 2026 and 2025, were $0 and $43,000, respectively. This decrease of $43,000, or 100%, when compared to the same period in 2025, was driven by the absence of any additional contract manufacturing services from our third-party client.

Related cost of revenues were $44,000 and $12,000 for the three months ended September 30, 2026 and 2025, respectively. This resulted in a gross profit of approximately $0.1 million for the three months ended September 30, 2026, a decrease of $54,000, or 43%, when compared to 2025.

    • General and Administrative Expenses: General and administrative expenses for the three months ended September 30, 2026 were $3.3 million, compared to $3.6 million for the same period in 2025. The decrease of $0.3 million, or 8%, was primarily due to a $0.9 million decrease in personnel-related costs, partially offset by an increase in legal fees of $0.3 million and finance costs of $0.3 million.
    • Research and Development Expenses: Research and development expenses for the three months ended September 30, 2026 were $4.0 million, compared to $3.9 million for the same period in 2025. The increase of $0.1 million, or 3%, was due to higher ELPIS II clinical trial expenses of $0.7 million, partially offset by supplies and costs associated with technology transfer of $0.6 million recorded in 2025.
    • Other Income: Other income for the three months ended September 30, 2026 was $1.1 million, primarily consisting of $1.0 million received as a recipient of a Milestone 2 Award in the XPRIZE Healthspan competition and $0.1 million of interest earned on money market funds. Other income for the three months ended September 30, 2025, was $0.1 million, primarily consisting of interest earned on money market funds.
    • Net Loss: Net loss was $6.1 million for the three months ended September 30, 2026, compared to $7.2 million for the three months ended September 30, 2025. The decrease of $1.1 million, or 15%, was due to the factors outlined above.
    • Cash and cash equivalents: As of September 30, 2026, the Company had cash and cash equivalents of $7.2 million. The Company currently anticipates its existing cash and cash equivalents will enable it to fund its operating expenses and capital expenditure requirements into the first quarter of 2027, based on its current operating budget, cash flow forecast, as well as the ongoing implementation of cash conservation measures to optimize cost containment.

Conference Call
In light of the Company’s ongoing review of strategic alternatives, the Company has determined not to hold a conference call to review its third quarter results at this time.

About Longeveron Inc.
Longeveron is a clinical stage biotechnology company developing regenerative medicines to address unmet medical needs. The Company’s lead investigational product candidate is laromestrocel (Lomecel-B®), an allogeneic mesenchymal stem cell (MSC) therapy product isolated from the bone marrow of young, healthy adult donors. We believe laromestrocel has multiple potential mechanisms of action encompassing pro-vascular, pro-regenerative, anti-inflammatory, and tissue repair and healing effects with broad potential applications across a spectrum of disease areas. Laromestrocel development programs have received five distinct and important FDA designations: for the HLHS program – Orphan Drug designation, Fast Track designation, and Rare Pediatric Disease designation; and, for the AD program – Regenerative Medicine Advanced Therapy (RMAT) designation and Fast Track designation. For more information, visit www.longeveron.com or follow Longeveron on LinkedIn, X, and Instagram.

Forward-Looking Statements
Certain statements in this press release that are not historical facts are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, which reflect management’s current expectations, assumptions, and estimates of future operations, performance and economic conditions, and involve known and unknown risks, uncertainties, and other important factors that could cause actual results, performance, or achievements to differ materially from those anticipated, expressed, or implied by the statements made herein. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate, including the occurrence and outcome of a meeting or discussion of ELPIS II results with the FDA and the future of the HLHS development program; our ability to pursue funding sources and potential revenue opportunities to advance laromestrocel in longevity and Aging-related frailty; our expectations regarding the review and exploration of all strategic options and their potential impact on stockholder value; the possibility of a strategic partnership or investment, additional financing, sale or merger of the Company, or a business combination; the timeline and disclosure of events involving our strategic review process the impact of our retention of a financial advisor and our ability to engage additional strategic advisors or an investment bank; the continued listing of our Class A common stock on Nasdaq; our expectations regarding the future of the company’s operations, including our clinical, development and commercialization activities; our implementation of cash conservation measures to reduce operating expenses and optimize cost containment; the impact of the results of the ELPIS II trial upon future revenues; and other statements regarding future events. Forward-looking statements are generally identifiable by the use of forward-looking terminology such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expects,” “intend,” “looks to,” “may,” “on condition,” “plan,” “potential,” “predict,” “preliminary,” “project,” “see,” “should,” “target,” “will,” “would,” or the negative thereof or comparable terminology, although not all forward-looking statements contain these words, or by discussion of strategy or goals or other future events, circumstances, or effects. Additional factors that could cause actual results to differ materially from those expressed or implied in any forward-looking statements in this release include, but are not limited to, the risk that the exploration of strategic options may not result in any definitive transaction or enhance stockholder value or may create uncertainty that may adversely affect our business, financial condition, results of operations, or stockholder and investor perception; our ability to successfully contain costs, attain future financing, funding sources, or secure strategic partnerships or other alternatives on terms favorable to us or at all; the ability of our clinical trials to demonstrate safety and efficacy of our investigational product candidates, and other positive results; our ability to successfully transition toward a more capital-efficient, asset-light operating model; our ability to secure one or more strategic licensing partnerships for laromestrocel in our development programs; our ability to reach alignment with the FDA and other regulatory authorities on a potential path toward regulatory approval; the availability of evidence from our ongoing and future preclinical studies and clinical trials sufficient to support the Company filing a BLA for the investigational product candidate for one or more indications; the timing and focus of our ongoing and future preclinical studies and clinical trials, and the reporting of data from those studies and trials; market and other conditions, our cash position and need to raise additional capital, the difficulties we may face in obtaining access to capital, and the dilutive impact it may have on our investors; our financial performance, and ability to continue as a going concern; the period over which we estimate our existing cash and cash equivalents will be sufficient to fund our future operating expenses and capital expenditure requirements; the size of the market opportunity for certain of our investigational product candidates, including our estimates of the number of patients who suffer from the diseases we are targeting; our ability to scale production and commercialize the investigational product candidate for certain indications; the success of competing therapies that are or may become available; the beneficial characteristics, safety, efficacy and therapeutic effects of our investigational product candidates; our ability to obtain and maintain regulatory approval of our investigational product candidates in the U.S. and other jurisdictions; our plans relating to the further development of our investigational product candidates, including additional disease states or indications we may pursue; our plans and ability to obtain or protect intellectual property rights, including extensions of existing patent terms where available and our ability to avoid infringing the intellectual property rights of others; the our ability to attract and retain personnel; and our estimates regarding expenses, future revenue, capital requirements and needs for additional financing.

Further information relating to factors that may impact the Company’s results and forward-looking statements are disclosed in the Company’s filings with the Securities and Exchange Commission, including Longeveron’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission on March 17, 2026, its Quarterly Reports on Form 10-Q, and its Current Reports on Form 8-K. The Company operates in a highly competitive and rapidly changing environment; therefore, new factors may arise, and it is not possible for the Company’s management to predict all such factors that may arise nor assess the impact of such factors or the extent to which any individual factor or combination thereof, may cause results to differ materially from those contained in any forward-looking statements. The forward-looking statements contained in this press release are made as of the date of this press release based on information available as of the date of this press release, are inherently uncertain, and the Company disclaims any intention or obligation, other than imposed by law, to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Investor and Media Inquiries:
Derek Cole
Investor Relations Advisory Solutions
derek.cole@iradvisory.com

—tables follow— 

Longeveron Inc.
Condensed Balance Sheets
(In thousands, except share and per share data)
    September 30,
2026
    December 31,
2025
 
    (Unaudited)        
Assets            
Current assets:            
Cash and cash equivalents   $ 7,245     $ 4,661  
Prepaid expenses and other current assets     840       686  
Accounts receivable     64       104  
Total current assets     8,149       5,451  
Property and equipment, net     1,445       1,836  
Intangible assets, net     2,167       2,285  
Operating lease asset, net     246       513  
Other assets     8       176  
Total assets   $ 12,015     $ 10,261  
Liabilities and stockholders’ equity            
Current liabilities:            
Accounts payable   $ 1,961     $ 423  
Accrued expenses     3,714       2,969  
Current portion of lease liability     412       655  
Deferred revenue     40       40  
Other current liabilities     400       —  
Total current liabilities     6,527       4,087  
Long-term liabilities:            
Long-term portion of operating lease liability     —       169  
Liability related to the sale of future PRV proceeds     778       —  
Other liabilities     —       330  
Total long-term liabilities     778       499  
Total liabilities     7,305       4,586  
Commitments and contingencies (Note 9)            
Stockholders’ equity:            
Preferred stock, $0.001 par value per share, 4,973,025 shares authorized, no shares issued and outstanding at September 30, 2026, and December 31, 2025     —       —  
Series A non-voting convertible preferred stock, $0.001 par value per share, 26,975 shares authorized, 11,211.52 issued and outstanding at September 30, 2026, no shares issued and outstanding at December 31, 2025     —       —  
Class A common stock, $0.001 par value per share, 175,000,000 shares authorized, 3,113,450 shares issued and outstanding at September 30, 2026; 2,144,534 issued and outstanding at December 31, 2025     3       2  
Class B common stock, $0.001 par value per share, 15,705,000 shares authorized,
138,405 shares issued and outstanding at September 30, 2026; 148,401 shares issued and outstanding at December 31, 2025
    —       —  
Additional paid-in capital     153,962       137,984  
Accumulated deficit     (149,255 )     (132,311 )
Total stockholders’ equity     4,710       5,675  
Total liabilities and stockholders’ equity   $ 12,015     $ 10,261  
                 

See accompanying notes to financial statements.

Longeveron Inc.
Condensed Statements of Operations
(In thousands, except per share data)
(Unaudited)
    Three months ended
September 30,
    Nine months ended
September 30,
 
    2026     2025     2026     2025  
Revenues                        
Clinical trial revenue   $ 115     $ 94     $ 780     $ 651  
Contract manufacturing lease revenue     —       6       —       18  
Contract manufacturing revenue     —       37       20       165  
Total revenues     115       137       800       834  
Cost of revenues     44       12       283       288  
Gross profit     71       125       517       546  
                         
Operating expenses                        
General and administrative     3,310       3,583       9,189       9,113  
Research and development     3,958       3,852       9,471       9,321  
Total operating expenses     7,268       7,435       18,660       18,434  
Loss from operations     (7,197 )     (7,310 )     (18,143 )     (17,888 )
Other income                        
Other income, net     1,062       89       1,199       628  
Total other income, net     1,062       89       1,199       628  
Net loss   $ (6,135 )   $ (7,221 )   $ (16,944 )   $ (17,260 )
Basic and diluted net loss per share   $ (1.91 )   $ (3.93 )   $ (5.75 )   $ (10.70 )
Basic and diluted weighted average common shares
outstanding
    3,211,122       1,837,321       2,945,188       1,612,488  
                                 

See accompanying notes to financial statements.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/cde71c09-a5f1-424d-837b-80f8786d82a5

RONAN, Mont., Nov. 12, 2026 (GLOBE NEWSWIRE) — AirJoule Technologies Corporation (NASDAQ: AIRJ) (“AirJoule Technologies” or the “Company”) today announced that it will report its third quarter 2026 results before market open on Monday, November 16, 2026. Company management will host a conference call and Q&A session to discuss the results at 8:30 AM ET on the same day.

To access the live audio webcast of the conference call, please visit the investor section of the AirJoule Technologies website at https://airjouletech.com/investors. To participate by phone, dial 877-407-6184.

An archived webcast will be available following the call.

About AirJoule Technologies Corporation

AirJoule Technologies Corporation (Nasdaq: AIRJ) is an advanced technology company whose purpose is to free the world of its water and energy constraints. The company is commercializing its proprietary AirJoule™ technology for atmospheric water generation and dehumidification through a joint venture with GE Vernova. AirJoule Technologies also owns BitSink, a U.S. manufacturer of cooling, power distribution and modular infrastructure for AI and high-performance computing data centers. For more information, visit https://airjouletech.com.

Follow AirJoule Technologies on LinkedIn: https://www.linkedin.com/company/airjoule-tech/

Contact

Investor Relations & Media:
Tom Divine – Vice President, Investor Relations and Finance
investors@airjouletech.com

RONAN, Mont., Nov. 12, 2026 (GLOBE NEWSWIRE) — AirJoule Technologies Corporation (NASDAQ: AIRJ) (“AirJoule Technologies” or the “Company”) today announced that it will report its third quarter 2026 results before market open on Monday, November 16, 2026. Company management will host a conference call and Q&A session to discuss the results at 8:30 AM ET on the same day.

To access the live audio webcast of the conference call, please visit the investor section of the AirJoule Technologies website at https://airjouletech.com/investors. To participate by phone, dial 877-407-6184.

An archived webcast will be available following the call.

About AirJoule Technologies Corporation

AirJoule Technologies Corporation (Nasdaq: AIRJ) is an advanced technology company whose purpose is to free the world of its water and energy constraints. The company is commercializing its proprietary AirJoule™ technology for atmospheric water generation and dehumidification through a joint venture with GE Vernova. AirJoule Technologies also owns BitSink, a U.S. manufacturer of cooling, power distribution and modular infrastructure for AI and high-performance computing data centers. For more information, visit https://airjouletech.com.

Follow AirJoule Technologies on LinkedIn: https://www.linkedin.com/company/airjoule-tech/

Contact

Investor Relations & Media:
Tom Divine – Vice President, Investor Relations and Finance
investors@airjouletech.com

2026 Revenue Guidance Revised, Platform Profitability Guidance Reaffirmed; 
Three Additional Offerings Tokenized

SCOTTSDALE, Ariz., Nov. 12, 2026 (GLOBE NEWSWIRE) — Caliber (Nasdaq: CWD), a real estate-focused alternative asset manager, today reported results for the third quarter ended September 30, 2026. Platform Adjusted EBITDA was positive for the second consecutive quarter and $0.8 million better than the third quarter of 2025.

Caliber operates two businesses: its real estate investment platform, which produces substantially all of the Company’s revenue, and Caliber Tokenization Services, launched in August 2026, which brings tokenization to private real estate funds, starting with the funds Caliber manages.

Third Quarter 2026 Platform Financial Results (compared to Third Quarter 2025)

  • Platform revenue of $3.8 million, compared to $3.5 million.
    • The $0.3 million increase was driven primarily by a $0.3 million increase in fund management fees and a $0.2 million increase in development and construction fees, partially offset by a $0.1 million decrease in financing fees.
  • Platform net loss of $4.3 million, or $0.43 per diluted share, compared to Platform net loss of $4.4 million, or $1.70 per diluted share. Platform net loss includes a $3.9 million non-cash provision for income taxes recorded in the quarter; Platform net loss before income taxes was $0.4 million, compared to $4.4 million.
  • Platform Adjusted EBITDA of $0.1 million, compared to Platform Adjusted EBITDA loss of $0.7 million.

Third Quarter 2026 Tokenized Platform Highlights

  • Caliber completes the tokenization of three additional real estate projects, continuing the Company’s strategy to integrate blockchain infrastructure into its real estate fund offerings.
  • Total Platform tokenized offerings represent up to $110 million in offered equity in 4 tokenized offerings.
  • As of September 30, 2026, Caliber held 229,203 LINK tokens (LINK, the token underlying Chainlink) with a fair value of $3.3 million. The Company did not purchase or sell LINK during the quarter, and the change in fair value of its digital assets was a gain of $1.6 million.

Management Commentary

“Each of our two businesses has a different objective,” said Chris Loeffler, CEO of Caliber. “Our real estate platform is the foundation, and our objective for it is steady, consistent profitability. We have sized its cost base to this market, and Platform Adjusted EBITDA was positive for the second consecutive quarter even as tighter credit moved several transactions into 2027. That is why we lowered our revenue guidance while reaffirming our Platform Adjusted EBITDA guidance.”

“Tokenization is our growth engine. This month we took three more offerings live with tokenized ownership, bringing the total to four, with more than $110 million of combined maximum offered equity. Caliber Tokenization Services is designed to grow through technology partners rather than a large internal team, which we believe lets it scale without adding significant overhead.”

2026 Outlook and Path to Profitability

Caliber today revised its 2026 total Platform revenue guidance, previously $18.0 million to $22.0 million, reflecting the shift of certain revenue previously expected in the fourth quarter into future periods as tighter credit conditions extended financing timelines; reaffirmed its 2026 Platform Adjusted EBITDA profitability guidance. The revised revenue range assumes no improvement in financing conditions through the end of the year

Updated 2026 guidance:

  • Total Platform revenue in the range of $15.0 million to $17.0 million
  • Platform Adjusted EBITDA profitability

Business Update

The following are key milestones completed both during and after the third quarter ended September 30, 2026.

  • On July 2, 2026, Caliber announced the next phase of its real estate fund tokenization strategy, building on Chainlink, the industry-standard oracle platform, as part of a broader effort to modernize how private real estate assets and funds are financed, owned, administered, and accessed.
  • On July 16, 2026, Caliber announced that it has broken ground on its Hyatt Studios extended stay hotel in Steamboat Springs, Colorado. Company executives, development partners, and community leaders gathered to celebrate the start of construction of the approximately 114-room extended-stay hotel at 1801 Lincoln Avenue. The four-story, 57,971 square foot property is expected to open in the second half of 2027 and will help address the growing demand for modern extended-stay accommodations in one of Colorado’s premier four-season destinations.
  • On August 13, 2026, Caliber announced that it has gone live with its PURE Pickleball & Padel investment offering as the first real estate investment on its platform to be tokenized. The initiative creates a real-world, practical example of how blockchain-based ownership infrastructure can improve the private real estate investor experience.
  • On August 27, 2026, Caliber announced the formation of Caliber Tokenization Services, LLC (“CTS”), a new division that provides full-service real-world asset (RWA) tokenization engagements to family offices that own and operate significant real estate portfolios, under the brand, Tokenized by Caliber.
  • On September 14, 2026, Caliber announced that it has completed the refinancing of approximately $3.4 million of its corporate promissory notes, and has executed agreements with holders of an additional approximately $9.1 million of notes granting Caliber the right, exercisable over the next six months, to retire those notes in full for approximately $7.3 million in cash. Together, the two elements address approximately $12.5 million of corporate notes, including approximately $11.3 million, or approximately 54%, of the $21.1 million of unsecured corporate and convertible notes that the Company disclosed as maturing within twelve months in its Form 10-Q for the second quarter of 2026.
  • On November 4, 2026, Caliber announced that it has gone live with three additional tokenized real estate investment offerings: Caliber-Hyatt Studios Steamboat, Caliber-Hyatt Studios Phoenix/TSMC and the Caliber-HS Feeder Fund. Combined, the three offerings represent up to $85 million in offered equity. Tokenization is designed to give investors a clearer digital record of what they own and, through Caliber’s Automated NAV (CNAV), a clearer view of its value. Together with lender rights, Caliber believes this will enable investors to borrow against their tokenized investment interest while retaining ownership. The launch follows the Company’s first tokenization, PURE Pickleball & Padel, and extends the same ownership infrastructure to both individual developments and a fund structure.
  • Through November 12, 2026, holders had exchanged $3.8 million of notes for new amortizing notes or Series AAA Preferred Stock, and the Company had executed payoff option agreements covering $14.8 million of notes, of which $13.6 million mature within twelve months and may be retired for approximately $10.9 million in cash, displaying further progress since the Company’s September 14th 2026 announcement.

Third Quarter 2026 Consolidated Financial Results (compared to Third Quarter 2025)

  • Total consolidated revenue of $4.3 million, compared to $3.6 million primarily reflecting the consolidation of Riverwalk in the fourth quarter of 2025 and Commons Fundco, LLC in the first quarter of 2026.
  • Consolidated net loss attributable to Caliber of $5.0 million, or $0.49 per diluted share, compared to net loss attributable to Caliber of $4.4 million, or $1.65 per diluted share. The third quarter includes the $3.9 million provision for income taxes and a $0.7 million, or $0.07 per share, out-of-period correction of the attribution of net loss between Caliber and noncontrolling interests in the first and second quarters of 2026.
  • Consolidated Adjusted EBITDA loss of $0.2 million, compared to Consolidated Adjusted EBITDA loss of $0.5 million.

Conference Call Information

Caliber will host a conference call today, Thursday, November 12, 2026, at 5:00 p.m. Eastern Time (ET) to discuss its third quarter 2026 financial results and business outlook.

Investors and interested parties can access the live earnings call by dialing (800) 715-9871 (domestic) or (646) 307-1963 (international) and ask to join the Caliber call or use conference ID 3070057.

A live webcast of the conference call will be available via the investor relations section of Caliber’s website under “Financial Results.” The webcast replay of the conference call will be available on Caliber’s website shortly after the call concludes.

Platform Definition

Within this earnings release, we refer to performance results of the ‘Platform’. Platform refers to the performance of CWD itself, excluding the performance of certain assets & funds that are included in our consolidated results, as required by the United States generally accepted accounting principles (“GAAP”). Management believes that Platform performance offers the most meaningful information needed to understand the value of CWD. The assets and funds that are consolidated into our GAAP presentation are included because Caliber is a guarantor of debt held by these assets and funds.

While GAAP consolidation rules require CWD to include the performance and cash flows of these assets & funds in our consolidated financial information, CWD does not benefit from the performance of those assets & funds, except to the extent that CWD earns fees from managing the assets and funds (which are included in the Platform results). Management believes presenting Platform results, which exclude consolidated assets, directly shows the business performance that CWD stockholders benefit from.

About Caliber (CaliberCos Inc.)

Caliber (Nasdaq: CWD) is a real estate-focused alternative asset manager with approximately $2.6 billion in Managed Assets and a 17-year track record investing in middle-market hospitality and multifamily real estate. The Company pairs an institutional-quality asset management platform with a boutique, hands-on investment approach focused on value creation in underserved market segments. Investors can participate in Caliber through its publicly traded equity (Nasdaq: CWD), and through its private real estate investment funds for accredited investors and financial professionals. For more information, visit caliberco.com.

Forward Looking Statements

This press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,” “will” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on the Company’s current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully in the section titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 26, 2026, and other reports filed with the SEC thereafter. Forward-looking statements contained in this announcement are made as of this date, and the Company undertakes no duty to update such information except as required under applicable law.

CONTACTS:

Caliber Investor Relations:
Ilya Grozovsky
+1 480-214-1915
Ilya@CaliberCo.com

Media Relations:
Philip Robertson
+1 917-498-4711
PRobertson@impactpartners.llc

NON-GAAP RECONCILIATIONS

The following information reconciles the performance of the Platform to the consolidated GAAP presentation. Management believes that the Platform view of Caliber’s performance is more meaningful to a CWD shareholder as it includes all revenues and expenses generated by Caliber and its wholly-owned subsidiaries.

ASSET MANAGEMENT PLATFORM(1)
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)

  Three Months Ended September 30, 2026
  Platform   Impact of
Consolidated
Funds and
Eliminations
  Consolidated
Revenues          
Asset management $ 3,842     $ (567 )   $ 3,275  
Performance allocations   —       —       —  
Consolidated funds – other revenue   —       1,040       1,040  
Total revenues   3,842       473       4,315  
Expenses          
Operating costs   3,713       (174 )     3,539  
General and administrative   1,105       30       1,135  
Marketing and advertising   62       —       62  
Depreciation and amortization   176       (7 )     169  
Consolidated funds – other expenses   —       2,683       2,683  
Total expenses   5,056       2,532       7,588  
           
Other income, net   282       (181 )     101  
Change in fair value of digital assets   1,643       —       1,643  
Interest income   254       —       254  
Interest expense   (1,363 )     —       (1,363 )
Net loss before income taxes   (398 )     (2,240 )     (2,638 )
Provision for income taxes   (3,941 )     —       (3,941 )
Net loss   (4,339 )     (2,240 )     (6,579 )
Net loss attributable to noncontrolling interests   —       (1,549 )     (1,549 )
Net (loss) income attributable to CaliberCos Inc. $ (4,339 )   $ (691 )   $ (5,030 )
Basic and diluted net loss per share $ (0.43 )       $ (0.49 )
Weighted average common shares outstanding:          
Basic and diluted   10,283           10,283  
           

(1) Represents the results of our asset management platform, which are presented on a basis that deconsolidates our consolidated funds (intercompany eliminations) and eliminate noncontrolling interest.
   

  Three Months Ended September 30, 2025
  Platform   Impact of
Consolidated
Funds and
Eliminations
  Consolidated
Revenues          
Asset management $ 3,514     $ (28 )   $ 3,486  
Performance allocations   2       —       2  
Consolidated funds – other revenue   —       148       148  
Total revenues   3,516       120       3,636  
Expenses          
Operating costs   3,408       (157 )     3,251  
General and administrative   1,481       (10 )     1,471  
Marketing and advertising   151       —       151  
Depreciation and amortization   167       (7 )     160  
Consolidated funds – other expenses   —       467       467  
Total expenses   5,207       293       5,500  
           
Other income (loss), net   (230 )     (94 )     (324 )
Change in fair value of digital assets   (677 )     —       (677 )
Interest income   28       —       28  
Interest expense   (1,876 )     —       (1,876 )
Net loss before income taxes   (4,446 )     (267 )     (4,713 )
Provision for income taxes   —       —       —  
Net loss   (4,446 )     (267 )     (4,713 )
Net loss attributable to noncontrolling interests   —       (342 )     (342 )
Net loss attributable to CaliberCos Inc. $ (4,446 )   $ 75     $ (4,371 )
Basic and diluted net loss per share $ (1.70 )       $ (1.65 )
Weighted average common shares outstanding:          
Basic and diluted   2,615           2,615  
           

(1) Represents the results of our asset management platform, which are presented on a basis that deconsolidates our consolidated funds (intercompany eliminations) and eliminate noncontrolling interest.
   

PLATFORM REVENUE(1)
(AMOUNTS IN THOUSANDS) (UNAUDITED)

  Three Months Ended September 30,
  2026
  2025
Fund management fees $ 3,078     $ 2,782  
Financing fees   64       207  
Development and construction fees   609       427  
Brokerage fees   91       98  
Total asset management   3,842       3,514  
Performance allocations   —       2  
Total revenue $ 3,842     $ 3,516  

__________________________

(1) Represents the results of our asset management platform, which are presented on a basis that deconsolidates our consolidated funds (intercompany eliminations) and eliminates noncontrolling interest.
   

FV AUM and Managed Capital (UNAUDITED)

The following information summarizes management’s estimates of fair value related to the entire portfolio of investments that Caliber manages and the total amount of capital that is being managed across the portfolio. The fair value of our AUM conveys an indication of the overall health of our investments and potentially how much performance allocation Caliber would earn if those assets were sold. Managed Capital is used to evaluate, among other things, the amount of asset management fees we generate from the portfolio.

FV AUM
(AMOUNTS IN THOUSANDS) (UNAUDITED)

Balances as of December 31, 2025 $ 779,730  
Assets acquired(1)   4,150  
Construction and net market depreciation   (4,675 )
Assets sold(2)   (10,275 )
Credit(3)   (29,403 )
Other(4)   (3,176 )
Balances as of March 31, 2026   736,351  
Construction and net market depreciation   (441 )
Assets sold(2)   (659 )
Credit(3)   622  
Other(4)   1,316  
Balances as of June 30, 2026   737,189  
Assets acquired(1)   4,125  
Construction and net market depreciation   (2,925 )
Credit(3)   148  
Other(4)   (1,520 )
Balances as of September 30, 2026 $ 737,017  
       

  September 30, 2026
  December 31, 2025
Real Estate          
Hospitality $ 50,900     $ 55,600  
Caliber Hospitality Trust   185,700       191,900  
Residential   156,700       165,900  
Commercial   289,400       280,000  
Total Real Estate   682,700       693,400  
Credit(3)   53,530       82,163  
Other(4)   787       4,167  
Total $ 737,017     $ 779,730  

___________________________________________

(1)   Assets acquired during the nine months ended September 30, 2026 include one land parcel intended for hotel development in Colorado and one land parcel intended for hotel development in Arizona.
(2)   Assets sold during the nine months ended September 30, 2026 include one multi-family residential asset and a portion of a land asset.
(3)   Credit FV AUM represents loans made to our investment funds by our diversified credit fund.
(4)   Other FV AUM represents undeployed capital held in our diversified funds.
   

MANAGED CAPITAL
(AMOUNTS IN THOUSANDS) (UNAUDITED)

Balance as of December 31, 2025       $ 517,186  
Originations         10,478  
Return of capital         (316 )
Investment write-offs (1)         (37,764 )
Balance as of March 31, 2026         489,584  
Originations         6,400  
Return of capital         (23 )
Investment write-offs (1)         (355 )
Balances as of June 30, 2026         495,606  
Originations         8,957  
Return of capital         (6,293 )
Balances as of September 30, 2026       $ 498,270  
         
         
  September 30, 2026
  December 31, 2025
Real Estate        
Hospitality $ 47,097     $ 49,289  
Caliber Hospitality Trust(2)   97,044       97,037  
Residential   110,551       103,961  
Commercial   189,261       180,569  
Total Real Estate(3)   443,953       430,856  
Credit(4)   53,530       82,163  
Other(5)   787       4,167  
Total $ 498,270     $ 517,186  

_________________________________________

(1) Decrease driven by the sale of assets by our investment funds, as well as the recording of an impairment reserve related to an investment held by one of our diversified funds while recoverability is being evaluated.
(2) The Company earns a fund management fee of 0.70% of the Caliber Hospitality Trust’s enterprise value and is reimbursed for certain costs incurred on behalf of the Caliber Hospitality Trust.
(3) Beginning during the year ended December 31, 2023, the Company includes capital raised from investors in CaliberCos Inc. through corporate note issuances that was further invested in our funds in Managed Capital. At September 30, 2026 and December 31, 2025, the Company had invested $11.2 million and $11.6 million in our funds.
(4) Credit managed capital represents loans made to Caliber’s investment funds by the Company and our diversified funds. At September 30, 2026 and December 31, 2025, the Company had loaned $11.7 million and $8.5 million to our funds.
(5) Other managed capital represents undeployed capital held in our diversified funds.
   

Consolidated GAAP Results

The following information presents our consolidated GAAP results which includes the performance of certain entities we manage where Caliber is the guarantor of debt owed by those entities, despite not having significant equity at risk. As a result of these guarantor commitments, Caliber is required under GAAP to include the assets, liabilities, revenues and expenses of those entities even though a shareholder of CWD stock is neither entitled to nor exposed by those entities’ benefits or obligations. This accounting outcome also removes revenues that we earn from those entities, which a shareholder of CWD stock would be entitled to. See discussion elsewhere related to CWD’s Platform performance.

   
CALIBERCOS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)
   
  Three Months Ended September 30,
  2026   2025
  (unaudited)
Revenues      
Asset management revenues $ 3,275     $ 3,486  
Performance allocations   —       2  
Consolidated funds – other revenues   1,040       148  
Total revenues   4,315       3,636  
       
Expenses      
Operating costs   3,539       3,251  
General and administrative   1,135       1,471  
Marketing and advertising   62       151  
Depreciation and amortization   169       160  
Consolidated funds – other expenses   2,683       467  
Total expenses   7,588       5,500  
       
Other income (loss), net   101       (324 )
Change in fair value of digital assets   1,643       (677 )
Interest income   254       28  
Interest expense   (1,363 )     (1,876 )
Net loss before income taxes   (2,638 )     (4,713 )
Provision for income taxes   (3,941 )     —  
Net loss   (6,579 )     (4,713 )
Net loss attributable to noncontrolling interests   (1,549 )     (342 )
Net loss attributable to CaliberCos Inc. $ (5,030 )   $ (4,371 )
Basic and diluted net loss per share attributable to common stockholders $ (0.49 )   $ (1.65 )
Weighted average common shares outstanding:      
Basic and diluted   10,283       2,615  
               

CALIBERCOS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS, EXCEPT FOR SHARE AND PER SHARE DATA)
           
  September 30, 2026
  December 31, 2025
  (unaudited)
     
Assets          
Cash $ 1,794     $ 2,538  
Restricted cash   2,574       2,628  
Real estate investments, net   19,827       21,689  
Real estate assets held for sale   1,709       —  
Digital assets   3,293       6,850  
Notes receivable – related parties, net of allowance of $1,000 and $909, respectively   10,492       7,348  
Due from related parties, net of allowance of $4,425 and $4,071, respectively   10,557       10,086  
Investments in unconsolidated entities   11,156       11,624  
Operating lease – right of use assets   —       98  
Prepaid and other assets   1,927       2,368  
Assets of consolidated funds          
Cash   407       326  
Restricted cash   698       524  
Real estate investments, net   50,063       10,807  
Intangible assets, net   45,784       46,330  
Notes receivable – related parties   5,991       936  
Due from related parties   1,369       220  
Operating lease – right of use assets   10,756       10,757  
Prepaid and other assets   495       267  
Total assets $ 178,892     $ 135,396  
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
Notes payable, net $ 42,059     $ 46,347  
Accounts payable and accrued expenses   6,305       7,325  
Series AA cumulative redeemable preferred stock, net of issuance costs, $25.00 per share stated value, 800,000 shares authorized, 447,415 and 221,434 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively   10,497       5,101  
Due to related parties   127       186  
Operating lease liabilities   39       64  
Other liabilities   4,585       771  
Liabilities of consolidated funds          
Notes payable, net   66,173       33,605  
Notes payable – related parties   2,567       2,330  
Accounts payable and accrued expenses   3,269       1,719  
Due to related parties   923       861  
Operating lease liabilities   10,756       10,757  
Other liabilities   152       99  
Total liabilities   147,452       109,165  
               

CALIBERCOS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS, EXCEPT FOR SHARE AND PER SHARE DATA)
       
  September 30, 2026   December 31, 2025
Commitments and Contingencies (Note 12)      
       
Series A non-cumulative convertible preferred stock, $0.001 par value; 22,500,000 shares authorized, and 5,875 shares issued and outstanding as of September 30, 2026 and December 31, 2025   —       —  
Series B convertible preferred stock, $0.001 par value; 50,000 shares authorized, and zero and 15,868 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively   —       —  
Series AAA convertible preferred stock, $0.001 par value; 40,000 shares authorized, and 2,119 and zero shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively   —       —  
Common stock Class A, $0.001 par value; 500,000,000 shares authorized, 10,669,455 and 6,534,319 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively   10       7  
Common stock Class B, $0.001 par value; 15,000,000 shares authorized, zero and 370,822 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively   —       —  
Paid-in capital   87,143       79,731  
Accumulated deficit   (90,737 )     (78,405 )
Stockholders’ (deficit) equity attributable to CaliberCos Inc.   (3,584 )     1,333  
Stockholders’ equity attributable to noncontrolling interests   35,024       24,898  
Total stockholders’ equity   31,440       26,231  
Total liabilities and stockholders’ equity $ 178,892     $ 135,396  
               

Definitions

Assets Under Management

AUM refers to the assets we manage or sponsor. We monitor two types of information with regard to our AUM:

  1. Managed Capital – we define this as the total capital we fundraise from our customers as investments in our funds. It also includes fundraising into our corporate note program, the proceeds of which were used, in part, to invest in or loan to our funds. We use this information to monitor, among other things, the amount of ‘preferred return’ that would be paid at the time of a distribution and the potential to earn a performance fee over and above the preferred return at the time of the distribution. Our fund management fees are based on a percentage of managed capital or a percentage of assets under management, and monitoring the change and composition of managed capital provides relevant data points for Caliber management to further calculate and predict future earnings.
  2. Fair Value (“FV”) AUM – we define this is as the aggregate fair value of the real estate assets we manage and from which we derive management fees, performance revenues and other fees and expense reimbursements. We estimate the value of these assets quarterly to help make sale and hold decisions and to evaluate whether an existing asset would benefit from refinancing or recapitalization. This also gives us insight into the value of our carried interest at any point in time. We also utilize FV AUM to predict the percentage of our portfolio which may need development services in a given year, fund management services (such as refinance), and brokerage services. As we control the decision to hire for these services, our service income is generally predictable based upon our current portfolio AUM and our expectations for AUM growth in the year forecasted.

Non-GAAP Measures

We use non-GAAP financial measures to evaluate operating performance, identify trends, formulate financial projections, make strategic decisions, and for other discretionary purposes. We believe that these measures enhance the understanding of ongoing operations and comparability of current results to prior periods and may be useful for investors to analyze our financial performance because they provide investors a view of the performance attributable to CaliberCos Inc. When analyzing our operating performance, investors should use these measures in addition to, and not as an alternative for, their most directly comparable financial measure calculated and presented in accordance with U.S. GAAP. Our presentation of non-GAAP measures may not be comparable to similarly identified measures of other companies because not all companies use the same calculations. These measures may also differ from the amounts calculated under similarly titled definitions in our debt instruments, which amounts are further adjusted to reflect certain other cash and non-cash charges and are used by us to determine compliance with financial covenants therein and our ability to engage in certain activities, such as incurring additional debt and making certain restricted payments.

Asset Management Platform or Platform

Platform refers to the performance of the Caliber asset management platform, which generates revenues and expenses from managing our investment portfolio, which does not include any consolidated assets or funds. These activities include asset management, transaction services, and performance allocations. Management believes that this is an important view of the Company because it communicates performance of the Company that would be most useful for understanding the value of CWD.

Fee-Related Earnings and Related Components

Fee-Related Earnings is a supplemental non-GAAP performance measure used to assess our ability to generate profits from fee-based revenues, focusing on whether our core revenue streams, are sufficient to cover our core operating expenses. Fee- Related Earnings represents the Company’s net income (loss) before income taxes adjusted to exclude depreciation and amortization, stock-based compensation, interest expense and extraordinary or non-recurring revenue and expenses, including performance allocation revenue and change in fair value of digital assets, public registration direct costs related to aborted or delayed offerings and our Reg A+ offering, litigation settlements, and expenses recorded to earnings relating to investment deals which were abandoned or closed. Fee-Related Earnings is presented on a basis that deconsolidates our consolidated funds (intercompany eliminations) and eliminates noncontrolling interest. Eliminating the impact of consolidated funds and noncontrolling interest provides investors a view of the performance attributable to CaliberCos Inc. and is consistent with performance models and analysis used by management.

Distributable Earnings

Distributable Earnings is a supplemental non-GAAP performance measure equal to Fee-Related Earnings plus performance allocation revenue and less interest expenses and provision for income taxes. We believe that Distributable Earnings can be useful as a supplemental performance measure to our GAAP results assessing the amount of earnings available for distribution.

Platform Earnings

Platform Earnings represents the performance of our asset management platform, which generates revenues and expenses from managing our investment portfolio, excluding any consolidated assets or funds.

Platform Earnings per Share

Platform Earnings per Share is calculated as Platform Earnings divided by weighted average CWD common shares outstanding.

Platform Adjusted EBITDA

Platform Adjusted EBITDA represents our Distributable Earnings adjusted for interest expense, other income (expense), and provision for income taxes on a basis that deconsolidates our consolidated funds (intercompany eliminations), and eliminates noncontrolling interest. Eliminating the impact of consolidated funds and noncontrolling interest provides investors a view of the performance attributable to the Platform and is consistent with performance models and analysis used by management.

Consolidated Adjusted EBITDA

Consolidated Adjusted EBITDA represents the Company’s and the consolidated funds’ earnings before net interest expense, income taxes, depreciation and amortization, further adjusted to exclude stock-based compensation, transaction fees, expenses and other public registration direct costs related to aborted or delayed offerings and our Reg A+ offering, litigation settlements, expenses recorded to earnings relating to investment deals which were abandoned or closed, any other non-cash expenses or losses, as further adjusted for extraordinary or non-recurring items.

NON-GAAP ADJUSTED EBITDA
(AMOUNTS IN THOUSANDS) (UNAUDITED)

  Three Months Ended September 30,
2026   2025
Net loss attributable to CaliberCos Inc. $ (5,030 )   $ (4,371 )
Net loss attributable to noncontrolling interests   (1,549 )     (342 )
Net loss   (6,579 )     (4,713 )
Provision for income taxes   3,941       —  
Net loss before income taxes   (2,638 )     (4,713 )
Depreciation and amortization   176       167  
Consolidated funds’ impact on fee-related earnings   2,059       173  
Stock-based compensation   383       332  
Severance   7       593  
Performance allocations   —       (2 )
Other income, net   (513 )     94  
Investments impairment   167       102  
Change in fair value of digital assets   (1,643 )     677  
Bad debt expense   64       35  
Interest expense, net   1,109       1,848  
Fee-related earnings   (829 )     (694 )
Performance allocations   —       2  
Interest expense, net   (1,109 )     (1,848 )
Provision for income taxes   (3,941 )     —  
Distributable earnings   (5,879 )     (2,540 )
Interest expense   1,363       1,876  
Other income, net   513       (94 )
Provision for income taxes   3,941       —  
Consolidated funds’ impact on Platform adjusted EBITDA   181       93  
Platform adjusted EBITDA   119       (665 )
Consolidated funds’ EBITDA adjustments   (360 )     201  
Consolidated adjusted EBITDA $ (241 )   $ (464 )
               

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