IntentKey’s Privacy-By-Design Value Proposition Resonates as Sales Pipeline Builds

Legacy Search Revenue Stabilizes

Management to host conference call at 4:15 PM ET, Thursday, November 12, 2026

LITTLE ROCK, Ark., Nov. 12, 2026 (GLOBE NEWSWIRE) — Inuvo, Inc. (NYSE American: INUV), a provider of artificial intelligence-driven solutions for modeling media audiences, today announced financial results for the third quarter and nine months ended September 30, 2026, and provided a business update.

Recent Business Highlights

  • Audience Modeling Revenue Down While Pipeline Builds: Third quarter Audience Modeling revenue was 24% lower year-over-year while our sales pipeline expanded across automotive, travel, healthcare and financial verticals, reflecting the dynamics of our strategic pivot.
  • Legacy Search Stabilization: Strategic moves to rationalize Legacy Search results in stabilized revenue streams as Legacy Search covers its direct operating costs.
  • Expanded Workflow Integration: Completed IntentKey MCP integration with Anthropic’s Claude, enabling seamless AI and agentic workflow integration for marketers.
  • White-Label Partner Program Launched: Opened a new route to market by expanding IntentKey to include partner program that enables agency partners to offer IntentKey under their own brand.
  • Uninterrupted Service Through Apple iOS Updates: IntentKey continued to perform for clients on Safari as Apple’s latest iOS update continues to choke identity-based ad delivery, significantly impacting competing adtechs.
  • Enhanced IntentKey Dynamic Targeting: Launched privacy-first neighborhood targeting that identifies where interest is rising and updates hourly, enabling IntentKey to reach CTV audiences without user-level identifiers.

“Our third quarter performance marks a decisive inflection point,” said Rob Buchner, Chairman and CEO of Inuvo. “With Legacy Search stabilized after several quarters of negative cash flow, we are accelerating into an advertising environment that urgently requires privacy-first AI solutions. As legacy ad tech platforms struggle to adapt to industry turbulence, demand is concentrating around IntentKey’s core strengths: privacy, precision, speed, and proven discovery of net-new audiences. During the fourth quarter, we are executing aggressively our plan to close our growing sales pipeline, grow our client base, and embed our data into next-generation agentic workflows.”

Financial Results for the Third Quarter 2026

Net revenue decreased 70% to $6.8 million in the third quarter of 2026 compared with the same period in 2025, led by an 80% year-over-year decline in Legacy Search revenue resulting from structural changes in the industry and the reset of the Company’s Bonfire platform. Third quarter 2026 Audience Modeling revenue decreased 24% compared with the third quarter of 2025, reflecting lower spend from a key client. In addition, the Company overhauled its sales team and go-to-market strategy in early summer 2026, which has resulted in an expanding sales pipeline, but fewer revenue conversions during the quarter as sales progress through the typical sales cycle of four-to-six months.

Third quarter 2026 gross margin was 44%, compared with 73% in the third quarter of 2025. The change was driven by the contraction in Legacy Search and the resulting shift in revenue mix. Legacy Search has historically carried a higher gross margin but a lower direct operating margin than Audience Modeling, as a lower proportion of its costs are recorded in cost of revenue and a greater portion in marketing and other operating expenses.

Third quarter 2026 operating expenses were $7.8 million and included a $2.4 million non-cash charge related to the impairment of certain intangible and long-lived assets related to Legacy Search. Operating expenses were also impacted by a 90% year-over-year decrease in marketing costs attributable to lower traffic acquisition costs associated with Legacy Search and a 35% year-over-year decrease in compensation costs related to cost optimization efforts made earlier in the year. Operating loss for the third quarter of 2026 was $4.8 million compared with $1.7 million in the third quarter of 2025. Financing expense, net was $0.4 million compared with $0.1 million in the prior-year period, reflecting the secured promissory notes issued in June 2026. Other income of $0.3 million reflected a net gain on the change in fair value of notes payable.

Net loss for the third quarter of 2026 was $5.0 million, or $0.28 per share, compared with a net loss of $1.7 million, or $0.12 per share, in the same period in 2025. Adjusted EBITDA for the third quarter of 2026 was a loss of $1.6 million, compared with a loss of $0.7 million in the third quarter of 2025.

Liquidity and Capital Resources
During the quarter, the Company completed the purchase and sale of common stock and pre-funded warrants in a registered direct offering as well as a concurrent private placement of warrants for gross proceeds of $3.0 million. As of September 30, 2026, the Company had $1.0 million in cash and cash equivalents and $6.2 million in restricted cash. The Company will need to raise additional capital, continue implementing cost reductions, and expand revenue to fund its operations over the next twelve months.

2026 Outlook
For the balance of 2026, Inuvo currently expects:

  • Audience Modeling Growth – Fourth quarter revenue expected to increase compared to third quarter 2026 supported by a healthy sales pipeline.
  • Legacy Search – Quarterly revenue and margins in line with third quarter 2026.
  • Operating Discipline – Fourth quarter operating expenses expected to remain lower year over year as a result of lower compensation costs and lower traffic acquisition costs, consistent with lower Legacy Search revenue.
  • Strategic Execution – Continued focus on brand-direct growth, raising IntentKey’s industry profile, product innovation and higher-margin revenue.


Conference Call Details:

The Company will host the third quarter results call scheduled for today at 4:15 p.m. Eastern Time.

Toll-free Dial-in Number: 1-800-717-1738
International Dial-in Number: 1-646-307-1865
Conference ID: 1122251
Webcast Link: https://viavid.webcasts.com/starthere.jsp?ei=1777035&tp_key=f5a1b88357

A telephone replay will be available through Thursday, December 3, 2026. To access the replay, please dial 1-844-512-2921 (domestic) or 1-412-317-6671 (international). At the system prompt, please enter the code 1122251 followed by the # sign. You will then be prompted for your name, company, and phone number. Playback will then automatically begin.

About Inuvo

Inuvo, Inc. (NYSE American: INUV) is a disruptive AI specifically designed for modeling media audiences. IntentKey® AI is a patented technology capable of identifying customer engagement based on real-time media consumption. Our models refresh every 5 minutes and know, with precision, why prospects are interested in a product or brand, in turn, predicting purchase intent 24 hours before legacy programmatic systems can respond to buying signals. Inuvo’s language-based AI does not rely on consumer IDs, keeping Inuvo on the vanguard of consumer data privacy. To learn more, visit www.inuvo.com.

Safe Harbor / Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our 2026 outlook, expected Audience Modeling revenue growth, the conversion of our sales pipeline and the length of our sales cycle, Legacy Search revenue, margins and cash flows, expected operating expenses, the anticipated benefits of product initiatives and partner programs, and our liquidity and capital resources, and our ability to fully execute a plan that would be probable of mitigating or eliminating the existence of substantial doubt regarding our ability to continue as a going concern, that are subject to risks and uncertainties that could cause results to be materially different than expectations. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including, without limitation risks detailed from time to time in our filings with the Securities and Exchange Commission (the “SEC”), and represent our views only as of the date they are made and should not be relied upon as representing our views as of any subsequent date. You are urged to carefully review and consider any cautionary statements and other disclosures, including the statements made under the heading “Risk Factors” in Inuvo, Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 as filed on March 5, 2026, and our other filings with the SEC.  Additionally, forward looking statements are subject to certain risks, trends, and uncertainties on Inuvo’s business and operations. Inuvo cannot provide assurances that the assumptions upon which these forward-looking statements are based will prove to have been correct. Should one of these risks materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expressed or implied in any forward-looking statements, and investors are cautioned not to place undue reliance on these forward-looking statements, which are current only as of this date. Inuvo does not intend to update or revise any forward-looking statements made herein or any other forward-looking statements as a result of new information, future events or otherwise. Inuvo further expressly disclaims any written or oral statements made by a third party regarding the subject matter of this press release. The information which appears on our websites and our social media platforms is not part of this press release.

Investor Contact:
Derric Ciccone
President and Chief Financial Officer
Email: derric.ciccone@inuvo.com

(Tables follow)

INUVO, INC.  
CONDENSED CONSOLIDATED BALANCE SHEETS  
(unaudited)  
           
    September 30
2026
  December 31
2025
 
 
Assets          
           
Cash and cash equivalent and restricted cash   $2,219,391   $2,839,921  
Accounts receivable, net     4,163,716     5,887,884  
Prepaid expenses and other current assets     449,254     489,790  
Total current assets     6,832,361     9,217,595  
           
Property and equipment, net     1,179,943     1,629,561  
Restricted Cash, net of current portion     5,038,313     –  
           
Goodwill     9,853,342     9,853,342  
Intangible assets, net of accumulated amortization     684,500     3,425,375  
Other assets     513,257     741,977  
           
Total assets   $24,101,716   $24,867,850  
           
Liabilities and Stockholders’ Equity          
           
Current liabilities          
Accounts payable   $4,075,969   $7,090,784  
Accrued expenses and other current liabilities     3,437,100     3,914,067  
Outstanding borrowings under Financing Agreement     –     3,288,100  
Notes payable, current portion, net     3,711,000     –  
Total current liabilities     11,224,069     14,292,951  
           
Long-term liabilities          
Notes payable, net of current portion     6,159,000     –  
Other long-term liabilities     409,277     551,883  
Total long-term liabilities     6,568,277     551,883  
           
Total stockholders’ equity     6,309,370     10,023,016  
Total liabilities and stockholders’ equity   $24,101,716   $24,867,850  

INUVO, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
                 
    Three Months Ended   Nine Months Ended
    September 30   September 30   September 30   September 30
      2026     2025       2026       2025  
Net revenue   $6,802,036     $22,570,572     $22,264,645     $71,949,937  
Cost of revenue     3,812,452       6,002,423       12,283,084       17,199,909  
Gross profit     2,989,584       16,568,149       9,981,561       54,750,028  
Operating expenses:                
Marketing costs     1,410,615       13,375,136       4,896,380       45,026,458  
Compensation     2,049,736       3,145,125       8,604,340       9,945,452  
Selling, general and administrative     4,334,035       1,717,591       8,208,823       5,261,165  
Total operating expenses     7,794,386       18,237,852       21,709,543       60,233,075  
Operating loss     (4,804,802 )     (1,669,703 )     (11,727,982 )     (5,483,047 )
Financing (expense), net     (425,980 )     (113,633 )     (931,478 )     (159,259 )
Other income (expense)     279,700       48,124       5,569,472       1,148,686  
Income tax (expense)     (5,354 )     (5,352 )     (10,707 )     (8,028 )
Net loss     (4,956,436 )     (1,740,564 )     (7,100,695 )     (4,501,648 )
                 
Net loss per share, basic and diluted                
Net (loss) income   ($0.28 )   ($0.12 )   ($0.45 )   ($0.31 )
Weighted average shares outstanding                
Basic     17,825,645       14,558,109       15,803,296       14,427,877  
Diluted     17,825,645       14,558,109       15,803,296       14,427,877  


Reconciliation of Net Loss to EBITDA and Adjusted EBITDA

We present EBITDA and Adjusted EBITDA as a supplemental measure of our performance. We defined EBITDA as net income/(loss) plus (i) financing expense, (ii) income tax expense, (iii) depreciation, and (iv) amortization. We further define Adjusted EBITDA as EBITDA plus (v) stock-based compensation and ( vi) change in fair value of notes payable and loss on extinguishment of debt, which are non-cash and result from financing activities rather than operations, (vii) impairment, which is non-cash, (viii) the settlement agreement, which relates to a specific matter outside our normal operations, and (ix) severance, which relates to workforce reductions rather than ongoing operating costs. These adjustments are itemized below. We use EBITDA and Adjusted EBITDA internally in analyzing our financial results and believe they are useful to investors, as a supplement to GAAP measures, in evaluating our operational performance. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis. In evaluating EBITDA and Adjusted EBITDA, you should be aware that in the future we may incur expenses that are the same or similar to some of the adjustments in the presentation. Our presentation of EBITDA and Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.

RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA
(unaudited)
                 
    Three Months Ended   Nine Months Ended  
    September 30   September 30   September 30   September 30  
      2026       2025       2026       2025    
Net loss   $ (4,956,436 )   $ (1,740,564 )   $ (7,100,695 )   $ (4,501,648 )  
Financing expense, net     425,980       113,633       931,478       159,259    
Income tax expense     5,354       5,352       10,707       8,028    
Depreciation and amortization     487,519       555,156       1,544,889       1,685,756    
EBITDA     (4,037,583 )     (1,066,423 )     (4,613,621 )     (2,648,605 )  
Stock-based compensation     257,731       246,814       800,878       842,887    
Other adjustments:                  
Loss (gain) on extinguishment of debt & fair value adjustment of notes payable     (278,015 )     –       574,038       –    
Impairment of intangible and long-lived assets     2,448,750           2,448,750        
Settlement Agreement     –       –       (6,163,029 )     –    
Severance     53,786       150,000       1,438,824       150,000    
Adjusted EBITDA     (1,555,331 )     (669,609 )     (5,514,160 )     (1,655,718 )  

LOS ANGELES, Nov. 12, 2026 (GLOBE NEWSWIRE) — MediaAlpha, Inc. (NYSE: MAX), the insurance industry’s leading programmatic customer acquisition platform, today announced that it has repurchased 1.13 million shares of its Class A common stock from an affiliate of White Mountains Insurance Group, Ltd. (NYSE: WTM) for approximately $16.0 million. MediaAlpha bought the shares in a privately negotiated transaction at $14.15 per share, a discount of approximately 5.5% to the closing price of its Class A common stock on November 11, 2026. The repurchased shares will be canceled and retired.

“We opportunistically repurchased a significant number of shares at a discount to the market price because we are confident in MediaAlpha’s strategy, execution, and multi-year growth prospects,” said Tigran Sinanyan, Chief Financial Officer of MediaAlpha. “Including this transaction, we have repurchased $131 million of our stock since July 2025, or approximately 18% of our shares outstanding at that time, and we expect stock repurchases to be a part of our capital allocation strategy for the foreseeable future.”

White Mountains, MediaAlpha’s largest stockholder, has been an investor since 2014. Following the transaction, White Mountains owned approximately 11.3 million shares of MediaAlpha’s Class A common stock, representing approximately 19% of its total outstanding shares.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about MediaAlpha’s confidence in its strategy, execution and multi-year growth prospects, and its expectations regarding cash flow generation, continued investment, and returning capital to shareholders. These forward-looking statements reflect MediaAlpha’s current expectations with respect to, among other things, future events and our financial performance, expectations about our industry, and management’s beliefs and certain assumptions made by management, which, by their nature, are inherently uncertain. These factors are subject to risks and uncertainties that could cause actual results to differ materially, including those more fully described in MediaAlpha’s filings with the Securities and Exchange Commission, including under “Risk Factors” in MediaAlpha’s Annual Report on Form 10-K for the year ended December 31, 2025 and its subsequent Quarterly Reports on Form 10-Q. These factors should not be construed as exhaustive. MediaAlpha undertakes no obligation to update any forward-looking statement, except as required by law.

About MediaAlpha

We believe we are the insurance industry’s leading programmatic customer acquisition platform. With more than 1,150 active partners, in addition to our agent partners, we connect insurance carriers with online shoppers and generated over 141 million Consumer Referrals in 2025. Our programmatic advertising technology powered $2.2 billion in spend in 2025 on brand, comparison, and metasearch sites across property & casualty insurance, health insurance, life insurance, and other industries. For more information, please visit www.mediaalpha.com.

Investor Contact
Investors@mediaalpha.com

BALTIMORE, Nov. 12, 2026 (GLOBE NEWSWIRE) — On November 12, 2026, Adams Natural Resources Fund, Inc. (NYSE: PEO) declared a distribution of $0.84 per share payable December 21, 2026 to shareholders of record on November 20, 2026. The distribution is optionally payable in additional shares of common stock (default) or in cash by specific stockholder election received before 4 p.m. (ET) on December 10, 2026, the valuation date. The issue price for shares will be the lower of the Fund’s closing NYSE market price or the Fund’s NAV per share on the valuation date, but in no event less than 95% of the NYSE closing market price.

The total distributions per share declared by the Fund in 2026 is $2.39. The annual distribution rate represented by these distributions is 8.4%.

The Fund’s estimated sources for the distribution to be paid on December 21, 2026 and for all distributions declared in 2026 to date are as follows:

Payment Date Distribution per Share Net Investment Income Net Realized Short-Term Gains Net Realized Long-Term Gains Return of Capital
December 21, 2026 $0.84 $0.22 (26%) $0.09 (11%) $0.53 (63%) $0.00 (0%)
Total YTD 2026 $2.39 $0.64 (27%) $0.24 (10%) $1.51 (63%) $0.00 (0%)

Fund Performance and Distribution Rate Information:

Average Annual Total Return (on NAV for the 5-year period ended on October 31, 2026)1 Annualized Current Distribution Rate (expressed as a percentage of NAV as of October 31, 2026) 2 Cumulative Total Return (on NAV for the fiscal year through October 31, 2026) 1 Cumulative Fiscal Year Distribution Rate (as a percentage of NAV as of October 31, 2026) 3
21.1% 9.8% 51.5% 6.9%


1
Total return is calculated assuming a purchase of a Fund share at the beginning of the period and a sale on the last day of the period at reported net asset value per share, excluding any brokerage commissions. Distributions are assumed to be reinvested at the lower of the net asset value per share or the closing NYSE market price on the distribution’s valuation date for those receiving shares for the distribution. For periods greater than one year, returns are presented on an annualized basis.

2 The Annualized Current Distribution Rate is the current quarter’s distribution rate per share annualized and expressed as a percentage of the Fund’s NAV per share as of October 31, 2026.

3 The Cumulative Fiscal Year Distribution Rate is the distributions per share for the current fiscal year period, expressed as a percentage of the Fund’s NAV per share as of October 31, 2026.

You should not draw any conclusions about the Fund’s investment performance from the amount of the current distribution or from the terms of the Fund’s Distribution Policy. The amounts and sources of distributions reported herein are only estimates and are not being provided for tax reporting purposes. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the Fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The Fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

About Adams Funds

Since 1929, Adams Funds has consistently helped generations of investors reach their investment goals. Adams Funds is comprised of two closed-end funds, Adams Diversified Equity Fund, Inc. (NYSE: ADX) and Adams Natural Resources Fund, Inc. (NYSE: PEO). The Funds are actively managed by an experienced team with a disciplined approach and have paid dividends for more than 90 years across many market cycles. The Funds are committed to paying a minimum annual distribution rate of 8% of NAV paid evenly each quarter throughout the year, providing reliability for long-term shareholders. A portion of any distribution may be treated as paid from sources other than net income, including but not limited to short-term capital gain, long-term capital gain, and return of capital. The final determination of the source of all distributions for tax reporting purposes in a calendar year, including the percentage of qualified dividend income, will be made after year-end. Shares can be purchased through our transfer agent or through a broker. For more information about Adams Funds, please visit: adamsfunds.com.

CONTACT: For further information, please contact: adamsfunds.com/about/contact │800.638.2479

Fort Lauderdale, FL, Nov. 12, 2026 (GLOBE NEWSWIRE) — OptimumBank Holdings, Inc. (NYSE American: OPHC) (the “Company”) is a financial holding company and owns 100% of OptimumBank (the “Bank”), a Florida-chartered commercial bank, OptimumHUD Loans, LLC (d/b/a OptimumFunding, LLC), a wholly owned non-bank Bridge and HUD-lender and OptimumFinance, LLC, a non-bank, wholly owned financing subsidiary.

The Company is pleased to announce net income of $7.2 million, or $0.30 per basic and diluted share, for the third quarter of 2026. As a result of the Company’s April 29, 2026 exchange of all outstanding preferred stock for common stock, the Company had no preferred stock outstanding during the third quarter of 2026. Accordingly, basic and diluted earnings per share were the same for the quarter. Because diluted earnings per share for prior periods reflected the potential common shares underlying the Company’s then-outstanding preferred stock, management believes comparison of the current quarter’s $0.30 basic and diluted earnings per share to diluted earnings per share in prior periods provides a more meaningful view of per-share earnings performance across periods.

Net income for the third quarter of 2026 increased to $7.2 million from $6.7 million in the second quarter of 2026 and $4.3 million in the third quarter of 2025. Diluted earnings per share increased to $0.30 from $0.28 in the second quarter of 2026 and $0.18 in the third quarter of 2025, representing increases of approximately 7% and 67%, respectively.

For the nine months ended September 30, 2026, net income was $18.5 million, or $1.05 per basic share and $0.78 per diluted share, compared to net income of $11.8 million, or $1.00 per basic share and $0.50 per diluted share, for the nine months ended September 30, 2025. The $6.7 million increase in net income for the nine months ended September 30, 2026, compared to the same period in 2025, was primarily driven by a $14.0 million increase in net interest income and a $2.1 million increase in noninterest income, partially offset by a $7.0 million increase in noninterest expense and the corresponding increase in income tax expense.

The Company will host a webcast call to discuss the results of the third quarter of 2026 on November 13, 2026, at 10:00am ET. Those interested in viewing the Company’s presentation are encouraged to register for the live Webcast, at the following link: https://events.q4inc.com/attendee/603182555/guest. Company management will also be available to respond to questions at the conclusion of the presentation.

The Company continued with strong growth throughout the third quarter of 2026. The gross loan portfolio increased by $150.2 million, or 12.3%, from June 30, 2026 to $1.37 billion at September 30, 2026. Total deposits increased by $128.8 million from June 30, 2026, totaling $1.34 billion at September 30, 2026, or 10.6% from the prior quarter. This also represents growth of $383.3 million in total deposits since September 30, 2025, or an increase of 40.0%.

Highlights for the Third Quarter of 2026

  ● Net income of $7.2 million, or $0.30 per basic share, and $0.30 per diluted share (“diluted EPS”) for the quarter-ended September 30, 2026.
     
  ● Return on Average Assets (“ROAA”) was 1.95% for the third quarter of 2026, compared to 2.04% in the second quarter of 2026 (both annualized).
     
  ● Return on Average Equity (“ROAE”) was 19.99% for the third quarter of 2026, compared to 20.34% in the second quarter of 2026 (both annualized).
     
  ● The Company’s efficiency ratio was 45.86% for the third quarter of 2026, compared to 48.78% in the second quarter of 2026.
     
  ● Net interest margin was 4.63%, reflecting a six basis point increase from 4.57% in the second quarter of 2026.
     
  ● Total assets grew by $175.2 million to $1.58 billion from June 30, 2026.
     
  ● Total deposits increased by $128.8 million to $1.34 billion from June 30, 2026. Noninterest bearing demand deposits increased by $62.3 million or 19.5% to $381.7 million from June 30, 2026.
     
  ● Gross loans increased by $150.2 million during the quarter to $1.37 billion, compared to $1.22 billion at June 30, 2026.
     
  ● Total stockholders’ equity increased by $15.0 million to $149.4 million as of September 30, 2026, up from $134.4 million as of June 30, 2026, reflecting continued earnings retention and equity raised through the Company’s at-the-market (“ATM”) program and other private placements.

During the third quarter, the Company continued to execute on its strategic growth initiatives while strengthening its capital position to support future growth. The Company completed a $35.0 million subordinated debt offering during the quarter, followed by a $31.0 million capital contribution to the Bank. The additional capital provides the Bank with increased capacity to support continued balance sheet growth while maintaining strong regulatory capital levels. The Company also continued to expand its lending platform, with growth across all loan portfolio segments, while OptimumFinance, LLC continued to grow its loan portfolio. At the same time, the Company experienced increased visibility within the investment community, accompanied by significantly greater trading activity and liquidity in the Company’s common stock.

“In my first full quarter as Chief Executive Officer, I am very pleased with both our results and the continued progress we are seeing across the Company,” said Chairman of the Board and Chief Executive Officer Moishe Gubin. “We generated record quarterly earnings, continued to produce strong loan and deposit growth, expanded our net interest margin, maintained strong credit quality, and strengthened our capital position. At the same time, we have identified additional opportunities to improve operating efficiency and limit expenses, the benefits of which we expect to begin seeing over the next several quarters. We believe we can realize these efficiencies while continuing to execute across the rest of the business and maintaining the growth momentum we have established. I feel very good about where OptimumBank stands today and the opportunities ahead of us as we continue to build long-term value for our shareholders.”

Net interest income for the quarter-ended September 30, 2026, increased to $16.8 million, up by $2.1 million from the second quarter of 2026 and $5.7 million from the third quarter of 2025, supported by higher yields on loans and securities. The cost of interest-bearing liabilities was 3.49%, up one basis point from 3.48% in the third quarter of 2025, while interest-earning asset yields rose 47 basis points to 6.93%. As a result, the Company’s net interest margin rose 26 basis points from the third quarter of 2025 to 4.63% for the quarter-ended September 30, 2026, a reflection of disciplined loan and deposit pricing strategy, prudent liquidity management, and balance sheet optimization amid a dynamic rate environment.

Noninterest income for the quarter-ended September 30, 2026, increased by $0.4 million from the prior quarter to $2.8 million, primarily driven by an increase in loan fees and an increase in fees related to banking services, partially offset by a decline in the gains on the sale of government guaranteed SBA loans. Noninterest expenses increased to $9.0 million, or $0.6 million from the second quarter, primarily relating to increases in employee compensation expenses, data processing costs, and regulatory assessment expense. The Company’s efficiency ratio (non-GAAP measure) was 45.86% for the third quarter of 2026, consistent with prudent cost management amid balance sheet expansion and associated revenue expansion.

Credit loss expense for the quarter-ended September 30, 2026 was $1.1 million, primarily due to the growth in the loan portfolio. Gross charge-offs remained modest at $40,000 while recoveries totaled $29,000, resulting in net charge-offs of only $11,000 during the third quarter of 2026. The allowance for credit losses stood at $12.1 million as of September 30, 2026, or 0.89% of total loans.

Loan portfolio growth remained strong in the third quarter of 2026 with growth across all loan segments. Gross loans increased by $150.2 million from the prior quarter. Commercial real estate continued to expand, growing by $91.4 million and residential real estate increased $28.8 million in the third quarter. Additionally, there were increases in land and construction of $11.5 million, commercial of $7.8 million, consumer of $6.5 million and in the multifamily portfolio segment of $4.3 million.

The continued growth experienced in the loan portfolio is due to the implementation of our relationship-based banking model and the success of our lenders in competing for new business, as well as the continued expansion of OptimumFinance, LLC during the third quarter of 2026. OptimumFinance, LLC grew its loan portfolio in the third quarter of 2026 to $26.7 million from $14.2 million in the second quarter. During the quarter, OptimumFinance, LLC issued additional notes payable to fund the corresponding asset growth.

On the funding side, total deposits increased by $128.8 million to $1.34 billion from the second quarter of 2026, with strong sequential growth across all deposit categories. The Company had $10.0 million in Federal Home Loan Bank (“FHLB”) advances outstanding at September 30, 2026, a decrease of $15.0 million from June 30, 2026.

On August 19, 2026, the Company issued $35.0 million in aggregate principal amount of 7.50% Fixed-to-Floating Rate Subordinated Notes due 2036 at 100% of their face amount. The subordinated notes bear interest at a fixed rate of 7.50% through September 1, 2031, after which the interest rate will reset quarterly to the then-current three-month term secured overnight financing rate (SOFR) plus 340 basis points. The notes mature on September 1, 2036, and, subject to certain conditions, may be redeemed by the Company beginning September 1, 2031.

The Bank’s capital levels remain strong, with a Tier 1 Leverage Ratio of 12.23%, well above regulatory minimums. The increase of 169 basis points from the prior quarter primarily reflects a $31.0 million capital infusion to the Bank following the issuance of the subordinated debt to support future expectations for continued strong asset growth, partially offset by strong earning asset growth during the third quarter. The Company remains well positioned to support continued growth and earnings momentum.

The Company’s outlook remains constructive. The third quarter of 2026 reflected continued progress, including strong loan and deposit growth, increased net interest income, improved operating efficiency, and continued earnings momentum. The Company also strengthened its capital position through the issuance of $35.0 million of subordinated debt, providing additional capacity to support future growth. OptimumBank continues to benefit from growing recognition within the banking and investment communities, including Buy ratings from all three independent equity research firms currently covering the Company. This increased visibility has been accompanied by significantly greater trading activity and liquidity in the Company’s common stock. Average daily trading volume increased approximately 235%, from 35,600 shares during the second quarter to 119,300 shares during the third quarter, while the Company’s share price increased approximately 49%, from $5.84 on June 30 to $8.72 on September 30. The Company remains focused on technology, talent, and targeted growth initiatives to support continued growth and long-term shareholder value.

The following table presents the Company’s quarterly trends of the consolidated financial highlights (unaudited) for the periods presented (see below for a summary of non-GAAP reconciliation):

          Quarterly Trends     3Q26 change vs  
    3Q26     2Q26     1Q26     4Q25     3Q25     2Q26     3Q25  
Selected Balance Sheet Data                                                        
Total assets   $ 1,576,100     $ 1,400,937     $ 1,268,735     $ 1,111,678     $ 1,083,043     $ 175,163     $ 493,057  
Total gross loans     1,367,318       1,217,084       1,090,894       958,793       813,722       150,234       553,596  
Total deposits     1,342,826       1,214,045       1,092,883       931,750       959,487       128,781       383,339  
Earnings Highlights                                                        
Net Income   $ 7,172     $ 6,655     $ 4,663     $ 4,853     $ 4,323     $ 517     $ 2,849  
Diluted earnings per share (EPS)   $ 0.30     $ 0.28     $ 0.20     $ 0.21     $ 0.18     $ 0.02     $ 0.12  
Net interest income   $ 16,781     $ 14,697     $ 13,190     $ 11,871     $ 11,048     $ 2,084     $ 5,733  
Performance Ratios                                                        
Net interest margin     4.63 %     4.57 %     4.49 %     4.39 %     4.37 %     0.06 %     0.26 %
Net interest spread     3.43 %     3.45 %     3.36 %     3.11 %     2.98 %     -0.02 %     0.45 %
Cost of interest-bearing liabilities     3.49 %     3.30 %     3.26 %     3.34 %     3.48 %     0.19 %     0.02 %
Efficiency ratio     45.86 %     48.78 %     53.47 %     49.59 %     50.68 %     (2.92 )%     (4.82 )%
Loan-to-deposit ratio     100.74 %     99.20 %     98.69 %     101.67 %     83.67 %     1.54 %     17.07 %
Return on (annualized)                                                        
Average assets (ROAA)     1.95 %     2.04 %     1.56 %     1.77 %     1.68 %     (0.09 )%     0.27 %
Average equity (ROAE)     19.99 %     20.34 %     15.12 %     16.23 %     15.17 %     (0.35 )%     4.82 %
Average tangible assets (ROTA)     1.95 %     2.04 %     1.56 %     1.77 %     1.68 %     (0.09 )%     0.27 %
Pre-tax pre-provision net revenue (PPNR)   $ 10,621     $ 8,801     $ 6,968     $ 6,855     $ 6,426     $ 1,820     $ 4,195  
Other Operating Measures                                                        
Common Shares outstanding – Voting     13,526,976       12,340,785       12,166,858       11,533,943       11,883,943       1,186,191       1,643,033  
Common Shares outstanding – Nonvoting     11,458,351       11,458,351       –       –       –       –       11,458,351  
Fully diluted shares outstanding     24,985,327       23,799,136       23,625,209       23,523,473       23,523,473       1,186,191       1,461,854  
Fully diluted tangible book value per share   $ 5.98     $ 5.65     $ 5.37     $ 5.18     $ 4.97     $ 0.33     $ 1.01  
Tangible common equity to tangible assets     9.48 %     9.59 %     10.00 %     10.97 %     10.79 %     (0.11 )%     (1.31 )%
Tier 1 Leverage Ratio     12.23 %     10.54 %     10.74 %     11.39 %     11.71 %     1.69 %     0.53 %


Financial Results

Statement of Income

Net income was $7.2 million for the third quarter of 2026, compared to net income of $6.7 million for the second quarter of 2026, and $4.3 million for the third quarter of 2025. The increase from the second quarter of 2026 was primarily due to an increase in interest income to $25.1 million, compared to $21.7 million in the second quarter, primarily driven by an increase in interest income on loans, partially offset by an increase of $1.3 million in deposit and borrowings interest expense and interest expense associated with the new subordinated debt issuance. Additionally, there was a $0.4 million increase in noninterest income, partially offset by a $0.6 million increase in noninterest expense.

Total interest income was $25.1 million for the third quarter of 2026, compared to $21.7 million in the second quarter of 2026 and $16.3 million in the third quarter of 2025. The sequential growth was driven by a $3.1 million increase in interest income from loans. Compared to the third quarter of 2025, the increase was primarily due to a $457.0 million increase in average loan balances and improvements in loan yields.

The following table depicts the components of interest income (unaudited) for the quarterly periods presented:

    Quarterly Trends     3Q26 change vs  
    3Q26     2Q26     1Q26     4Q25     3Q25     2Q26     3Q25  
Interest income                                                        
Loans   $ 23,451     $ 20,386     $ 18,114     $ 15,437     $ 14,082     $ 3,065     $ 9,369  
Debt securities     201       204       191       164       153       (3 )     48  
Other     1,460       1,134       1,148       1,837       2,086       326       (626 )
Total interest income   $ 25,112     $ 21,724     $ 19,453     $ 17,438     $ 16,321     $ 3,388     $ 8,791  


Interest expense
totaled $8.3 million for the third quarter of 2026, compared to $7.0 million for the second quarter of 2026 and $5.3 million for the third quarter of 2025. Compared to the second quarter of 2026, the increase in interest expense was primarily attributable to a $91.9 million increase in average interest-bearing liability balances, and a 19 basis point increase in the cost of interest-bearing liabilities from 3.30% to 3.49%. Compared to the third quarter of 2025, there was a $338.9 million increase in average interest-bearing liability balances, with a one basis point increase in the cost of interest-bearing liabilities, from 3.48% to 3.49%.

Net interest income was $16.8 million in the third quarter of 2026, up from $14.7 million in the second quarter of 2026 and $11.0 million in the third quarter of 2025. The quarter-over-quarter increase was primarily driven by growth in the average interest-earning assets of $147.8 million, partially offset by the increase in average interest-bearing liability balances and the higher cost of interest-bearing liabilities. On a year-over-year basis, the growth in net interest income was primarily attributable to a $457.0 million increase in average loan balances.

Net interest margin expanded to 4.63% for the third quarter of 2026, compared to 4.57% for the second quarter of 2026 and 4.37% for the third quarter of 2025. Compared to the second quarter of 2026, net interest margin increased by six basis points, primarily driven by a 17 basis point increase in the yield on interest-bearing assets partially offset by an increase in yields for the cost to fund interest earning assets. Compared to the third quarter of 2025, net interest margin increased by 26 basis points, primarily attributable to a 47 basis point increase in interest earning asset yields, partially offset by an increase in funding costs.

The cost of interest-bearing liabilities was 3.49% in the third quarter of 2026, compared to 3.30% in the second quarter of 2026 and 3.48% in the third quarter of 2025. The increase from the second quarter of 2026 was primarily due to additional notes payable issued by the OptimumFinance, LLC subsidiary during the quarter with an average balance increasing from $10.8 million during the second quarter to $22.9 million for the third quarter. The notes bear interest at 10.00%. The cost of interest bearing liabilities also reflects the subordinated debt issuance on August 19, 2026, with an average balance of $16.1 million during the quarter and average yield of 7.82% (inclusive of the amortization of issuance costs), and modestly higher yields on savings, NOW, and money market deposits. Excluding the OptimumFinance, LLC notes payable and impact from the issuance of subordinated debt during the quarter, the cost of interest-bearing liabilities was 3.25%, or four basis points higher than the second quarter of 2026. Compared to the same quarter last year, the cost of interest-bearing liabilities increased by one basis point. This increase was due to the addition of the notes payable and the subordinated debt and an increase in FHLB borrowings, partially offset by decreases in yields across the deposit portfolio with disciplined pricing following rate reductions that occurred in the prior year.

Credit loss expense was $1.1 million during the third quarter of 2026, compared to a $37,000 reversal in the second quarter of 2026, and $0.8 million of expense for the third quarter of 2025. Credit loss expense in the third quarter of 2026 was primarily attributable to loan growth. The prior quarter’s reversal was primarily attributable to improvements in the credit quality of the loan portfolio and the evaluation of factors used to determine the credit loss. Gross charge-offs remained modest at $40,000 while recoveries totaled $29,000, resulting in net charge-offs of $11,000 during the third quarter of 2026. The Company’s allowance for credit losses stood at $12.1 million, or 0.89% of total loans, as of September 30, 2026 compared to 0.91% at June 30, 2026 and 1.23% at September 30, 2025.

Noninterest income totaled $2.8 million for the third quarter of 2026, up from $2.5 million in the prior quarter and $2.0 million in the third quarter of 2025. During the quarter, the Company collected $0.9 million in late fees from the payoff of a previously reported nonaccrual loan, partially offset by lower gains on the sale of government guaranteed SBA loans compared to the prior quarter. Compared to the same quarter last year, the $0.8 million increase in noninterest income was primarily related to the additional late fees during the quarter and increases in wire transfers, ACH fees on deposit payment transactions, partially offset by lower gains on the sale of government guaranteed SBA loans and lower loan prepayment fees.

Noninterest expenses totaled $9.0 million for the third quarter of 2026, compared to $8.4 million in the second quarter of 2026 and $6.6 million in the third quarter of 2025. Compared to the second quarter of 2026, the increase of $0.6 million primarily relates to a $0.3 million increase in employee compensation expenses, $0.2 million in higher data processing costs, and $0.1 million in higher regulatory assessment expense. Compared to the third quarter of 2025, the increase of $2.4 million includes increases of $1.6 million, $0.4 million, $0.2 million, and $0.2 million in employee compensation expenses, data processing, regulatory assessment expenses, and other expenses, respectively.

The following table depicts the components of noninterest expenses (unaudited) for the quarterly periods presented:

    Quarterly Trends     3Q26 change vs  
(Dollars in thousands)   3Q26     2Q26     1Q26     4Q25     3Q25     2Q26     3Q25  
Noninterest expenses                                                        
Salaries and employee benefits   $ 5,592     $ 5,279     $ 4,988     $ 3,672     $ 4,004     $ 313     $ 1,588  
Professional fees     295       363       295       333       276       (68 )     19  
Occupancy and equipment     355       354       338       328       327       1       28  
Data processing     1,160       986       914       794       788       174       372  
Regulatory assessment     318       196       179       161       126       122       192  
Losses on sale and write-downs of other real estate owned     –       –       5       54       –       –       –  
Other     1,276       1,204       1,287       1,401       1,083       72       193  
Total noninterest expenses   $ 8,996     $ 8,382     $ 8,006     $ 6,743     $ 6,604     $ 614     $ 2,392  


Income tax expense
was $2.4 million for the third quarter of 2026 compared to $2.2 million in the second quarter of 2026 and $1.3 million in the third quarter of 2025. The effective tax rate for the quarter was 24.9%, compared to 24.7% in the prior quarter and 23.7% from the prior year comparative quarter.

Balance Sheet

Total assets were $1.58 billion as of September 30, 2026, increasing from $1.40 billion at June 30, 2026, and up from $1.08 billion at September 30, 2025. The quarter-over-quarter growth of $175.2 million was primarily attributable to a $148.4 million increase in net loans and a $27.9 million increase in cash and cash equivalents.

Cash and cash equivalents at September 30, 2026, were $174.1 million, which increased from $146.2 million at June 30, 2026, and decreased from $235.1 million at September 30, 2025.

Investment securities (debt securities available for sale and held-to-maturity) at September 30, 2026, were $25.7 million, compared to $26.9 million at June 30, 2026, and $23.2 million at September 30, 2025. There were no investment security purchases during the third quarter of 2026. No sales of investment securities were reported during these periods.

Total gross loans at September 30, 2026, were $1.37 billion, an increase from $1.22 billion at June 30, 2026, and up from $813.7 million at September 30, 2025. Gross loans increased during the quarter reflecting growth across all portfolio segments, with notably stronger growth in commercial real estate and residential loans. Compared to September 30, 2025, the gross loan portfolio increased by $553.6 million, reflecting growth primarily in commercial real estate.

The allowance for credit losses (“ACL”) was $12.1 million at September 30, 2026, representing 0.89% of total loans, compared to 0.91% at June 30, 2026. The ACL balance saw an increase from $11.0 million and $10 million at June 30, 2026 and September 30, 2025, respectively. The quarter-over-quarter increase of $1.1 million was primarily driven by loan growth during the quarter partially offset by a decline of $0.7 million for the specific reserves due primarily to the resolution and payoff of a previously reported nonaccrual loan. The ACL ratio reflects continued credit discipline and a well-diversified loan portfolio.

The following table presents the components of the ACL (unaudited) as of the dates indicated:

                                  September 30, 2026 change vs  
    September 30,     June 30,     March 31,     December 31,     September 30,     June 30,     September 30,  
    2026     2026     2026     2025     2025     2026     2025  
Beginning balance   $ 11,020     $ 11,061     $ 10,273     $ 10,018     $ 9,338     $ (41 )   $ 1,682  
Credit loss expense (reversal) – funded     1,111       (30 )     791       389       639       1,141       472  
Charge-offs     (40 )     (50 )     (44 )     (201 )     (129 )     30       109  
Recoveries     29       39       41       67       170       (30 )     (161 )
Ending balance   $ 12,120     $ 11,020     $ 11,061     $ 10,273     $ 10,018     $ 1,100     $ 2,102  


Nonperforming assets (“NPA”)
reflected strong asset quality at September 30, 2026. Nonaccrual loans decreased to $1.8 million from $2.2 million at June 30, 2026, and $3.0 million at September 30, 2025. The $0.3 million decrease from June 30, 2026 was due to a payoff of a previously reported $1.0 million nonaccrual loan partially offset by the addition of $0.7 million of other nonaccrual loans during the quarter. The $1.2 million decrease from September 30, 2025, primarily reflects payoffs of previously recorded commercial nonaccrual loans. The Company did not report any other real estate owned (“OREO”) properties at September 30, 2026 or June 30, 2026. Compared to September 30, 2025, OREO declined $0.6 million with the resolution of a previously reported asset during the first quarter of 2026. At September 30, 2026, there were no loans accruing interest that were 90 days or more past due. Additionally, the Company did not report any modified loans to borrowers experiencing financial difficulty during the third quarter of 2026.

Total deposits at September 30, 2026, were $1.34 billion, an increase from $1.21 billion at June 30, 2026, and an increase from $959.5 million at September 30, 2025. The increase from June 30, 2026, was attributable to increases in all deposit categories, including a $62.3 million, or 19.5% sequential increase in noninterest-bearing demand deposits and a $34.2 million, or 8.9% sequential increase in savings, NOW, and money market deposits. The increase from September 30, 2025, was also attributable to increases in all deposit categories, most notably a 61.6% increase in time deposits and a 21.6% increase in noninterest-bearing demand deposits. The Company continues to maintain a diverse and stable funding base.

Accumulated other comprehensive loss (“AOCL”) was $5.5 million at September 30, 2026, compared to $4.8 million at June 30, 2026, and $4.8 million at September 30, 2025. AOCL increased by $0.6 million quarter-over-quarter and $0.7 million year-over-year, primarily due to the increase in mid-to-long-term interest rates impacting the fair value of available-for-sale securities. All AOCL amounts represent unrealized gains and losses, net of applicable income taxes, and have no impact on reported earnings or regulatory capital.

Shareholders’ equity was $149.4 million as of September 30, 2026, compared to $134.4 million as of June 30, 2026, and $116.9 million as of September 30, 2025. The increase during the third quarter was principally attributable to net income of $7.2 million, $5.1 million in additional equity through private stock sales issued by the Company, $3.4 million in additional equity through the Company’s ATM program, partially offset by the $0.6 million increase in AOCL.

Earnings Per Share (“EPS”) for the quarter-ended September 30, 2026, was $0.30 per basic and diluted share, compared to $0.40 per basic share and $0.28 per diluted share for the quarter-ended June 30, 2026, and $0.37 per basic share and $0.18 per diluted share for the quarter-ended September 30, 2025. The increase in diluted earnings per share compared to the prior periods was primarily driven by growth in net income, which increased from $4.3 million for the quarter-ended September 30, 2025, to $7.2 million for the quarter-ended September 30, 2026.

Diluted earnings per share for prior periods have been retrospectively adjusted to reflect the amended conversion rights of the Series B Convertible Preferred Stock, which became effective during the third quarter of 2025, to ensure comparability.

Additionally, during the second quarter of 2026, the Company amended its Articles of Incorporation to authorize a new class of Nonvoting Common Stock and exchanged all outstanding Series B and Series C Convertible Preferred Stock for an aggregate of 11,458,351 shares of Nonvoting Common Stock. The creation of the Nonvoting Common Stock allowed the Company to simplify its capital structure by eliminating the outstanding convertible preferred stock while preserving the existing voting structure of the Company. Because the Series B and Series C Convertible Preferred Stock had already been reflected in the Company’s diluted weighted-average share count under the if-converted method, the exchange did not materially affect diluted earnings per share or further dilute existing shareholders’ ownership interests. The primary impact was on the weighted-average common shares used in the calculation of basic earnings per share, as the exchange occurred during the second quarter and basic EPS for the prior quarter reflects the timing of the conversion.

Accordingly, this release presents both basic and diluted earnings per share to facilitate comparability with prior periods and to reflect the transition in the Company’s capital structure. Absent future dilutive securities or other changes in the Company’s capital structure, the Company expects basic and diluted earnings per share to be equivalent, as reflected in the current quarter’s results.

Although GAAP accounting generally presents book value based on common shares outstanding, the Company believes a more comprehensive measure of shareholder value is on a fully diluted basis.

Tangible book value per diluted share was $5.98 at September 30, 2026, up $0.33 per share, or 23.2% annualized from $5.65 at June 30, 2026 on a fully diluted basis, and up $1.01, or 20.3% from $4.97 at September 30, 2025. This is based on total common shares outstanding of 24,985,327 at September 30, 2026 (up from 23,799,136 shares on a fully diluted basis at June 30, 2026, and up from 23,523,473 shares on a fully diluted basis at September 30, 2025). Common shares totaling 452,725 were issued in the quarter-ended September 30, 2026, through the Company’s ATM offering and an additional 733,466 were issued via private stock sales during the quarter. The increase in tangible book value per diluted share reflects strong quarterly earnings performance and overall capital strength.

FORWARD-LOOKING STATEMENTS

Certain statements made in this press release which are not statements of historical fact are forward-looking statements within the meaning of, and subject to the protection of, the federal securities laws. Forward looking statements include, among others, statements with respect to our beliefs, plans, objectives, goals, targets, expectations, anticipations, assumptions, estimates, intentions and future performance and involve known and unknown risks, many of which are beyond our control and which may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by the forward-looking statements made in this press release. You can identify forward-looking statements through our use of words such as “believes,” “anticipates,” “expects,” “may,” “will,” “assumes,” “predicts,” “could,” “should,” “would,” “intends,” “targets,” “estimates,” “projects,” “plans,” “potential” and other similar words and expressions. Forward-looking statements are based on our current beliefs and expectations and are subject to significant risks and uncertainties. Accordingly, we caution you not to place undue reliance on such statements. We undertake no obligation to update or revise any of our forward-looking statements for events or circumstances that arise after the statement is made, except as otherwise may be required by law. Factors that could cause actual results to differ materially include, among others: changes in interest rates and economic conditions, particularly in Florida; the concentration of our loan portfolio in commercial real estate; credit quality and the adequacy of our allowance for credit losses; our ability to manage growth; deposit concentrations and liquidity; our ability to service our subordinated notes and the borrowings of our non-bank subsidiaries; competition; changes in laws and regulations; and the other factors described in our filings with the Securities and Exchange Commission.

Investor Relations & Corporate Relations

Contact: Seth Denison
Telephone: (305) 401-4140
Email: SDenison@OptimumBank.com

OptimumBank Holdings, Inc.
Consolidated Balance Sheets (Unaudited)
(Dollars in thousands)

                                  September 30, 2026 change vs  
    September 30,     June 30,     March 31,     December 31,     September 30,     June 30,     September 30,  
    2026     2026     2026     2025     2025     2026     2025  
Assets                                          
Cash and due from banks   $ 14,056     $ 14,637     $ 15,074     $ 9,349     $ 9,271     $ (581 )   $ 4,785  
Interest-bearing deposits with banks     160,040       131,601       124,942       105,210       225,815       28,439       (65,775 )
Total cash and cash equivalents     174,096       146,238       140,016       114,559       235,086       27,858       (60,990 )
Debt securities available for sale     25,473       26,646       27,044       25,184       22,926       (1,173 )     2,547  
Debt securities held-to-maturity     203       208       212       214       246       (5 )     (43 )
Loans, net of allowance for credit losses     1,352,805       1,204,381       1,078,533       947,294       802,812       148,424       549,993  
Federal Home Loan Bank stock     1,253       1,966       2,678       3,028       658       (713 )     595  
Premises and equipment, net     3,045       3,132       2,797       2,490       2,308       (87 )     737  
Other real estate owned     –       –       –       551       605       –       (605 )
Right-of-use lease assets     2,298       2,405       2,511       2,617       2,725       (107 )     (427 )
Accrued interest receivable     5,111       4,862       3,994       3,621       3,171       249       1,940  
Deferred tax asset     3,379       3,143       3,116       3,108       3,238       236       141  
Other assets     8,437       7,956       7,834       9,012       9,268       481       (831 )
Total assets   $ 1,576,100     $ 1,400,937     $ 1,268,735     $ 1,111,678     $ 1,083,043     $ 175,163     $ 493,057  
Liabilities and Stockholders’ Equity                                                        
Liabilities                                                        
Noninterest-bearing demand deposits   $ 381,667     $ 319,375     $ 304,887     $ 266,520     $ 313,973     $ 62,292     $ 67,694  
Savings, NOW and money-market deposits     417,512       383,297       345,494       306,921       309,087       34,215       108,425  
Time deposits     543,647       511,373       442,502       358,309       336,427       32,274       207,220  
Total deposits     1,342,826       1,214,045       1,092,883       931,750       959,487       128,781       383,339  
Federal Home Loan Bank advances     10,000       25,000       40,000       50,000       –       (15,000 )     10,000  
Operating lease liabilities     2,447       2,547       2,647       2,745       2,846       (100 )     (399 )
Subordinated Debt     34,374       –       –       –       –       34,374       34,374  
Other Borrowings     26,554       14,000       –       –       –       12,554       26,554  
Other liabilities     10,510       10,965       6,357       5,286       3,822       (455 )     6,688  
Total liabilities     1,426,711       1,266,557       1,141,887       989,781       966,155       160,154       460,556  
Stockholders’ equity                                                        
Preferred stock     –       –                                          
Series B Convertible Preferred     –       –       –       –       –       –       –  
Series C Convertible Preferred     –       –       –       –       –       –       –  
Preferred stock, value     –       –       –       –       –       –       –  
Common stock     135       124       122       115       119       11       16  
Nonvoting Common stock     115       115       –       –       –       –       115  
Additional paid-in capital     122,304       113,832       112,993       112,578       112,574       8,472       9,730  
Retained earnings (accumulated deficit)     32,291       25,119       18,464       13,801       8,948       7,172       23,343  
Accumulated other comprehensive loss     (5,456 )     (4,810 )     (4,731 )     (4,597 )     (4,753 )     (646 )     (703 )
Total stockholders’ equity     149,389       134,380       126,848       121,897       116,888       15,009       32,501  
Total liabilities and stockholders’ equity   $ 1,576,100     $ 1,400,937     $ 1,268,735     $ 1,111,678     $ 1,083,043     $ 175,163     $ 493,057  


OptimumBank Holdings, Inc.

Consolidated Statements of Earnings – Quarterly (Unaudited)
(Dollars in thousands, except per share amounts)

    Quarterly Trends     3Q26 change vs  
    3Q26     2Q26     1Q26     4Q25     3Q25     2Q26     3Q25  
Interest income                                                        
Loans   $ 23,451     $ 20,386     $ 18,114     $ 15,437     $ 14,082     $ 3,065     $ 9,369  
Debt securities     201       204       191       164       153       (3 )     48  
Other     1,460       1,134       1,148       1,837       2,086       326       (626 )
Total interest income     25,112       21,724       19,453       17,438       16,321       3,388       8,791  
                                                         
Interest expense                                                        
Deposits     7,334       6,633       6,176       5,561       5,273       701       2,061  
Borrowings     680       394       87       6       –       286       680  
Interest on subordinated debt     317       –       –       –       –       317       317  
Total interest expense     8,331       7,027       6,263       5,567       5,273       1,304       3,058  
                                                         
Net interest income     16,781       14,697       13,190       11,871       11,048       2,084       5,733  
                                                         
Credit loss expense (reversal)     1,066       (37 )     770       398       763       1,103       303  
Net interest income after credit loss expense (reversal)     15,715       14,734       12,420       11,473       10,285       981       5,430  
                                                         
Noninterest income                                                        
Service charges and fees     1,607       1,551       1,313       1,268       1,252       56       355  
Other     1,229       935       471       459       730       294       499  
Total noninterest income     2,836       2,486       1,784       1,727       1,982       350       854  
                                                         
Noninterest expenses                                                        
Salaries and employee benefits     5,592       5,279       4,988       3,672       4,004       313       1,588  
Professional fees     295       363       295       333       276       (68 )     19  
Occupancy and equipment     355       354       338       328       327       1       28  
Data processing     1,160       986       914       794       788       174       372  
Regulatory assessment     318       196       179       161       126       122       192  
Losses on sale and write-downs of other real estate owned     –       –       5       54       –       –       –  
Other     1,276       1,204       1,287       1,401       1,083       72       193  
Total noninterest expenses     8,996       8,382       8,006       6,743       6,604       614       2,392  
                                                         
Income before income taxes     9,555       8,838       6,198       6,457       5,663       717       3,892  
                                                         
Income taxes     2,383       2,183       1,535       1,604       1,340       200       1,043  
Net Income   $ 7,172     $ 6,655     $ 4,663     $ 4,853     $ 4,323     $ 517     $ 2,849  
                                                         
Earnings per share – Basic   $ 0.30     $ 0.40     $ 0.39     $ 0.42     $ 0.37     $ (0.11 )   $ (0.07 )
Earnings per share – Diluted   $ 0.30     $ 0.28     $ 0.20     $ 0.21     $ 0.18     $ 0.02     $ 0.12  


OptimumBank Holdings, Inc.

Consolidated Statements of Earnings – Nine Months Ended (Unaudited)
(Dollars in thousands, except per share amounts)

    Nine Months Ended        
    September 30,        
    2026     2025     Change  
Interest income                        
Loans   $ 61,953     $ 41,709     $ 20,244  
Debt securities     597       471       126  
Other     3,742       4,736       (994 )
Total interest income     66,292       46,916       19,376  
                         
Interest expense                        
Deposits     20,143       15,873       4,270  
Borrowings     1,161       327       834  
Interest on subordinated debt     317       –       317  
Total interest expense     21,621       16,200       5,421  
                         
Net interest income     44,671       30,716       13,955  
                         
Credit loss expense     1,799       1,638       161  
Net interest income after credit loss expense     42,872       29,078       13,794  
                         
Noninterest income                        
Service charges and fees     4,470       3,389       1,081  
Other     2,636       1,658       978  
Total noninterest income     7,106       5,047       2,059  
                         
Noninterest expenses                        
Salaries and employee benefits     15,860       11,123       4,737  
Professional fees     953       798       155  
Occupancy and equipment     1,048       903       145  
Data processing     3,060       1,946       1,114  
Regulatory assessment     693       526       167  
Other     3,773       3,115       658  
Total noninterest expenses     25,387       18,411       6,976  
                         
Income before income taxes     24,591       15,714       8,877  
                         
Income taxes     6,101       3,919       2,182  
Net Income   $ 18,490     $ 11,795     $ 6,695  
                         
Earnings per share – Basic   $ 1.05     $ 1.00     $ 0.05  
Earnings per share – Diluted   $ 0.78     $ 0.50     $ 0.28  


OptimumBank Holdings, Inc.

Consolidated Average Balances, Interest Income and Expenses, Yields and Rates (QTD) (Unaudited)
(Dollars in thousands, except average yields/rates)

    Three Months Ended September 30,  
    3Q26     2Q26     3Q25  
          Interest     Average           Interest     Average           Interest     Average  
    Average     and     Yield/     Average     and     Yield/     Average     and     Yield/  
    Balance     Dividends     Rate(1)     Balance     Dividends     Rate(5)     Balance     Dividends     Rate(5)  
Interest-earning assets                                                                        
Loans   $ 1,257,377     $ 23,451       7.40 %   $ 1,141,791     $ 20,386       7.16 %   $ 800,336     $ 14,082       7.04 %
Securities     26,397       201       3.02 %     27,042       204       3.03 %     22,695       153       2.70 %
Other (2)     154,139       1,460       3.76 %     121,282       1,134       3.75 %     188,109       2,086       4.44 %
                                                                         
Total interest-earning assets/interest income     1,437,913       25,112       6.93 %     1,290,115       21,724       6.75 %     1,011,140       16,321       6.46 %
                                                                         
Cash and due from banks     15,072                       14,702                       9,557                  
Premises and equipment     3,114                       2,825                       2,414                  
Other     4,776                       4,025                       5,209                  
                                                                         
Total assets   $ 1,460,875                     $ 1,311,667                     $ 1,028,320                  
                                                                         
Interest-bearing liabilities                                                                        
Savings, NOW and money-market deposits   $ 403,727     $ 2,470       2.43 %   $ 367,750     $ 2,168       2.36 %   $ 286,156     $ 1,800       2.52 %
Time deposits     493,478       4,864       3.91 %     462,792       4,465       3.87 %     320,800       3,473       4.33 %
Subordinated debt     16,080       317       7.82 %     –       –       –       –       –       –  
Borrowings (3)     9,674       97       3.98 %     12,685       118       3.73 %     –       –       –  
Notes Payable     22,904       583       10.10 %     10,770       276       10.28 %     –       –       –  
                                                                         
Total interest-bearing liabilities/interest expense     945,863       8,331       3.49 %     853,997       7,027       3.30 %     606,956       5,273       3.48 %
                                                                         
Noninterest-bearing demand deposits     359,783                       314,858                       298,670                  
Other liabilities     12,867                       11,584                       8,687                  
Stockholders’ equity     142,362                       131,228                       114,007                  
                                                                         
Total liabilities and stockholders’ equity   $ 1,460,875                     $ 1,311,667                     $ 1,028,320                  
                                                                         
Net interest income           $ 16,781                     $ 14,697                     $ 11,048          
                                                                         
Interest-rate spread (4)                     3.43 %                     3.45 %                     2.98 %
                                                                         
Net interest margin (5)                     4.63 %                     4.57 %                     4.37 %
                                                                         
Ratio of average interest-earning assets to average interest-bearing liabilities     1.52                       1.51                       1.67                  

(1 ) Annualized.
(2 ) Includes interest-earning deposits with banks, Federal Funds Sold and Federal Home Loan Bank stock dividends.
(3 ) Includes Federal Home Loan Bank, and other borrowings.
(4 ) Interest rate spread represents the difference between average yield on interest-earning assets and the average cost of interest-bearing liabilities.
(5 ) Net interest margin is net interest income divided by average interest-earning assets.

  

OptimumBank Holdings, Inc.
Consolidated Average Balances, Interest Income and Expenses, Yields and Rates (YTD) (Unaudited)
(Dollars in thousands, except average yields/rates)

    Nine Months Ended September 30,  
    2026     2025  
          Interest     Average           Interest     Average  
    Average     and     Yield/     Average     and     Yield/  
    Balance     Dividends     Rate(1)     Balance     Dividends     Rate(1)  
Interest-earning assets                                                
Loans   $ 1,146,917       61,953       7.22 %   $ 800,117     $ 41,709       6.95 %
Securities     26,655       597       2.99 %     22,785       471       2.76 %
Other (2)     133,089       3,742       3.76 %     143,171       4,736       4.41 %
                                                 
Total interest-earning assets/interest income     1,306,661       66,292       6.78 %     966,073       46,916       6.48 %
                                                 
Cash and due from banks     13,436                       12,078                  
Premises and equipment     2,874                       2,297                  
Other     4,473                       4,383                  
                                                 
Total assets   $ 1,327,444                     $ 984,831                  
                                                 
Interest-bearing liabilities                                                
Savings, NOW and money-market deposits   $ 368,765       6,533       2.37 %   $ 281,207     $ 5,293       2.51 %
Time deposits     464,158       13,610       3.92 %     321,011       10,580       4.39 %
Subordinated debt     5,360       317       7.91 %     –       –       –  
Borrowings (3)     10,481       305       3.89 %     11,482       327       3.80 %
Notes Payable     11,263       856       10.16 %     –       –       –  
                                                 
Total interest-bearing liabilities/interest expense     860,027       21,621       3.36 %     613,700       16,200       3.52 %
                                                 
Noninterest-bearing demand deposits     323,757                       253,000                  
Other liabilities     10,766                       8,284                  
Stockholders’ equity     132,894                       109,847                  
                                                 
Total liabilities and stockholders’ equity   $ 1,327,444                     $ 984,831                  
                                                 
Net interest income             44,671                     $ 30,716          
                                                 
Interest-rate spread (4)                     3.42 %                     2.96 %
                                                 
Net interest margin (5)                     4.57 %                     4.24 %
                                                 
Ratio of average interest-earning assets to average interest-bearing liabilities     1.52                       1.57                  

(1 ) Annualized.
(2 ) Includes interest-earning deposits with banks, Federal Funds Sold and Federal Home Loan Bank stock dividends.
(3 ) Includes Federal Home Loan Bank, and other borrowings.
(4 ) Interest rate spread represents the difference between average yield on interest-earning assets and the average cost of interest-bearing liabilities.
(5 ) Net interest margin is net interest income divided by average interest-earning assets.


OptimumBank Holdings, Inc.

Segments of Loans Analysis (Unaudited)
(Dollars in thousands)

                                  September 30, 2026 change vs  
    September 30,     June 30,     March 31,     December 31,     September 30,     June 30,     September 30,  
    2026     2026     2026     2025     2025     2026     2025  
Residential real estate   $ 107,058     $ 78,268     $ 73,130     $ 74,018     $ 66,723     $ 28,790     $ 40,335  
Multi-family real estate     56,817       52,551       63,655       65,693       67,435       4,266       (10,618 )
Commercial real estate     996,528       905,174       790,238       666,508       524,865       91,354       471,663  
Land and construction     57,786       46,290       41,000       36,212       43,364       11,496       14,422  
Commercial     59,184       51,389       46,127       48,196       45,604       7,795       13,580  
Consumer     89,945       83,412       76,744       68,166       65,731       6,533       24,214  
Total loans     1,367,318       1,217,084       1,090,894       958,793       813,722       150,234       553,596  
Deduct:                                                        
Net deferred loan fees and costs     (2,393 )     (1,683 )     (1,300 )     (1,227 )     (892 )     (710 )     (1,501 )
Allowance for credit losses     (12,120 )     (11,020 )     (11,061 )     (10,273 )     (10,018 )     (1,100 )     (2,102 )
Loans, net   $ 1,352,805     $ 1,204,381     $ 1,078,533     $ 947,293     $ 802,812     $ 148,424     $ 549,993  


Explanation of Certain Unaudited Non-GAAP Financial Measures

This press release contains financial information determined by methods other than Generally Accepted Accounting Principles (“GAAP”). Management uses these non-GAAP financial measures in its analysis of the Company’s performance and believes these presentations provide useful supplemental information, and a clearer understanding of the Company’s performance. The Company believes the non-GAAP measures enhance investors’ understanding of the Company’s business and performance and if not provided would be requested by the investor community. These measures are also useful in understanding performance trends and facilitate comparisons with the performance of other financial institutions. The limitations associated with operating measures are the risk that persons might disagree as to the appropriateness of items comprising these measures and that different companies might define or calculate these measures differently. The Company provides reconciliations between GAAP and these non-GAAP measures. These disclosures should not be considered an alternative to GAAP.

Non-GAAP Reconciliations

Pre-tax, Pre-provision earnings

(Dollars in thousands)   3Q26     2Q26     1Q26     4Q25     3Q25  
Net Income (GAAP)   $ 7,172     $ 6,655     $ 4,663     $ 4,853     $ 4,323  
Plus: Income Tax Expense     2,383       2,183       1,535       1,604       1,340  
Plus: Credit Loss Expense (Reversal)     1,066       (37 )     770       398       763  
Pre-tax, Pre-provision earnings (Non-GAAP)   $ 10,621     $ 8,801     $ 6,968     $ 6,855     $ 6,426  


Tangible Book Value Per Common Share and Per Fully Diluted Share (Unaudited)

(Dollars in thousands, except per share amounts)   3Q26     2Q26     1Q26     4Q25     3Q25  
Total Stockholders’ (GAAP) and Tangible Common Equity   $ 149,389     $ 134,380     $ 126,848     $ 121,897     $ 116,888  
Common Shares Outstanding – Voting     13,527       12,341       12,167       11,534       11,884  
Common Shares Outstanding – Nonvoting     11,458       11,458       –       –       –  
Total Common Shares     24,985       23,799       12,167       11,534       11,884  
Effect of conversion of series B preferred shares if converted     –       –       10,582       11,114       11,114  
Effect of conversion of series C preferred shares if converted     –       –       876       876       526  
Total Diluted Shares     24,985       23,799       23,625       23,524       23,524  
                                         
Tangible Book Value per Common Share   $ 5.98     $ 5.65     $ 10.43     $ 10.57     $ 9.84  
Tangible Book Value per Share – Diluted   $ 5.98     $ 5.65     $ 5.37     $ 5.18     $ 4.97  


Efficiency Ratio:

(Dollars in thousands)     3Q26       2Q26       1Q26       4Q25       3Q25  
Noninterest Expense (GAAP)   $ 8,996     $ 8,382     $ 8,006     $ 6,743     $ 6,604  
                                         
Net Interest Income (GAAP)     16,781       14,697       13,190       11,871       11,048  
Noninterest Income (GAAP)     2,836       2,486       1,784       1,727       1,982  
Total Revenue (Non-GAAP)   $ 19,617     $ 17,183     $ 14,974     $ 13,598     $ 13,030  
                                         
Efficiency Ratio(1)     45.86 %     48.78 %     53.47 %     49.59 %     50.68 %


(1)
Efficiency ratio is defined as total non-interest expense divided by the sum of net interest income and total non-interest income.

FORT WORTH, TX, Nov. 12, 2026 (GLOBE NEWSWIRE) — Sanara MedTech Inc. (“Sanara,” “Sanara MedTech,” the “Company,” “we,” “our” or “us”) (Nasdaq: SMTI), a medical technology company focused on developing and commercializing transformative technologies to improve clinical outcomes and reduce healthcare expenditures in the surgical market, today reported its financial results for the third quarter ended September 30, 2026.

Third Quarter 2026 Financial Summary(1)

  ● Net revenue increased 8% to $28.4 million, compared to $26.3 million in the third quarter of 2025.
  ● Gross profit of $26.3 million, or 93% of net revenue, compared to gross profit of $24.5 million, or 93% of net revenue, in the third quarter of 2025.
  ● Operating income of $0.7 million, compared to operating income of $2.9 million in the third quarter of 2025. Third quarter operating income included approximately $3.0 million in legal and advisory services associated with corporate strategic initiatives and the pending merger with MiMedx Group, Inc. (“MIMEDX” and the proposed transaction, the “Merger”).
  ● Net loss from continuing operations of $1.3 million, or a loss of $0.15 per diluted share, compared to net income from continuing operations of $0.8 million, or $0.09 per diluted share, in the third quarter of 2025.
  ● Adjusted EBITDA(2) of $5.6 million, compared to $4.9 million in the third quarter of 2025.


First Nine Months of 2026 Financial Summary
(1)

  ● Net revenue increased 12% to $84.4 million, compared to $75.6 million in the first nine months of 2025.
  ● Gross profit of $78.4 million, or 93% of net revenue, compared to gross profit of $69.9 million, or 93% of net revenue, in the first nine months of 2025.
  ● Operating income of $5.2 million, compared to operating income of $6.3 million in the first nine months of 2025. Operating income for the first nine months included approximately $4.1 million in legal and advisory services associated with corporate strategic initiatives and the pending Merger.
  ● Net loss from continuing operations of $1.3 million, or a loss of $0.15 per diluted share, compared to net income from continuing operations of $0.7 million, or $0.08 per diluted share, in the first nine months of 2025.
  ● Adjusted EBITDA(2) of $14.9 million, compared to $12.3 million in the first nine months of 2025.
  ● Cash and cash equivalents of $16.8 million and $46.7 million of long-term debt at September 30, 2026, compared to $16.6 million of cash and cash equivalents and $46.0 million of long-term debt at December 31, 2025.

(1 ) As a result of the Company’s strategic realignment, the balance sheets and statements of operations of Tissue Health Plus (“THP”), which were previously reported as the THP segment, have been classified as discontinued operations and excluded from continuing operations for the three and nine months ended September 30, 2026 and 2025.
(2 ) Adjusted EBITDA is a non-GAAP financial measure. See the discussion and the reconciliation at the end of this release for additional information.


Management Comments 

Seth Yon, President and Chief Executive Officer of Sanara, commented, “Our team delivered another quarter of strong execution with net revenue of $28.4 million, representing 8% growth year-over-year, gross margin of 93% and Adjusted EBITDA of $5.6 million. CellerateRX Surgical and BIASURGE continue to be strong drivers of our revenue growth.

“In July, we announced our entry into a transformational agreement in which Sanara is expected to be acquired by MIMEDX. We were pleased to receive shareholder approval for the pending combination in September, and we continue to work through the regulatory and review process. We believe this is a significant next step for Sanara’s growth and we remain excited about the opportunity this transaction represents for our customers, employees and shareholders,” Mr. Yon concluded.

Third Quarter and Year-to-Date 2026 Revenue

The following table summarizes revenue streams from product sales for the periods presented:

    Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
    2026     2025     2026     2025  
Soft tissue repair products   $ 25,662,232     $ 23,424,126     $ 75,847,769     $ 66,618,023  
Bone fusion products     2,767,926       2,909,693       8,517,680       8,954,144  
Total Net Revenue   $ 28,430,158     $ 26,333,819     $ 84,365,449     $ 75,572,167  


Third Quarter of 2026 Financial Results
(1)

Net revenue for the third quarter of 2026 was $28.4 million, compared to $26.3 million for the third quarter of 2025, an increase of $2.1 million, or 8%, year-over-year. Higher net revenue for the third quarter of 2026 was driven by an increase of $2.2 million, or 10%, in sales of soft tissue repair products, including CellerateRX® Surgical Powder (“CellerateRX Surgical”) and BIASURGE® Advanced Surgical Solution (“BIASURGE”), offset by a slight decrease of $0.1 million, or 5%, in sales of bone fusion products. The increases were supported by increased market penetration and our strategy to continue expanding and developing our independent distribution network in both new and existing U.S. markets.

Gross profit for the third quarter of 2026 was $26.3 million, compared to $24.5 million for the third quarter of 2025, an increase of $1.9 million, or 8%, year-over-year. Gross margin was 93% of net revenue for the third quarter of 2026 and 2025. Higher gross profit for the third quarter of 2026 was primarily due to the net revenue growth factors above and product mix.

Operating expenses for the third quarter of 2026 were $25.6 million, or 90% of net revenue, compared to $21.5 million, or 82% of net revenue, for the third quarter of 2025, an increase of $4.1 million, or 19%, year-over-year. The increase in operating expenses was primarily due to higher selling, general and administrative expenses (“SG&A”). Higher SG&A in the third quarter of 2026 was primarily due to approximately $3.0 million in legal and advisory services associated with corporate strategic initiatives and the pending Merger, approximately $0.8 million of increased direct sales and marketing expenses, approximately $0.4 million related to legal and accounting expense and approximately $0.2 million related to compensation expense. Research and development expenses (“R&D”) for the third quarter of 2026 decreased to $0.7 million, or 3% of net revenue, compared to $1.0 million, or 4% of net revenue, for the third quarter of 2025. Lower R&D for the third quarter of 2026 was primarily due to the timing of product enhancement initiatives associated with the Company’s soft tissue repair products when compared to the third quarter of 2025.

Operating income for the third quarter of 2026 was $0.7 million, compared to operating income of $2.9 million for the third quarter of 2025.

Other expense for the third quarter of 2026 was $2.0 million, compared to $2.1 million for the third quarter of 2025. The decrease in other expense for the third quarter of 2026 was primarily due to interest income and gain on disposal of investment, offset by higher share of losses from equity method investments. The net gain on disposal of investment represents our share of proceeds from the issuance of additional ordinary shares of Biomimetic Innovations Limited (“BMI”), reduced by our diluted share of BMI losses and the write-off of our investment in SI Healthcare Technologies, LLC.

Net loss from continuing operations for the third quarter of 2026 was $1.3 million, or a loss of $0.15 per diluted share, compared to net income from continuing operations of $0.8 million, or $0.09 per diluted share, for the third quarter of 2025, a decrease of $2.1 million. Net loss from continuing operations for the third quarter of 2026 was primarily due to higher SG&A, which included costs associated with the pending Merger, and higher share of losses from equity method investments, partially offset by net revenue growth. Net loss from discontinued operations for the third quarter of 2026 was $0.1 million, compared to a net loss from discontinued operations of $31.2 million for the third quarter of 2025.

Adjusted EBITDA(2) for the third quarter of 2026 was $5.6 million, compared to $4.9 million for the third quarter of 2025, an increase of $0.7 million. Higher Adjusted EBITDA in the third quarter of 2026 was primarily due to net revenue growth offset by increases in SG&A.

First Nine Months of 2026 Financial Results(1)

Net revenue for the first nine months of 2026 was $84.4 million, compared to $75.6 million for the first nine months of 2025, an increase of $8.8 million, or 12%, year-over-year. Higher net revenue for the first nine months of 2026 was driven by an increase of $9.2 million, or 14%, in sales of soft tissue repair products, including CellerateRX Surgical, BIASURGE and FORTIFY TRG® Tissue Repair Graft, offset by a slight decrease of $0.4 million, or 5%, in sales of bone fusion products. The increases were supported by increased market penetration and our strategy to continue expanding and developing our independent distribution network in both new and existing U.S. markets.

Gross profit for the first nine months of 2026 was $78.4 million, compared to $69.9 million for the first nine months of 2025, an increase of $8.4 million, or 12%, year-over-year. Gross margin was 93% of net revenue for the first nine months of 2026 and 2025. Higher gross profit for the first nine months of 2026 was primarily due to the net revenue growth factors above and product mix.

Operating expenses for the first nine months of 2026 were $73.2 million, or 87% of net revenue, compared to $63.7 million, or 84% of net revenue, for the first nine months of 2025, an increase of $9.5 million, or 15%, year-over-year. The increase in operating expenses was primarily due to higher SG&A for the first nine months of 2026. Higher SG&A in the first nine months of 2026 was primarily due to approximately $4.1 million in legal and advisory services associated with corporate strategic initiatives and the pending Merger, approximately $3.9 million of increased direct sales and marketing expenses, approximately $1.3 million related to compensation expense and approximately $0.4 million related to legal and accounting expense. R&D for the first nine months of 2026 decreased to $2.6 million, or 3% of net revenue, compared to $3.0 million, or 4% of net revenue, for the first nine months of 2025. Lower R&D in the first nine months of 2026 was primarily due to the timing of product enhancement initiatives associated with the Company’s soft tissue repair products when compared to the first nine months of 2025.

Operating income for the first nine months of 2026 was $5.2 million, compared to operating income of $6.3 million for the first nine months of 2025.  

Other expense for the first nine months of 2026 was $6.5 million, compared to $5.5 million for the first nine months of 2025. The increase in other expense for the first nine months of 2026 was primarily due to higher interest expense related to our term loan with CRG Servicing LLC (the “CRG Term Loan”) and share of losses from equity method investments, offset by higher interest income and the gain on disposal of investment.

Net loss from continuing operations for the first nine months of 2026 was $1.3 million, or a loss of $0.15 per diluted share, compared to net income from continuing operations of $0.7 million, or $0.08 per diluted share, for the first nine months of 2025, a decrease of $2.0 million. Net loss from continuing operations for the first nine months of 2026 was primarily due to higher SG&A, which included costs related to the pending Merger, higher interest expense related to the CRG Term Loan and share of losses from equity method investments, partially offset by net revenue growth. Net loss from discontinued operations for the first nine months of 2026 was $0.1 million, compared to a net loss from discontinued operations of $36.7 million for the first nine months of 2025.

Adjusted EBITDA(2) for the first nine months of 2026 was $14.9 million, compared to $12.3 million for the first nine months of 2025, an increase of $2.6 million. Higher Adjusted EBITDA in the first nine months of 2026 was primarily due to net revenue growth offset by increases in SG&A.

Net cash provided by operating activities in the first nine months of 2026 was $3.5 million, compared to $2.8 million of net cash provided by operating activities in the first nine months of 2025. The increase in net cash provided by operating activities during the first nine months of 2026 was primarily due to a reduction in net loss and decreased inventory expenditures. Additionally, a timing difference in the CRG Term Loan interest payment, which was remitted on October 1, 2026 rather than September 30, 2026, resulted in the payment being recognized in the fourth quarter of 2026, favorably affecting the September 30, 2026 cash balance by approximately $1.6 million. The increase in net cash provided by operating activities was partially offset by increased bonus and commission payments.

As of September 30, 2026, the Company had $16.8 million of cash and cash equivalents and $46.7 million of long-term debt, compared to $16.6 million and $46.0 million, respectively, as of December 31, 2025.

(1  ) As a result of the Company’s strategic realignment, the balance sheets and statements of operations of THP, which were previously reported as the THP segment, have been classified as discontinued operations and excluded from continuing operations for the three and nine months ended September 30, 2026 and 2025.
(2
 
) Adjusted EBITDA is a non-GAAP financial measure. See the discussion and the reconciliation at the end of this release for additional information.

Update to Full Year 2026 Financial Guidance

The Company is updating its full year 2026 net revenue guidance to a range of $110 million to $115 million compared to its previously provided range of $116 million to $121 million. This updated full year guidance represents growth of approximately 7% to 12%, compared to net revenue of $103.1 million for the full year 2025.

About Sanara MedTech Inc.

Sanara MedTech Inc. is a medical technology company focused on developing and commercializing transformative technologies to improve clinical outcomes and reduce healthcare expenditures in the surgical market. The Company develops, markets and distributes surgical products for use by physicians and clinicians in hospitals. Each of the Company’s products and technologies is designed to achieve the goal of providing better clinical outcomes at a lower overall cost for healthcare systems. Sanara’s products are primarily sold in the North American surgical tissue repair market. Sanara markets and distributes CellerateRX® Surgical Powder, BIASURGE® Advanced Surgical Solution, FORTIFY TRG® Tissue Repair Graft and FORTIFY FLOWABLE® Extracellular Matrix, as well as a portfolio of advanced biologic products including: ACTIGENTM Verified Inductive Bone Matrix, ALLOCYTE® Plus Advanced Viable Bone Matrix, BiFORM® Bioactive Moldable Matrix and TEXAGEN® Amniotic Membrane Allograft to the surgical market. The Company believes it can drive its pipeline from concept to preclinical and clinical development while meeting quality and regulatory requirements. The Company strives to be one of the most innovative and comprehensive providers of effective surgical solutions and is continually seeking to expand its offerings for patients requiring surgical treatments in the United States. For more information, please visit SanaraMedTech.com.

Information about Forward-Looking Statements

The statements in this press release that do not constitute historical facts are “forward-looking statements,” within the meaning of and subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. These statements may be identified by terms such as “aims,” “anticipates,” “believes,” “contemplates,” “continue,” “could,” “estimates,” “expects,” “forecast,” “guidance,” “intends,” “may,” “plans,” “possible,” “potential,” “predicts,” “preliminary,” “projects,” “seeks,” “should,” “targets,” “will” or “would,” or the negatives of these terms, variations of these terms or other similar expressions. These forward-looking statements include, among others, statements regarding the Company’s expected net revenue, the Company’s ability to achieve enhanced results by focusing on the surgical market, the Company’s business strategy and mission, the development of new products, the timing of commercialization of the Company’s products, and the regulatory approval process. These items involve risks, contingencies and uncertainties such as uncertainties as to the timing of the proposed transaction with MIMEDX; the timing, receipt and terms and conditions of any required governmental or regulatory approvals of the proposed transaction that could reduce the anticipated benefits of or cause the parties to abandon the proposed transaction; risks related to the satisfaction of the conditions to closing the proposed transaction (including the failure to obtain necessary regulatory approvals) in the anticipated timeframe or at all; the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of the Company’s stock; disruption from the proposed transaction making it more difficult to maintain business and operational relationships, including retaining and hiring key personnel; the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement, including in certain circumstances requiring the Company to pay a termination fee; risks related to disruption of management’s attention from the Company’s ongoing business operations due to the proposed transaction; significant transaction costs; the risk of litigation and/or regulatory actions related to the proposed transaction; uncertainties associated with the development and process for obtaining regulatory approval for new products; the extent of product demand; market and customer acceptance; the effect of economic conditions, competition and pricing; the ability to consummate and integrate acquisitions, and other risks, contingencies and uncertainties detailed in the Company’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and subsequent reports filed with the Securities and Exchange Commission (the “SEC”), which could cause the Company’s actual operating results, performance or business plans or prospects to differ materially from those expressed in or implied by these statements.

All forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to revise any of these statements to reflect future circumstances or the occurrence of unanticipated events, except as required by applicable securities laws.

Important Information and Where to Find It

In connection with the proposed transaction, MIMEDX filed with the SEC a registration statement on Form S-4 that includes a proxy statement of Sanara and that also constitutes a prospectus of MIMEDX. Each of MIMEDX and Sanara may also file other relevant documents with the SEC regarding the proposed transaction. This communication is not a substitute for the proxy statement/prospectus or registration statement or any other document that MIMEDX or Sanara may file with the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain free copies of the registration statement and proxy statement/prospectus and other documents containing important information about MIMEDX, Sanara and the proposed transaction, once such documents are filed with the SEC through the website maintained by the SEC at https://www.sec.gov. Copies of the documents filed with the SEC by MIMEDX will be available free of charge on MIMEDX ‘s website at https://investors.mimedx.com/. Copies will also be available at no charge at the Investor Relations section of Sanara’s website at https://ir.sanaramedtech.com/.

Participants in the Solicitation

Sanara, MIMEDX and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information about the directors and executive officers of Sanara, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in Sanara’s proxy statement for its 2026 Annual Meeting of Shareholders, which was filed with the SEC on April 17, 2026. Information about the directors and executive officers of MIMEDX, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in MIMEDX’s proxy statement for its 2026 Annual Meeting of Shareholders, which was filed with the SEC on April 29, 2026. Other information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, is contained in the proxy statement/prospectus. Investors should read the proxy statement/prospectus carefully before making any voting or investment decisions. You may obtain free copies of these documents from Sanara and MIMEDX using the sources indicated above.

No Offer or Solicitation

This communication does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy any securities or a solicitation of any vote or approval with respect to the proposed transactions or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

Investor Relations Contact:

Walter Frank or John Nesbett
IMS Investor Relations
IR@sanaramedtech.com
(203) 972-9200

SANARA MEDTECH INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

    September 30,
2026
    December 31,
2025
 
      (Unaudited)          
Assets                
Current assets                
Cash and cash equivalents   $ 16,787,737     $ 16,578,857  
Accounts receivable, net     13,889,078       11,998,075  
Inventory, net     3,297,619       3,948,748  
Convertible loan receivable     1,758,300       –  
Prepaid and other assets     670,314       948,620  
Current assets related to discontinued operations     1,635       67,863  
Total current assets     36,404,683       33,542,163  
                 
Long-term assets                
Intangible assets, net     16,696,904       18,640,673  
Goodwill     3,601,781       3,601,781  
Investment in equity securities     13,393,089       14,626,858  
Right of use assets – operating leases     1,821,822       2,075,634  
Property and equipment, net     316,869       456,962  
Total long-term assets     35,830,465       39,401,908  
                 
Total assets   $ 72,235,148     $ 72,944,071  
                 
Liabilities and shareholders’ equity                
Current liabilities                
Accounts payable   $ 5,186,872     $ 2,338,761  
Accrued bonuses and commissions     7,864,379       11,781,435  
Accrued royalties and expenses     2,731,923       2,684,626  
Operating lease liabilities – current     398,872       353,229  
Earnout liabilities – current     –       235,001  
Current liabilities related to discontinued operations     100,000       1,233,478  
Total current liabilities     16,282,046       18,626,530  
                 
Long-term liabilities                
Long-term debt     46,722,954       45,970,937  
Operating lease liabilities – long-term     1,564,604       1,868,703  
Other long-term liabilities     –       548,125  
Total long-term liabilities     48,287,558       48,387,765  
                 
Total liabilities     64,569,604       67,014,295  
                 
Commitments and contingencies                
                 
Shareholders’ equity                
Common Stock: $0.001 par value, 20,000,000 shares authorized; 9,182,927 issued and outstanding as of September 30, 2026 and 8,946,913 issued and outstanding as of December 31, 2025     9,184       8,948  
Additional paid-in capital     83,968,702       81,232,536  
Accumulated deficit     (76,312,342 )     (75,303,042 )
Total Sanara MedTech shareholders’ equity     7,665,544       5,938,442  
Equity attributable to noncontrolling interest     –       (8,666 )
Total shareholders’ equity     7,665,544       5,929,776  
Total liabilities and shareholders’ equity   $ 72,235,148     $ 72,944,071  


SANARA MEDTECH INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

    Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
    2026     2025     2026     2025  
Net Revenue   $ 28,430,158     $ 26,333,819     $ 84,365,449     $ 75,572,167  
                                 
Cost of goods sold     2,104,917       1,874,214       6,009,853       5,646,463  
                                 
Gross profit     26,325,241       24,459,605       78,355,596       69,925,704  
                                 
Operating expenses                                
Selling, general and administrative     24,252,475       19,877,875       68,735,685       58,641,402  
Research and development     723,717       1,029,591       2,637,541       3,036,746  
Depreciation and amortization     613,044       610,899       1,819,407       1,993,477  
Total operating expenses     25,589,236       21,518,365       73,192,633       63,671,625  
                                 
Operating income     736,005       2,941,240       5,162,963       6,254,079  
                                 
Other income (expense)                                
Interest expense     (1,812,764 )     (1,818,105 )     (5,422,420 )     (4,926,765 )
Share of losses from equity method investments     (442,984 )     (288,642 )     (1,339,139 )     (627,732 )
Interest income     146,494       –       213,266       3,672  
Gain on disposal of investment     105,370       –       105,370       –  
Gain (loss) on disposal of property and equipment     (19,107 )     –       (20,483 )     10,932  
Total other income (expense)     (2,022,991 )     (2,106,747 )     (6,463,406 )     (5,539,893 )
                                 
Net income (loss) from continuing operations     (1,286,986 )     834,493       (1,300,443 )     714,186  
                                 
Net loss from discontinued operations (including asset impairment charge of $26,472,407 in 2025)     (124,207 )     (31,246,601 )     (105,011 )     (36,672,075 )
                                 
Net loss     (1,411,193 )     (30,412,108 )     (1,405,454 )     (35,957,889 )
                                 
Less: Net income (loss) attributable to noncontrolling interest from continuing operations     354       (955 )     –       (5,197 )
                                 
Net loss attributable to Sanara MedTech shareholders   $ (1,411,547 )   $ (30,411,153 )   $ (1,405,454 )   $ (35,952,692 )
                                 
Net income (loss) per share, basic:                                
Continuing operations   $ (0.15 )   $ 0.10     $ (0.15 )   $ 0.08  
Discontinued operations     (0.01 )     (3.62 )     (0.01 )     (4.26 )
Net income (loss) per share of common stock, basic   $ (0.16 )   $ (3.52 )   $ (0.16 )   $ (4.18 )
                                 
Net income (loss) per share, diluted:                                
Continuing operations   $ (0.15 )   $ 0.09     $ (0.15 )   $ 0.08  
Discontinued operations     (0.01 )     (3.49 )     (0.01 )     (4.12 )
Net income (loss) per share of common stock, diluted   $ (0.16 )   $ (3.40 )   $ (0.16 )   $ (4.04 )
                                 
Weighted average number of common shares outstanding, basic     8,783,139       8,646,668       8,749,797       8,610,538  
                                 
Weighted average number of common shares outstanding, diluted     8,783,139       8,940,734       8,749,797       8,907,565  

  

The following is a reconciliation of the numerator and denominator of basic and diluted net income (loss) per share for the periods presented:

    Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
    2026     2025     2026     2025  
Numerator:                        
Net income (loss) from continuing operations   $ (1,286,986 )   $ 834,493     $ (1,300,443 )   $ 714,186  
Net loss from discontinued operations     (124,207 )     (31,246,601 )     (105,011 )     (36,672,075 )
Less: Net income (loss) attributable to noncontrolling interests from continuing operations     354       (955 )     –       (5,197 )
Net loss attributable to Sanara MedTech shareholders   $ (1,411,547 )   $ (30,411,153 )   $ (1,405,454 )   $ (35,952,692 )
                                 
Denominator:                                
Weighted average shares, basic     8,783,139       8,646,668       8,749,797       8,610,538  
Dilutive effect of stock options     –       31,013       –       31,013  
Dilutive effect of unvested shares     –       263,053       –       266,014  
Weighted average shares, diluted     8,783,139       8,940,734       8,749,797       8,907,565  

The following table summarizes the shares of common stock that were potentially issuable but were excluded from the computation of diluted net loss per share of common stock for the period presented, as such shares would have had an anti-dilutive effect:

    September 30,
2026
 
Stock options     10,218  
Unvested restricted stock     394,883  

  
SANARA MEDTECH INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

    Nine Months Ended
September 30,
 
    2026     2025  
Cash flows from operating activities:                
Net loss   $ (1,405,454 )   $ (35,957,889 )
Adjustments to reconcile net loss to net cash provided by operating activities:                
Depreciation and amortization     1,819,407       3,277,569  
Share of losses from equity method investments     1,339,139       627,732  
Gain on disposal of investment     (105,370 )     –  
(Gain) loss on disposal of property and equipment     20,483       (9,674 )
Credit loss expense     212,200       459,233  
Inventory obsolescence     353,839       489,572  
Paid-in-kind interest     –       1,593,416  
Back-end fee     531,393       578,901  
Amortization and write-off of debt issuance costs     220,624       206,363  
Share-based compensation     3,795,459       3,972,788  
Noncash lease expense     253,812       446,285  
Accretion of finance liabilities     69,605       120,022  
Asset impairment charges     –       26,472,407  
Changes in operating assets and liabilities:                
Accounts receivable, net     (2,087,003 )     (144,959 )
Accounts receivable – related parties     –       40,566  
Inventory, net     297,290       (1,122,497 )
Prepaid and other assets     328,334       318,266  
Accounts payable     2,848,111       (359,968 )
Accounts payable – related parties     –       (3,575 )
Accrued royalties and expenses     286,483       403,767  
Accrued bonuses and commissions     (5,042,427 )     1,879,615  
Operating lease liabilities     (258,456 )     (446,372 )
Net cash provided by operating activities     3,477,469       2,841,568  
Cash flows from investing activities:                
Convertible loan receivable     (1,758,300 )     –  
Purchases of property and equipment     (49,052 )     (4,543,491 )
Investment in equity securities     –       (5,899,524 )
CarePICS Acquisition     –       (2,122,146 )
Proceeds from disposal of property and equipment     –       60,000  
Purchases of intangible assets     –       (23,452 )
Net cash used in investing activities     (1,807,352 )     (12,528,613 )
Cash flows from financing activities:                
Cash payment of finance and earnout liabilities     (807,000 )     (859,000 )
Net settlement of equity-based awards     (654,237 )     (764,421 )
Loan proceeds, net of debt issuance costs of zero in 2026 and $228,183 in 2025     –       12,021,817  
Pay off debt assumed in CarePICS Acquisition     –       (1,650,000 )
Net cash provided by (used in) financing activities     (1,461,237 )     8,748,396  
Net increase (decrease) in cash and cash equivalents     208,880       (938,649 )
Cash and cash equivalents, beginning of period     16,578,857       15,878,295  
Cash and cash equivalents, end of period   $ 16,787,737     $ 14,939,646  
                 
Cash paid during the period for:                
Interest   $ 3,050,346     $ 2,428,062  
Taxes     49,695       52,984  
                 
Supplemental noncash investing and financing activities:                
Non-monetary exchange to acquire intangible assets   $ –     $ 2,084,278  
Earnout liability generated by CarePICS Acquisition     –       1,355,603  
Right of use assets obtained in exchange for lease obligations     –       1,153,099  
Conversion of note receivable into equity method investment     –       1,101,478  

  

SANARA MEDTECH INC. AND SUBSIDIARIES
NON-GAAP FINANCIAL MEASURES (UNAUDITED)

To supplement the Company’s financial information presented in accordance with generally accepted accounting principles in the United States (“GAAP”), we present certain non-GAAP financial measures in this press release, including Adjusted EBITDA. The Company’s management uses these non-GAAP financial measures, both internally and externally, to assess and communicate the financial performance of the Company. The Company defines Adjusted EBITDA as net income (loss) from continuing operations excluding interest expense/income, provision/benefit for income taxes, depreciation and amortization, non-cash share-based compensation expense, change in fair value of earnout liabilities, asset impairment charges, share of losses from equity method investments, gain/loss on the disposal of property and equipment, gain on disposal of investment, executive separation costs, and acquisition and other transaction related costs, as each is applicable to the periods presented.

The Company believes Adjusted EBITDA is useful to investors because it facilitates comparisons of the Company’s core business operations across periods on a consistent basis. Accordingly, the Company adjusts certain items when calculating Adjusted EBITDA because the Company believes that such items are not related to the Company’s core business operations.

The Company’s non-GAAP financial measures are not in accordance with, nor an alternative for, measures conforming to GAAP and may be different from non-GAAP financial measures used by other companies. In addition, these non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles. The Company continues to provide all information required by GAAP, but it believes that evaluating its ongoing operating results may not be as useful if an investor or other user is limited to reviewing only GAAP financial measures. The Company does not, nor does it suggest that investors should, consider these non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Material limitations associated with the use of such measures include that they do not reflect all costs included in operating expenses and may not be comparable with similarly named financial measures of other companies. Furthermore, these non-GAAP financial measures are based on subjective determinations of management regarding the nature and classification of events and circumstances. The Company presents these non-GAAP financial measures to provide investors with information to evaluate the Company’s operating results in a manner similar to how management evaluates business performance. To compensate for any limitations in such non-GAAP financial measures, management believes that it is useful in understanding and analyzing the results of the business to review both GAAP information and the related non-GAAP financial measures. Whenever the Company uses a non-GAAP financial measure, it provides a reconciliation of the non-GAAP financial measure to the most directly comparable GAAP financial measure. Investors are encouraged to review and consider these reconciliations.

Reconciliation of Net income (loss) from continuing operations to Adjusted EBITDA (Unaudited):

    Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
    2026     2025     2026     2025  
Net income (loss) from continuing operations   $ (1,286,986 )   $ 834,493     $ (1,300,443 )   $ 714,186  
Adjustments:                                
Interest expense     1,812,764       1,818,105       5,422,420       4,926,765  
Depreciation and amortization(1)     613,044       610,899       1,819,407       1,993,477  
Noncash share-based compensation     1,270,814       1,164,070       3,795,459       3,618,437  
Share of losses from equity method investments     442,984       288,642       1,339,139       627,732  
Gain on disposal of investment     (105,370 )     –       (105,370 )     –  
(Gain) loss on disposal of property and equipment     19,107       –       20,483       (10,932 )
Interest income     (146,494 )     –       (213,266 )     (3,672 )
Executive separation costs(2)     –       172,048       –       432,323  
Acquisition and other transaction related costs(3)     3,003,558       20,000       4,118,538       24,826  
Adjusted EBITDA   $ 5,623,421     $ 4,908,257     $ 14,896,367     $ 12,323,142  

  (1 ) Depreciation expense of $12,482 was reclassified as continuing operations in the nine months ended September 30, 2025, and is therefore no longer reflected in discontinued operations.
  (2 ) Includes $41,948 and $172,122 of share-based compensation related to executive separation costs for the three and nine months ended September 30, 2025, respectively.
  (3 ) Acquisition and other transaction related costs are comprised of legal and advisory services associated with prospective acquisitions in 2025 and with corporate strategic initiatives and the pending Merger in 2026.


ANNEX – Consolidated (reflecting our Surgical Business):

The following tables reflect results of operations of our surgical business for the periods indicated below (Unaudited except for full fiscal years ended December 31, 2025, 2024, and 2023):

    2025     2024     2023  
    Q1     Q2     Q3     Q4     TOTAL     Q1     Q2     Q3     Q4     TOTAL     Q1     Q2     Q3     Q4     TOTAL  
Net Revenue   $ 23,434,096     $ 25,804,252     $ 26,333,819     $ 27,545,815     $ 103,117,982     $ 18,536,638     $ 20,158,823     $ 21,671,599     $ 26,305,365     $ 86,672,425     $ 15,519,187     $ 15,753,164     $ 16,024,948     $ 17,689,813     $ 64,987,112  
                                                                                                                         
Cost of goods sold     1,834,967       1,937,282       1,874,214       1,874,506       7,520,969       1,890,046       2,008,686       1,991,987       2,249,182       8,139,901       2,116,694       2,187,516       1,751,349       1,788,162       7,843,721  
                                                                                                                         
Gross profit     21,599,129       23,866,970       24,459,605       25,671,309       95,597,013       16,646,592       18,150,137       19,679,612       24,056,183       78,532,524       13,402,493       13,565,648       14,273,599       15,901,651       57,143,391  
                                                                                                                         
Operating expenses                                                                                                                        
Selling, general and administrative(1)     19,129,208       19,634,319       19,877,875       20,075,597       78,716,999       15,683,039       18,349,924       17,420,347       20,220,332       71,673,642       12,467,395       13,301,230       13,460,404       15,597,823       54,826,852  
Research and development     950,359       1,056,796       1,029,591       2,035,737       5,072,483       578,981       582,443       783,840       883,399       2,828,663       235,236       208,727       225,886       232,933       902,782  
Depreciation and amortization(2)     694,032       688,546       610,899       668,396       2,661,873       698,502       698,407       696,888       692,032       2,785,829       372,020       396,597       590,563       687,679       2,046,859  
Change in fair value of earnout liabilities     –       –       –       –       –       (103,781 )     89,330       –       –       (14,451 )     (191,127 )     (436,004 )     (758,783 )     87,578       (1,298,336 )
Asset impairment charges     –       –       –       1,841,120       1,841,120       –       –       –       –       –       –       –       –       –       –  
Total operating expenses     20,773,599       21,379,661       21,518,365       24,620,850       88,292,475       16,856,741       19,720,104       18,901,075       21,795,763       77,273,683       12,883,524       13,470,550       13,518,070       16,606,013       56,478,157  
                                                                                                                         
Operating income (loss)     825,530       2,487,309       2,941,240       1,050,459       7,304,538       (210,149 )     (1,569,967 )     778,537       2,260,420       1,258,841       518,969       95,098       755,529       (704,362 )     665,234  
                                                                                                                         
Other income (expense)                                                                                                                        
Interest expense     (1,317,092 )     (1,791,568 )     (1,818,105 )     (1,833,035 )     (6,759,800 )     (267,336 )     (644,346 )     (927,577 )     (1,289,136 )     (3,128,395 )     (6 )     –       (188,294 )     (287,483 )     (475,783 )
Share of losses from equity method investments     (143,608 )     (195,482 )     (288,642 )     (324,734 )     (952,466 )     –       –       (31,448 )     (58,559 )     (90,007 )     –       –       –       –       –  
Interest income     3,672       –       –       –       3,672       –       –       –       21,978       21,978       –       –       –       –       –  
Gain on disposal of property and equipment     10,932       –       –       –       10,932       –       –       –       –       –       –       –       –       –       –  
Gain on disposal of investment     –       –       –       –       –       –       –       –       –       –       –       –       –       251,034       251,034  
Total other income (expense)     (1,446,096 )     (1,987,050 )     (2,106,747 )     (2,157,769 )     (7,697,662 )     (267,336 )     (644,346 )     (959,025 )     (1,325,717 )     (3,196,424 )     (6 )     –       (188,294 )     (36,449 )     (224,749 )
                                                                                                                         
Net income (loss) from continuing operations   $ (620,566 )   $ 500,259     $ 834,493     $ (1,107,310 )   $ (393,124 )   $ (477,485 )   $ (2,214,313 )   $ (180,488 )   $ 934,703     $ (1,937,583 )   $ 518,963     $ 95,098     $ 567,235     $ (740,811 )   $ 440,485  

  (1 ) Selling, general and administrative expense of $90,293 was reclassified and is now reflected as discontinued operations in the first quarter of 2024.
  (2 ) Depreciation expense of $5,461 and $7,021 was reclassified as continuing operations in the first and second quarters of 2025, respectively, and is therefore no longer reflected in discontinued operations.


ANNEX – Consolidated (reflecting our Surgical Business) (continued):

Reconciliation of Net income (loss) from continuing operations to Adjusted EBITDA (Unaudited):

    2025     2024     2023  
    Q1     Q2     Q3     Q4     TOTAL     Q1     Q2     Q3     Q4     TOTAL     Q1     Q2     Q3     Q4     TOTAL  
Net income (loss) from continuing operations   $ (620,566 )   $ 500,259     $ 834,493     $ (1,107,310 )   $ (393,124 )   $ (477,485 )   $ (2,214,313 )   $ (180,488 )   $ 934,703     $ (1,937,583 )   $ 518,963     $ 95,098     $ 567,235     $ (740,811 )   $ 440,485  
Adjustments:                                                                                                                        
Interest expense     1,317,092       1,791,568       1,818,105       1,833,035       6,759,800       267,336       644,346       927,577       1,289,136       3,128,395       6       –       188,294       287,483       475,783  
Depreciation and amortization(1)     694,032       688,546       610,899       668,396       2,661,873       698,502       698,407       696,888       692,032       2,785,829       372,020       396,597       590,563       687,679       2,046,859  
Noncash share-based compensation     1,175,496       1,278,871       1,164,070       1,155,545       4,773,982       753,616       1,046,321       1,003,599       1,165,472       3,969,008       545,214       1,064,516       813,606       777,994       3,201,330  
Change in fair value of earnout liabilities     –       –       –       –       –       (103,781 )     89,330       –       –       (14,451 )     (191,127 )     (436,004 )     (758,783 )     87,578       (1,298,336 )
Asset impairment charges     –       –       –       1,841,120       1,841,120       –       –       –       –       –       –       –       –       –       –  
Share of losses from equity method investments     143,608       195,482       288,642       324,734       952,466       –       –       31,448       58,559       90,007       –       –       –       –       –  
Gain on disposal of property and equipment     (10,932 )     –       –       –       (10,932 )     –       –       –       –       –       –       –       –       –       –  
Interest income     (3,672 )     –       –       –       (3,672 )     –       –       –       (21,978 )     (21,978 )     –       –       –       –       –  
Executive separation costs(2)     –       260,275       172,048       –       432,323       –       904,781       59,685       –       964,466       –       –       –       –       –  
Acquisition costs (3)     –       4,826       20,000       (24,826 )     –       –       225,089       24,812       (64,872 )     185,029       –       –       –       423,513       423,513  
Adjusted EBITDA   $ 2,695,058     $ 4,719,827     $ 4,908,257     $ 4,690,694     $ 17,013,836     $ 1,138,188     $ 1,393,961     $ 2,563,521     $ 4,053,052     $ 9,148,722     $ 1,245,076     $ 1,120,207     $ 1,400,915     $ 1,523,436     $ 5,289,634  

  (1 ) Depreciation expense of $5,461 and $7,021 was reclassified as continuing operations in the first and second quarters of 2025, respectively, and is therefore no longer reflected in discontinued operations.
  (2 ) Includes share-based compensation related to executive separation costs.
  (3 ) Acquisition costs include legal, tax, accounting and other contract services related to prospective acquisitions.

BALTIMORE, Nov. 12, 2026 (GLOBE NEWSWIRE) — On November 12, 2026, Adams Diversified Equity Fund, Inc. (NYSE: ADX) declared a distribution of $0.56 per share payable December 23, 2026 to shareholders of record on November 20, 2026. The distribution is optionally payable in additional shares of common stock (default) or in cash by specific stockholder election received before 4 p.m. (ET) on December 10, 2026, the valuation date. The issue price for shares will be the lower of the Fund’s closing NYSE market price or the Fund’s NAV per share on the valuation date, but in no event less than 95% of the NYSE closing market price.

The total distributions per share declared by the Fund in 2026 is $2.01. The annual distribution rate represented by these distributions is 8.0%.

The Fund’s estimated sources for the distribution to be paid on December 23, 2026 and for all distributions declared in 2026 to date are as follows:

Payment Date Distribution per Share Net Investment Income Net Realized Short-Term Gains Net Realized Long-Term Gains Return of Capital
December 23, 2026 $0.56 $0.04 (7%) $0.00 (0%) $0.52 (93%) $0.00 (0%)
Total YTD 2026 $2.01 $0.17 (8%) $0.00 (0%) $1.84 (92%) $0.00 (0%)

Fund Performance and Distribution Rate Information:

Average Annual Total Return (on NAV for the 5-year period ended on October 31, 2026)1 Annualized Current Distribution Rate (expressed as a percentage of NAV as of October 31, 2026)2 Cumulative Total Return (on NAV for the fiscal year through October 31, 2026)1 Cumulative Fiscal Year Distribution Rate (as a percentage of NAV as of October 31, 2026)3
12.6% 8.6% 11.1% 7.8%


1
Total return is calculated assuming a purchase of a Fund share at the beginning of the period and a sale on the last day of the period at reported net asset value per share, excluding any brokerage commissions. Distributions are assumed to be reinvested at the lower of the net asset value per share or the closing NYSE market price on the distribution’s valuation date for those receiving shares for the distribution. For periods greater than one year, returns are presented on an annualized basis.

2 The Annualized Current Distribution Rate is the current quarter’s distribution rate per share annualized and expressed as a percentage of the Fund’s NAV per share as of October 31, 2026.

3 The Cumulative Fiscal Year Distribution Rate is the distributions per share for the current fiscal year period, expressed as a percentage of the Fund’s NAV per share as of October 31, 2026.

You should not draw any conclusions about the Fund’s investment performance from the amount of the current distribution or from the terms of the Fund’s Distribution Policy. The amounts and sources of distributions reported herein are only estimates and are not being provided for tax reporting purposes. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the Fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The Fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

About Adams Funds

Since 1929, Adams Funds has consistently helped generations of investors reach their investment goals. Adams Funds is comprised of two closed-end funds, Adams Diversified Equity Fund, Inc. (NYSE: ADX) and Adams Natural Resources Fund, Inc. (NYSE: PEO). The Funds are actively managed by an experienced team with a disciplined approach and have paid dividends for more than 90 years across many market cycles. The Funds are committed to paying a minimum annual distribution rate of 8% of NAV paid evenly each quarter throughout the year, providing reliability for long-term shareholders. A portion of any distribution may be treated as paid from sources other than net income, including but not limited to short-term capital gain, long-term capital gain, and return of capital. The final determination of the source of all distributions for tax reporting purposes in a calendar year, including the percentage of qualified dividend income, will be made after year-end. Shares can be purchased through our transfer agent or through a broker. For more information about Adams Funds, please visit: adamsfunds.com.

CONTACT: For further information, please contact: adamsfunds.com/about/contact │800.638.2479

  • On track to deliver pivotal Phase 3 PROACT 1 surrogate endpoint (eGFR slope) topline results in Q2 2027
  • Anticipate completing full enrollment for the PROACT 1 confirmatory analysis in Q1 2027 with over 500 patients, up from 470, driven by accelerated patient recruitment in mid-2026
  • Presented eight abstracts at ASN Kidney Week 2026, with new data further strengthening the mechanistic and clinical evidence supporting rilparencel; subsequently hosted a KOL event recapping key ASN findings and rilparencel’s potential role in advanced CKD and type 2 diabetes
  • Ended the third quarter with $142 million in cash and cash equivalents and marketable securities, supporting operations into mid-2027

WINSTON-SALEM, N.C., Nov. 12, 2026 (GLOBE NEWSWIRE) — ProKidney Corp. (Nasdaq: PROK) (“ProKidney” or the “Company”), a leading late clinical-stage cell therapy company focused on chronic kidney disease (CKD), today reported financial results for the third quarter ended September 30, 2026 and provided business highlights and upcoming milestones.

“The third quarter marked continued progress for ProKidney, with PROACT 1 advancing toward full enrollment and our pivotal eGFR slope topline readout remaining on track for the second quarter of 2027,” said Bruce Culleton, M.D., CEO of ProKidney. “The data presented at Kidney Week further build the mechanistic and clinical evidence supporting rilparencel and provide a more cohesive picture of how it may stabilize kidney function. Together, these advances reinforce our confidence as we approach this important Phase 3 readout and continue our mission to transform the treatment of advanced CKD.”

Business Highlights

Phase 3 REGEN-006 (PROACT 1) Study

  • On track to deliver pivotal Phase 3 PROACT 1 surrogate endpoint (eGFR slope) topline results in Q2 2027; the efficacy analysis set is expected to include approximately 320 patients
  • Anticipate completing full enrollment for the PROACT 1 confirmatory analysis in Q1 2027 with over 500 patients, up from 470, driven by an acceleration in patient recruitment in mid-2026; the confirmatory endpoint (composite time-to-event) topline readout is expected in 2H 2029

American Society of Nephrology (ASN) Kidney Week 2026

  • Presented eight abstracts with new data further strengthening the mechanistic and clinical evidence supporting rilparencel, including seven abstracts spanning CKD translational models and drug product characterization and one pooled Phase 2 clinical analysis
  • Following ASN Kidney Week, hosted a virtual KOL event with nephrology leader and researcher Katherine Tuttle, M.D., to discuss key mechanism of action findings, the remaining unmet need in advanced CKD and type 2 diabetes, and rilparencel’s potential role within the evolving treatment paradigm
  • A replay of the virtual KOL event is available in the Events & Presentations section of the Company’s website

Third Quarter 2026 Financial Highlights

Liquidity: Cash, cash equivalents and marketable securities as of September 30, 2026, totaled $141.9 million, compared to $181.6 million as of June 30, 2026.

R&D Expenses: Research and development expenses were $40.8 million for the three months ended September 30, 2026, compared to $26.8 million for the same period in 2025. The increase of $14.0 million was driven by increases in clinical study and related manufacturing costs of $7.4 million, primarily related to the Company’s ongoing PROACT 1 study. Additionally, professional fees and other operational costs increased $1.3 million and $3.5 million, respectively, due to continued enrollment, ongoing activities and preparation for regulatory filings. Finally, compensation costs increased by approximately $1.8 million related to the hiring of additional personnel.

G&A Expenses: General and administrative expenses were $13.1 million for the three months ended September 30, 2026, compared to $11.9 million for the same period in 2025. The increase of $1.2 million was primarily driven by a $1.7 million increase in compensation costs related to the hiring of additional personnel, partially offset by decreases in professional fees and impairment charges.

Net Loss Before Noncontrolling Interest: Net loss before noncontrolling interest was $51.8 million and $35.8 million for the three months ended September 30, 2026 and 2025, respectively.

Shares outstanding: Class A and Class B common stock outstanding at September 30, 2026, totaled 302,371,200.

About Chronic Kidney Disease

CKD is a progressive condition characterized by the gradual decline of kidney function, which can ultimately lead to end-stage kidney disease (ESKD), requiring dialysis or transplantation. An estimated 37 million adults in the U.S. have CKD, though many remain undiagnosed in the early stages. Diabetes is the leading cause of CKD, and individuals with both conditions face significantly elevated risks of cardiovascular events, hospitalization, and mortality. ProKidney is developing rilparencel for patients with Stage 3b/4 CKD and diabetes, a population that includes over one million people in the U.S. While current treatment options aim to slow disease progression, there remains a substantial unmet need for therapies that can stabilize kidney function and delay or prevent the need for dialysis in patients with advanced CKD.

About the Phase 3 REGEN-006 (PROACT 1) Clinical Trial

REGEN-006 is an ongoing Phase 3, randomized, blinded, sham-controlled safety and efficacy study of rilparencel in subjects with advanced CKD and type 2 diabetes. The study protocol was amended in 1H 2024 to focus on a subset of patients with Stage 4 CKD (eGFR 20-30 mL/min/1.73m2) and late Stage 3b CKD (eGFR 30-35 mL/min/1.73m2) with accompanying albuminuria (UACR less than 5,000 mg/g for patients with eGFR 20-30 mL/min/1.73m2 and 300-5,000 mg/g for patients with eGFR 30-35 mL/min/1.73m2). The Company now expects total enrollment of over 500 subjects. Subjects are randomized (1:1) to the treatment group and the sham control group prior to kidney biopsy or a sham biopsy procedure, respectively. The primary objective is to assess the efficacy of up to two rilparencel injections (one in each kidney) using a minimally invasive percutaneous approach. The surrogate endpoint for accelerated approval is eGFR slope, and the primary composite endpoint is the time from first injection to the earliest of: at least 40% reduction in eGFR; eGFR <15 mL/min/1.73m², and/or chronic dialysis, and/or renal transplant; or renal or cardiovascular death.

About ProKidney Corp.
ProKidney, a pioneer in the treatment of CKD through innovations in cell therapy, was founded in 2015 after a decade of research. ProKidney’s lead product candidate, rilparencel (also known as REACT®), is a first-in-class, patented, proprietary autologous cell therapy with regenerative medicine advanced therapy designation that is being evaluated in the ongoing Phase 3 REGEN-006 (PROACT 1) study for its potential to preserve kidney function in patients with advanced CKD and type 2 diabetes. For more information, please visit www.prokidney.com.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. ProKidney’s actual results may differ from its expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the achievement and timing of the topline data readout of the Company’s PROACT 1 trial and other milestones provided, the Company’s beliefs that its Phase 3 REGEN-006 (PROACT 1) trial could be sufficient to support a potential BLA submission and full regulatory approval, the Company’s belief that eGFR slope can be used as a surrogate endpoint on an accelerated approval pathway for rilparencel, expectations with respect to financial results and expected cash runway, including the Company’s expectation that current cash, cash equivalents and marketable securities will support operating plans into mid-2027, the Company’s ability to continue as a going concern, future performance, development, manufacturing, and commercialization of products, if approved, the potential benefits and impact of the Company’s products, if approved, potential regulatory approvals, the size and potential growth of current or future markets for the Company’s products, if approved, the advancement of the Company’s development programs into and through the clinic and the expected timing for reporting data, the making of regulatory filings or achieving other milestones related to the Company’s product candidates, and the advancement and funding of the Company’s developmental programs, generally. These statements are based on current expectations and assumptions that involve a number of uncertainties and risks. Such uncertainties and risks include, but are not limited to, risks associated with: disruptions to the Company’s business or that may otherwise materially harm its results of operations or financial condition as a result of its domestication to the United States; the inability to maintain the listing of the Company’s Class A common stock on Nasdaq; the inability of the Company’s Class A common stock to remain included in various indices and the potential negative impact on the trading price of the Class A common stock if excluded from such indices; the inability to implement business plans, forecasts, and other expectations or identify and realize additional opportunities, which may be affected by, among other things, competition and the ability of the Company to grow and manage growth profitably and retain its key employees; the risk of downturns and a changing regulatory landscape in the highly competitive biotechnology industry; the risk that results of the Company’s clinical trials may not support approval; the risk that the FDA could require additional studies before approving the Company’s drug candidates; the Company’s need for additional financing and the inability of the Company to raise financing in the future; the inability of the Company to obtain and maintain regulatory clearance or approval for its products, and any related restrictions and limitations of any cleared or approved product; the inability of the Company to identify, in-license or acquire additional technology; the inability of the Company to compete with other companies currently marketing or engaged in the biologics market and in the area of treatment of kidney diseases; the size and growth potential of the markets for the Company’s products, if approved, and its ability to serve those markets, either alone or in partnership with others; the Company’s estimates regarding expenses, future revenue, capital requirements and needs for additional financing; the Company’s financial performance; the Company’s intellectual property rights; uncertainties inherent in cell therapy research and development, including the actual time it takes to initiate and complete clinical studies and the timing and content of decisions made by regulatory authorities; the fact that interim results from the Company’s clinical programs may not be indicative of future results; the impact of geopolitical conflict on the Company’s business; and other risks and uncertainties included under the heading “Risk Factors” in the Company’s most recent Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission. The Company cautions readers that the foregoing list of factors is not exclusive and cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.

ProKidney Contact
Ethan Holdaway
Ethan.Holdaway@prokidney.com

Media Contact
Audra Friis
audrafriis@sambrown.com

Investor Relations Contact
Daniel Ferry
Daniel@lifesciadvisors.com

ProKidney Corp. and Subsidiaries
Consolidated Balance Sheets
(in thousands, except for share data)

  September 30, 2026     December 31, 2025  
  (Unaudited)        
Assets          
Cash and cash equivalents $ 81,355     $ 108,537  
Marketable securities   60,509       161,480  
Interest receivable   626       1,127  
Prepaid assets   3,977       2,808  
Prepaid clinical   3,737       3,923  
Other current assets   1,247       2,804  
Total current assets   151,451       280,679  
           
Fixed assets, net   55,815       51,231  
Right of use assets, net   3,013       3,664  
Total assets $ 210,279     $ 335,574  
           
Liabilities and Stockholders’ Deficit          
Accounts payable $ 2,521     $ 940  
Lease liabilities   1,109       1,071  
Accrued expenses and other   26,408       28,731  
Total current liabilities   30,038       30,742  
           
Income tax payable, net of current portion   1,122       1,074  
Lease liabilities, net of current portion   2,144       2,965  
Total liabilities   33,304       34,781  
Commitments and contingencies          
Redeemable noncontrolling interest   1,083,826       1,311,990  
           
Stockholders’ deficit          
Class A common stock, $0.0001 par value; 700,000,000 shares authorized as of September 30, 2026 and December 31, 2025; 208,975,486 and 141,807,277
shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively
  21       14  
Class B common stock, $0.0001 par value; 500,000,000 shares authorized; 93,395,714 and 159,262,779 shares issued and
outstanding as of September 30, 2026 and December 31, 2025, respectively
  10       16  
Additional paid-in capital   447,041       258,552  
Accumulated other comprehensive (loss) gain   (37 )     56  
Accumulated deficit   (1,353,886 )     (1,269,835 )
Total stockholders’ deficit   (906,851 )     (1,011,197 )
Total liabilities and stockholders’ deficit $ 210,279     $ 335,574  


ProKidney Corp. and Subsidiaries
Consolidated Statements of Operations – Unaudited
(in thousands, except for share and per share data)

    Three Months Ended September 30,     Nine Months Ended September 30,  
    2026     2025     2026     2025  
Revenue   $ 174     $ 217     $ 550     $ 668  
                         
Operating expenses                        
Research and development     40,845       26,821       110,782       79,966  
General and administrative     13,087       11,935       36,832       40,338  
Total operating expenses     53,932       38,756       147,614       120,304  
Operating loss     (53,758 )     (38,539 )     (147,064 )     (119,636 )
                         
Other income (expense):                        
Interest income     1,530       3,258       5,795       10,878  
Interest expense     (1 )     (2 )     (17 )     (3 )
Net loss before income taxes     (52,229 )     (35,283 )     (141,286 )     (108,761 )
Income tax (benefit) expense     (436 )     560       (436 )     1,999  
Net loss before noncontrolling interest     (51,793 )     (35,843 )     (140,850 )     (110,760 )
Net loss attributable to noncontrolling interest     (16,201 )     (19,374 )     (56,799 )     (61,005 )
Net loss available to Class A common stockholders   $ (35,592 )   $ (16,469 )   $ (84,051 )   $ (49,755 )
                         
Weighted average shares of Class A common stock outstanding:                        
Basic and diluted     207,760,422       134,992,796       178,989,995       131,588,705  
Net loss per share attributable to Class A common stock:                        
Basic and diluted   $ (0.17 )   $ (0.12 )   $ (0.47 )   $ (0.38 )


ProKidney Corp. and Subsidiaries
Consolidated Statements of Cash Flows – Unaudited
(in thousands)

    Nine Months Ended September 30,  
    2026     2025  
Cash flows from operating activities            
Net loss before noncontrolling interest   $ (140,850 )   $ (110,760 )
Adjustments to reconcile net loss before noncontrolling interest to net cash flows used
in operating activities:
           
Depreciation and amortization     5,009       4,738  
Equity-based compensation     16,420       19,633  
Gain on marketable securities, net     (811 )     (2,674 )
Loss on lease disposition     –       143  
Impairment of long-lived assets     –       318  
Loss on disposal of equipment     50       474  
Changes in operating assets and liabilities            
Interest receivable     501       1,210  
Prepaid and other assets     575       7,795  
Accounts payable and accrued expenses     (1,654 )     (8,075 )
Income taxes payable     51       (406 )
Net cash flows used in operating activities     (120,709 )     (87,604 )
             
Cash flows from investing activities            
Purchases of marketable securities     (76,789 )     (176,676 )
Sales and maturities of marketable securities     178,364       261,992  
Purchase of equipment and facility expansion     (8,852 )     (9,444 )
Net cash flows provided by investing activities     92,723       75,872  
             
Cash flows from financing activities            
Proceeds from sales of Class A common stock, net of offering costs     7       7,102  
Payments on finance leases     (12 )     (21 )
Exercise of stock options     809       854  
Net cash flows provided by financing activities     804       7,935  
             
Net change in cash and cash equivalents     (27,182 )     (3,797 )
Cash, beginning of period     108,537       99,120  
Cash, end of period   $ 81,355     $ 95,323  
             
Supplemental disclosure of non-cash investing and financing activities:            
Right of use assets obtained in exchange for lease obligations   $ –     $ 2,005  
Exchange of Class B common stock   $ 130,007     $ 5,252  
Impact of equity transactions and compensation on redeemable noncontrolling interest   $ 41,245     $ 3,903  
Equipment and facility expansion included in accounts payable and accrued expenses   $ 140     $ 835  

Forward to Take Strategic Allocation in GromaCoin (GRO) Ahead of Its Planned Q1 2027 Solana Launch

NEW YORK, Nov. 12, 2026 (GLOBE NEWSWIRE) — Forward Industries, Inc. (NASDAQ: FWDI) (the “Company” or “Forward”), the leading Solana treasury company, today announced a strategic partnership with Groma, the issuer of GromaCoin (GRO), a tokenized real estate asset. Under the partnership, Forward expects to take up to a $30M allocation of GRO in connection with GromaCoin’s launch on Solana, which Groma expects in the first quarter of 2027. Forward will also work with Groma to expand access to GRO across the Solana ecosystem.

Each GromaCoin is a tokenized share in the Groma Real Estate Trust, a U.S.-regulated real estate investment trust that owns a portfolio of income-producing residential properties. GRO is currently available only to accredited investors. Groma is pursuing an offering under Regulation A+, and, subject to qualification by the U.S. Securities and Exchange Commission, expects to open onchain investment in GRO to the general public, with up to $75 million available in the first year following launch. Once the offering is qualified, it is intended that investors will be able to buy and sell GRO onchain regardless of accreditation status and use it for borrowing and lending through decentralized finance applications.

According to Groma, GRO is already the largest onchain real estate asset, with more than $95 million in tokenized value and nearly $50 million in capital inflows in 2026 year to date. Groma expects that bringing GRO to Solana and broadening its distribution will accelerate that growth through 2027.

“Forward is excited both to take a major stake in GromaCoin’s Solana launch and to work with the Groma team to expand access to high-quality real estate onchain while creating a new dollar denominated revenue stream for Forward”, said Forward Industries CIO Ryan Navi. “Groma’s launch of GRO is another piece of the rapidly growing tokenized RWA ecosystem on Solana. Our participation in GRO not only helps deliver our SOL++ vision by generating durable, uncorrelated revenue using our treasury but also is a commitment from our company to help develop the ecosystem of companies bringing real world assets onchain.”

“The Solana ecosystem has seen incredible growth lately, especially for real world assets, and the depth of functionality that has been built on it adds huge value for issuers and investors,” said Seth Priebatsch, Founder and CEO of Groma. “In our early conversations, including with Forward, we’ve seen tremendous enthusiasm for GromaCoin from platforms and investors, and we’re thrilled to bring GromaCoin to Solana to enable our next stage of growth and innovation.”

As part of its Solana deployment, Groma plans to build on Kamino. Groma expects Kamino’s lending protocol to let GRO holders borrow against their holdings, either for liquidity or to purchase additional GRO, and Kamino’s asset listing features to give investors a way to evaluate GRO alongside other tokens. Forward has previously worked with Kamino and other Solana lending protocols to establish tokenized FWDI shares as eligible collateral.

The partnership builds on Forward’s work to bring regulated assets onto Solana, including the launch of tokenized FWDI public shares through Superstate’s Opening Bell platform. Tokenized real estate gives the Solana ecosystem access to a large asset class that has historically been difficult for most investors to own, and Forward intends to support assets like GRO as they grow on the network.

To learn more about Forward’s Solana treasury strategy, please visit forwardindustries.com. To learn more about Groma and GromaCoin, please visit groma.com.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities of Forward Industries, Groma, or the Groma Real Estate Trust, including GromaCoin, nor shall there be any sale of such securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Forward Industries, Inc.

Forward Industries, Inc. (NASDAQ: FWDI) is a Solana focused digital asset treasury company, with the strategy to buy, hold, stake, trade, invest in, and grow SOL and SOL related digital assets, protocols and businesses. Our mission is to expand and strengthen the Solana ecosystem by acquiring and staking SOL and engaging with, providing tools to and investing in the Solana network, Solana developers and Solana related projects in order to increase shareholder value. In connection with a private placement transaction in September 2025, we launched our digital asset treasury strategy supported by industry leading investors and operating partners including Galaxy Digital and Jump Crypto. For more information on the Company’s Solana treasury strategy, visit forwardindustries.com.

About Groma

Groma’s mission is to enable everyone to own a bit of the world. Groma issues GromaCoin (GRO), an onchain asset in which each token represents a share in the Groma Real Estate Trust, a U.S.-regulated real estate investment trust that owns a portfolio of income-producing residential properties. Founded in 2020, Groma is based in Boston, Massachusetts. Learn more at groma.com.

Forward-Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally can be identified by the use of words such as “anticipate,” “expect,” “plan,” “could,” “may,” “will,” “believe,” “estimate,” “forecast,” “goal,” “project,” and other words of similar meaning. These forward-looking statements address various matters including statements relating to the Company’s plan for value creation and strategic advantages, market size and growth opportunities, the Company’s expected allocation in GromaCoin, and the expected timing and terms of Groma’s Solana launch and Regulation A offering. Each forward-looking statement contained in this press release is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statement. Applicable risks and uncertainties include, among others, failure to realize the anticipated benefits of the proposed digital asset treasury strategy or of the Company’s partnership with Groma; the risk that Groma’s offering statement is not qualified, or is qualified on a different timeline or on different terms than expected; risks relating to the value, utility and liquidity of GromaCoin and the underlying real estate; changes in business, market, financial, political and regulatory conditions; risks relating to the Company’s operations and business, including the highly volatile nature of the price of Solana and other cryptocurrencies; the risk that the price of the Company’s common stock may be highly correlated to the price of the digital assets that it holds; risks related to increased competition in the industries and markets in which the Company does and will operate (including the applicable digital assets market); risks relating to significant legal, commercial, regulatory and technical uncertainty regarding digital assets generally; risks relating to the treatment of crypto assets for U.S. and foreign tax purposes, as well as those risks and uncertainties identified in the Company’s filings with the Securities and Exchange Commission. The forward-looking statements in this press release speak only as of the date of this document, and the Company undertakes no obligation to update or revise any of these statements.

Contacts
Media Contact
Carissa Felger / Sam Cohen
Gasthalter & Co.
(212) 257-4170
Forward@gasthalter.com

Investor Relations Contact
Sean Mansouri, CFA / Aaron D’Souza
Elevate IR
(720) 330-2829
ir@forwardindustries.com

Groma Contact
press@groma.com

TPV reached US$18 billion (+77% year-over-year), marking the 8th consecutive quarter of 50%+ year-over-year growth. Revenue reached US$398 million (+41% year-over-year), with gross profit of US$132 million (+28% year-over-year).
Operating profit reached US$76 million (+37% year-over-year), with the Operating Profit/Gross Profit ratio at 58% (+7 p.p. vs. 2Q26), its highest level since 4Q23. Gross profit growth exceeded OPEX growth (+17% year-over-year), reflecting continued cost discipline and automation efforts.
Record net income of US$68 million (+31% year-over-year).
Adjusted Free Cash Flow reached US$182 million in 9M26, with conversion to net income of 111%, reflecting the reversal of temporary 1Q26 working-capital effects.

MONTEVIDEO, Uruguay, Nov. 12, 2026 (GLOBE NEWSWIRE) — DLocal Limited (“dLocal”, “we”, “us”, and “our”) (NASDAQ:DLO), a leading cross-border financial infrastructure platform connecting global merchants to emerging markets, today announced its financial results for the third quarter ended September 30, 2026.

dLocal’s management team will host a conference call and audio webcast on November 12, 2026 at 6:00 p.m. Eastern Time. Please click here to pre-register for the conference call and obtain your dial in number and passcode.

The live conference call can be accessed via audio webcast at the investor relations section of dLocal’s website, at https://investor.dlocal.com/. An archive of the webcast will be available for a year following the conclusion of the conference call. The investor presentation will also be filed on EDGAR at www.sec.gov.

“We delivered another quarter of consistent execution, supported by deepening merchant relationships, improving operating leverage and solid cash generation. TPV reached $18.3 billion, up 77% year-over-year, marking our 8th consecutive quarter above 50% growth, and our 4th consecutive at or above 70%. Net revenue retention was 140%, reflecting the continued strength of our business with the existing merchant base. Gross profit grew 28% year-over-year to $132 million, while operating profit increased 37% to $76 million. The strong operating leverage we expected in the second half of the year is materializing,” said Pedro Arnt, CEO of dLocal.

Third quarter 2026 financial highlights

dLocal reports in US dollars and in accordance with IFRS as issued by the IASB

  • Total Payment Volume (“TPV”) reached US$18.3 billion in the third quarter of 2026, up 77% year-over-year compared to US$10.4 billion in the third quarter of 2025 and up 4% compared to US$17.7 billion in the second quarter of 2026. In constant currency, TPV growth for the period would have been 68% year-over-year.
  • Revenues amounted to US$398.0 million, up 41% year-over-year compared to US$282.5 million in the third quarter of 2025 and almost flat compared to US$399.7 million in the second quarter of 2026. In constant currency, revenue growth for the period would have been 36% year-over-year. The quarterly comparison was impacted by a higher share of local-to-local and pay-out volumes, and softer volumes in Argentina, following the seasonal Hot Sale peak in the second quarter. Excluding Argentina, revenue would have grown approx. 1% quarter-over- quarter.
  • Gross profit was US$132.0 million in the third quarter of 2026, a new record, up 28% compared to US$103.2 million in the third quarter of 2025 and up 4% compared to US$127.2 million in the second quarter of 2026. In constant currency, gross profit growth for the period would have been 24% year-over-year. Quarterly performance was driven by lower advancement costs in Argentina, and broad-based volume growth across Africa and Asia combined with one-off cost recovery in Nigeria and FX hedge gains. These gains were partly offset by (i) shift in payment method mix in Brazil; (ii) higher processing costs in Mexico, including cost catch-ups from prior periods; and (iii) mix shift towards local-to-local flows in Other LatAm markets and lower volumes in Bolivia.
  • As a result, gross profit margin was 33% in this quarter, compared to 37% in the third quarter of 2025 and 32% in the second quarter of 2026.
  • Gross profit over TPV was at 0.72%, decreasing from 0.99% in the third quarter of 2025 and flat compared to the second quarter of 2026, reflecting mix shifts (as described previously), and the natural margin dynamics of scaling volume with merchants, offset mostly by lower advancement costs in Argentina and cost recovery in Nigeria.
  • Operating expenses reached US$55.9 million for the third quarter of 2026, up 17% year-over-year and down 11% quarter-over-quarter. The year-over-year increase reflects the annualization of investments made in the second half of 2025. Sequentially, disciplined cost management, with lower third-party spend, lower headcount, and continued benefits from our automation agenda supported the decline.
  • As a result, Operating profit was US$76.2 million, up 37% year-over-year and 19% quarter-over-quarter. The Operating Profit to Gross Profit ratio was 58%, up 7 p.p. quarter-over-quarter compared to 50% as reported in the second quarter of 2026, and up 4 p.p. year-over-year compared to 54% as reported in the third quarter of 2025.
  • Net financial result (Finance income minus finance costs) was a US$5.3 million gain, compared to a net financial gain of US$6.4 million in the third quarter of 2025 and US$2.3 million in the second quarter of 2026.
  • Our effective income tax rate for the period was approximately 15%, in line with the third quarter of 2025 and close to the 16% for the second quarter of 2026.
  • Net income for the third quarter of 2026 was US$68.0 million, or US$0.23 per diluted share, up 31% compared to a profit of US$51.8 million, or US$0.17 per diluted share, for the third quarter of 2025, and up 24% compared to a profit of US$54.8 million, or US$0.18 per diluted share, for the second quarter of 2026. The quarterly comparison is explained by higher operating profit and higher finance income, given higher interest income on our cash balances, despite higher interest expense related to the US$150 million loan signed in August.
  • Adjusted free cash flow for the third quarter of 2026 amounted to US$99.1 million, up 163% year-over-year compared to US$37.6 million in the third quarter of 2025, and up 44% compared to US$68.5 million in the second quarter of 2026. The increase reflects higher operating profit and the reversal of temporary working-capital effects from the first quarter of 2026.
  • As of September 30, 2026, dLocal had US$1,033.9 million in total cash and cash equivalents, which includes US$536.9 million of Corporate cash and cash equivalents. The Corporate cash and cash equivalents increased by US$203.8 million from US$333.1 million as of September 30, 2025. When compared to the US$369.1 million Corporate cash and cash equivalents position as of June 30, 2026, it increased by US$167.8 million quarter-over- quarter, explained by the US$150 million loan signed in August. Under the US$300 million program authorized in March 2026, the Company has repurchased approximately 9.1 million Class A shares for US$120.1 million through the end of the third quarter.

The following table summarizes our key performance metrics:

  Three months ended on September 30 Nine months ended on September 30
  2026 2025 % change 2026 2025 % change
Key Performance metrics (In millions of US$ except for %)
TPV 18,345 10,390 77% 50,094 27,709 81%
Revenue 398.0 282.5 41% 1,133.6 755.7 50%
Gross Profit 132.0 103.2 28% 377.8 287.0 32%
Gross Profit margin 33% 37% -3p.p 33% 38% -5p.p
Operating Profit 76.2 55.6 37% 193.1 157.2 23%
Operating Profit/Gross Profit 58% 54% 4p.p 51% 55% -4p.p
Net Income 68.0 51.8 31% 164.7 141.3 17%
Net Income margin 17% 18% -1p.p 15% 19% -4p.p


Guidance 2026: where we stand

Relevant trends:

  • TPV growth remains strong, moderating as expected against tougher comps;
  • Operating profit negatively affected by unanticipated FX headwinds at the revenue and gross profit level in Brazil, Mexico and Argentina and softer performance in smaller high take rate markets in Africa & Asia;
  • OPEX materially down sequentially as expected.
    Expectation compared to 2026 updated guidance (issued with 2Q26 results)
Metric 2026 Guidance
(updated 2Q26)
Below lower Lower Mid Upper Above upper
TPV 60% – 70% YoY       x

 
Gross Profit 25% – 30% YoY     x

   
Operating profit 27.5% – 32.5% YoY   x

Operating profit
exc. prior-year tax adjustment1
   

Consider the following in connection with our guidance:

  • Emerging markets remain volatile amid an evolving global macroeconomic, currency and trade landscape, which may affect these economies. Key exposures include the evolving Brazilian tax and macro environment, Argentine FX, tariff sensitivity (particularly in Mexico and Brazil), and broader FX risk across our emerging-market footprint.

Note: 1 Guidance reflects reported figures and does not adjust for prior-year tax effects.

Adjusted Free Cash Flow reconciliation

We calculate “Adjusted Free Cash Flow” as net cash (used in) / generated from cash flows from operating activities, less (i) changes in working capital (merchant), and (ii) capital expenditures. The working capital (merchant) is defined as (i) changes in Trade receivables net (disclosed in Note 17 to our consolidated financial statements for the period ended September 30, 2026), plus (ii) changes in Trade payables (disclosed in Note 20 to our consolidated financial statements for the period ended September 30, 2026), plus (iii) changes in Other tax liabilities (disclosed in note 21 to our consolidated financial statements for the period ended September 30, 2026). Capital expenditures consist of acquisitions of property, plant and equipment and additions of intangible assets.

Management uses Adjusted Free Cash Flow as a measure for evaluating the Company’s cash generation and the cash available for distribution to our shareholders as dividends pursuant to our dividend policy. Adjusted Free Cash Flow is not a financial measure recognized under IFRS and does not purport to be an alternative to cash generated from operating activities or as a measure of liquidity. Our presentation of Adjusted Free Cash Flow has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under IFRS. See below for a reconciliation of our Adjusted Free Cash Flow to the nearest IFRS measure.

The table below presents a reconciliation of dLocal’s Adjusted Free Cash Flow:

$ in thousands (except percentages) Three months ended on September 30 Nine months ended on September 30
  2026   2025   2026   2025  
Net cash (used in) / generated from operating activities 179,234   95,174   412,539   315,044  
Changes in working capital (merchant)¹ (71,116)   (48,226)   (201,571)   (163,974)  
Capital expenditures² (9,068)   (9,349)   (28,717)   (25,295)  
Adjusted Free Cash Flow 99,050   37,599   182,251   125,775  

Note: 1 Changes in working capital (merchant) consists of (i) changes in the period in the balance of trade receivables net, plus (ii) changes in the period in the balance of trade payables, plus (iii) changes in the period in the balance of other tax liabilities. 2 Capital expenditures consist of acquisitions of property, plant and equipment and Additions of Intangible Assets.

dLocal Limited
Certain financial information
Consolidated Statements of Comprehensive Income for the three-month and nine-month periods ended September 30, 2026 and 2025
(All amounts in thousands of U.S. Dollars except share data or as otherwise indicated)

  Three months ended on September 30 Nine months ended on September 30
  2026   2025   2026   2025  
Continuing operations        
Revenues 398,049   282,483   1,133,575   755,700  
Cost of services (266,036)   (179,294)   (755,728)   (468,747)  
Gross profit 132,013   103,189   377,847   286,953  
         
Technology and development expenses (12,688)   (8,844)   (38,110)   (22,991)  
Sales and marketing expenses (8,577)   (8,139)   (28,388)   (20,116)  
General and administrative expenses (33,344)   (28,224)   (112,461)   (79,551)  
Impairment (loss)/gain on financial assets (273)   5   (2,483)   (1,796)  
Other operating loss (970)   (2,398)   (3,311)   (5,300)  
Operating profit 76,161   55,589   193,094   157,199  
Finance income 14,944   10,418   30,768   33,756  
Finance costs (9,631)   (4,035)   (17,986)   (24,189)  
Inflation adjustment (1,403)   (794)   (4,272)   (2,663)  
Other results 3,910   5,589   8,510   6,904  
Profit before income tax 80,071   61,178   201,604   164,103  
Income tax expense (12,048)   (9,388)   (36,870)   (22,838)  
Profit for the period 68,023   51,790   164,734   141,265  
         
Profit attributable to:        
Owners of the Group 67,827   51,825   164,439   141,265  
Non-controlling interest 196   (35)   295   –  
Profit for the period 68,023   51,790   164,734   141,265  
         
Earnings per share (in USD)        
Basic Earnings per share 0.24   0.18   0.57   0.49  
Diluted Earnings per share 0.23   0.17   0.56   0.47  
         
Other comprehensive Income        
Items that are or may be reclassified to profit or loss:        
Exchange difference on translation on foreign operations (2,116)   (2,619)   2,736   5,210  
Other comprehensive income for the period, net of tax (2,116)   (2,619)   2,736   5,210  
Total comprehensive income for the period 65,907   49,171   167,470   146,475  
         
Total comprehensive income for the period is attributable to:
Owners of the Group 65,711   49,257   167,173   146,441  
Non-controlling interest 196   (86)   297   34  
Total comprehensive income for the period 65,907   49,171   167,470   146,475  
                 

dLocal Limited
Certain financial information
Consolidated Statements of Financial Position as of September 30, 2026 and 2025
(All amounts in thousands of U.S. dollars)

  2026   2025
  on September 30, 2026 on September 30, 2025
ASSETS    
Current Assets    
Cash and cash equivalents 1,033,887   604,467
Financial assets 80,100   95,026
Trade and other receivables 1,087,993   576,389
Derivative financial instruments 398   828
Other assets 19,826   30,328
Total Current Assets 2,222,204   1,307,038
     
Non-Current Assets    
Trade and other receivables 27,655   13,823
Deferred tax assets 4,555   5,428
Property, plant and equipment 3,641   4,116
Right-of-use assets 3,175   3,212
Intangible assets 96,443   71,754
Goodwill 6,550   –
Other assets 6,086   3,383
Total Non-Current Assets 148,105   101,716
TOTAL ASSETS 2,370,309   1,408,754
     
LIABILITIES    
Current Liabilities    
Trade and other payables 1,580,615   816,729
Lease liabilities 1,202   1,147
Tax liabilities 37,214   14,806
Derivative financial instruments 1,305   1,606
Financial liabilities 54,971   63,079
Provisions 839   388
Total Current Liabilities 1,676,146   897,755
     
Non-Current Liabilities    
Financial liabilities 108,489   –
Deferred tax liabilities 5,892   3,768
Lease liabilities 2,607   2,566
Total Non-Current Liabilities 116,988   6,334
TOTAL LIABILITIES 1,793,134   904,089
     
EQUITY    
Share Capital 575   588
Share Premium 15,206   –
Treasury Shares –   –
Capital Reserve 45,042   40,418
Other Reserves (13,151)   (15,758)
Retained earnings 529,039   479,283
Total Equity Attributable to owners of the Group 576,711   504,531
Non-controlling interest 464   134
TOTAL EQUITY 577,175   504,665
TOTAL EQUITY AND LIABILITIES 2,370,309   1,408,754
       

dLocal Limited
Certain interim financial information.
Consolidated Statements of Cash flows for the three-month and nine-month periods ended September 30, 2026 and 2025
(All amounts in thousands of U.S. dollars)

  Three months ended on September 30 Nine months ended on September 30
  2026   2025   2026   2025  
Cash flows from operating activities        
Profit before income tax 80,071   61,178   201,604   164,103  
Adjustments:        
Interest Income from financial instruments (14,944)   (8,424)   (30,601)   (19,506)  
Interest charges for lease liabilities 122   64   232   146  
Other interests charges 2,632   (167)   9,392   2,284  
Finance expense related to derivative financial instruments 3,318   1,497   6,950   5,088  
Amortization of Intangible assets 7,257   5,540   21,647   15,179  
Depreciation and disposals of PP&E and right-of-use assets 1,042   1,244   2,303   2,432  
Share-based payment expense, net of forfeitures 4,795   6,840   17,350   17,771  
Net exchange differences 3,550   2,632   1,403   16,540  
Fair value gain on financial assets at FVPL –   (2,115)   (167)   (14,250)  
Other operating loss 970   2,397   3,311   5,300  
Net Impairment loss/(gain) on financial assets 273   (5)   2,483   1,796  
Inflation adjustment and other financial results (2,469)   (3,570)   2,581   5,693  
  86,617   67,111   238,488   202,576  
Changes in working capital        
Decrease / (Increase) in Trade and Other Receivables 57,300   (90,587)   (523,437)   (82,551)  
Decrease / (Increase) in Other assets 4,924   1,049   (13,620)   3,249  
Increase / (Decrease) in Trade and Other payables 25,663   125,649   726,170   218,943  
Increase / (Decrease) in Tax Liabilities 10,044   (2,695)   12,360   (4,658)  
Increase / (Decrease) in Provisions 80   (156)   406   (112)  
Cash (used) / generated from operating activities 184,628   100,371   440,367   337,447  
Income tax paid (5,394)   (5,198)   (27,828)   (22,403)  
Net cash (used) / generated from operating activities 179,234   95,174   412,539   315,044  
         
Cash flows from investing activities        
Acquisitions of Property, plant and equipment (219)   (220)   (980)   (1,680)  
Additions of Intangible assets (8,849)   (9,129)   (27,737)   (23,615)  
Acquisition of financial assets (37,297)   (13,904)   (129,337)   (147,369)  
Collections of financial assets 36,411   45,056   147,534   179,027  
Interest collected from financial instruments 14,944   8,424   30,601   19,506  
Cash acquired in a business combination –   –   791   –  
Payments for investments in other assets at FVPL –   –   –   (12,500)  
Net cash (used in) / generated investing activities 4,990   30,227   20,872   13,369  
         
Cash flows from financing activities        
Dividends paid –   –   (57,211)   (149,982)  
Repurchase of shares (34,043)   –   (120,105)   –  
Share-options exercise received –   474   260   1,414  
Net (repayment)/proceeds from borrowings and bank overdraft (51,013)   10,908   (73,279)   22,922  
Net proceeds from credit facility 148,470   –   148,470   –  
Interest payments on financial liabilities –   (4,621)   –   (10,622)  
Interest payments on lease liability (122)   (64)   (232)   (146)  
Principal payments on lease liability (600)   (370)   (966)   (1,511)  
Finance expense paid related to derivative financial instruments (4,170)   (2,584)   (7,470)   (7,665)  
Other finance expense paid (1,025)   (25)   (7,892)   (2,138)  
Net cash generated from/(used in) financing activities 57,497   3,718   (118,425)   (147,728)  
Net increase in cash flow 241,722   129,118   314,986   180,685  
         
Cash and cash equivalents at the beginning of the period 794,943   476,939   719,897   425,172  
Net (decrease)/increase in cash flow 241,722   129,118   314,986   180,685  
Effects of exchange rate changes on inflation and cash and cash equivalents (2,779)   (1,590)   (996)   (1,390)  
Cash and cash equivalents at the end of the period 1,033,887   604,467   1,033,887   604,467  
                 

About dLocal
dLocal builds financial infrastructure for markets of the future, connecting global enterprises with billions of emerging market consumers in more than 60 countries across high-growth markets in Africa, Asia, the Middle East, and Latin America. Through the “One dLocal” concept (one direct API, one platform, and one contract), global companies can accept payments, send payouts, and settle funds globally without the need to manage multiple local entities and integrations. For more information, visit www.dlocal.com

Forward-looking statements
This press release may contain forward-looking statements. These forward-looking statements convey dLocal’s current expectations or forecasts of future events, including guidance in respect of total payment volume, gross profit and operating profit. Forward-looking statements regarding dLocal and amounts stated as guidance involve known and unknown risks, uncertainties and other factors that may cause dLocal’s actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the forward-looking statements. Certain of these risks and uncertainties are described in the “Risk Factors,” and “Cautionary Statement Regarding Forward-Looking Statements” sections of dLocal’s filings with the U.S. Securities and Exchange Commission.

Unless required by law, dLocal undertakes no obligation to publicly update or revise any forward-looking statements to reflect circumstances or events after the date hereof.

Starting in 2026, we provide guidance in respect of Operating Profit, which management believes is useful as a measure to compare our operating results to the operations of other companies in our industry, and to assess our operating performance independently of our capital structure, and tax position.

Investor Relations Contact:
investor@dlocal.com

Media Contact:
media@dlocal.com

This press release does not contain sufficient information to constitute an interim financial report as defined in International Accounting Standards 34, “Interim Financial Reporting” nor a financial statement as defined by International Accounting Standards 1 “Presentation of Financial Statements”. The quarterly financial information in this press release has not been audited nor has it been subject to any limited review procedures, whereas the annual results for the year ended December 31, 2025 are audited.

Jushi Holdings Inc. Announces Opening of Relocated Beyond Hello Dispensary in Hamburg, Pennsylvania

Jushi Holdings Inc. Announces Opening of Relocated Beyond Hello Dispensary in Hamburg, Pennsylvania

BOCA RATON, Fla., Nov. 12, 2026 (GLOBE NEWSWIRE) — Jushi Holdings Inc. (“Jushi” or the “Company”) (CSE: JUSH) (OTCQX: JUSH), a vertically integrated, multi-state cannabis operator, today announced the opening of its relocated Beyond Hello™ Hamburg Dispensary, a medical marijuana dispensary located at 140 Wilderness Trail, Hamburg, PA. The relocated dispensary will begin serving Pennsylvania medical marijuana patients on November 13, 2026. A grand opening celebration is planned for November 14, 2026. 

Hamburg Strorefront

The move relocates Jushi’s predecessor Beyond Hello™ Sansom St. dispensary to Hamburg, and reflects Jushi’s ongoing efforts to optimize its Pennsylvania retail footprint while improving access for patients and caregivers across eastern Pennsylvania.

Hamburg Lobby

The Beyond Hello™ Hamburg dispensary is strategically located in Tilden Township, Berks County, with convenient access to PA Route 61 and Interstate 78. Surrounded by national retailers, grocery stores, and dining options, the area attracts more than two million visits annually, providing a convenient destination for patients and caregivers in Hamburg and surrounding communities throughout Berks, Schuylkill, and neighboring counties.

Hamburg Check-In

Designed with the patient experience in mind, the Beyond Hello™ Hamburg dispensary features a modern retail environment staffed by knowledgeable cannabis professionals who are committed to helping qualified Pennsylvania medical marijuana patients identify products that best meet their individual wellness needs. Patients will have access to an extensive selection of medical marijuana products from many of Pennsylvania’s leading brands.

“Pennsylvania remains a key market for Jushi, and the move to Hamburg underscores our ongoing focus on making our dispensaries more convenient and accessible for patients across the Commonwealth,” said Jim Cacioppo, Chief Executive Officer, Chairman and Founder of Jushi Holdings Inc. “We’re pleased to bring Beyond Hello™ closer to patients and caregivers in the area and look forward to welcoming both existing and new patients to Beyond Hello™ Hamburg. Our team is committed to delivering the attentive service and quality care patients expect from us.”

Beyond Hello™ Hamburg is open Monday through Saturday from 9:00 a.m. to 8:00 p.m. and Sunday from 9:00 a.m. to 7:00 p.m. Patients may reserve products online for convenient in-store pickup at beyond-hello.com or contact the dispensary directly at (484) 668-1420. Grand opening festivities will include a ribbon-cutting ceremony and a storewide sale offering savings of up to 40% off.

For more information, visit beyond-hello.com or follow Beyond Hello™ on social media.

About Jushi Holdings Inc. 
We are a vertically integrated cannabis company led by an industry-leading management team. Jushi is focused on building a multi-state portfolio of branded cannabis assets through opportunistic acquisitions, distressed workouts, and competitive applications. Jushi strives to maximize shareholder value while delivering high-quality products across all levels of the cannabis ecosystem. For more information, visit jushico.com or our social media channels, Instagram, Facebook, X, and LinkedIn.

Forward-Looking Information and Statements   
This press release may contain “forward-looking statements” and “forward‐looking information” within the meaning of applicable securities laws, including Canadian securities legislation and United States (“U.S.”) securities legislation (collectively, “forward-looking information”) which are based upon the Company’s current internal expectations, estimates, projections, assumptions and beliefs. All information, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects or anticipates will or may occur in the future constitutes forward‐looking information. Forward‐looking information is often identified by the words, “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and includes, among others, information regarding: future business strategy; competitive strengths, goals, expansion and growth of the Company’s business, operations and plans, including new revenue streams; the refinancing or securing other sources of liquidity to meet debt repayment obligations; the integration and benefits of recently acquired businesses or assets; roll out of new operations; the implementation by the Company of certain product lines; the implementation of certain research and development; the application for additional licenses and the grant of licenses that will be or have been applied for; the expansion or construction of certain facilities; the reduction in the number of our employees; the expansion into additional U.S. and international markets; any potential future legalization of adult use and/or medical marijuana under U.S. federal law; expectations of market size and growth in the U.S. and the states in which the Company operates; expectations for other economic, business, regulatory and/or competitive factors related to the Company or the cannabis industry generally; and other events or conditions that may occur in the future.

Readers are cautioned that forward‐looking information is not based on historical facts but instead is based on reasonable assumptions and estimates of the management of the Company at the time they were provided or made and such information involves known and unknown risks, uncertainties, including our ability to continue as a going concern, and other factors that may cause the actual results, level of activity, performance or achievements of the Company, as applicable, to be materially different from any future results, performance or achievements expressed or implied by such forward‐looking information. Such factors include, among others: the anticipated benefits of the continuance; the limited operating history of the industry and the Company; risks related to managing the growth of the Company including completed, pending or future acquisitions or dispositions, including potential future impairment of goodwill or intangibles acquired and/or post-closing disputes; risks related to the continued performance, expansion and/or optimization of existing operations; risks related to capitalizing on Virginia’s transition to an adult-use cannabis market; risks related to the anticipated openings of additional dispensaries or relocation of existing dispensaries subject to licensing approval; the Company’s historical operating losses and negative operating cash flows; increasing competition in the industry; risks inherent in an agricultural business, such as the effects of natural disasters; reliance on the expertise and judgment of senior management of the Company; risks associated with cannabis products manufactured for human consumption including potential product recalls; limited research and data relating to cannabis; constraints on marketing products; risk of litigation; insurance-related risks; public opinion and perception of the cannabis industry; risks related to the economy generally; fraudulent activity by employees, contractors and consultants; risks relating to the Company’s current amount of indebtedness; risks related to not being able to reduce or refinance its debt obligations; risks related to litigation or other disputes; reliance on key inputs, suppliers and skilled labor, and third party service provider contracts; reliance on manufacturers and contractors; risks of supply shortages or supply chain disruptions; risks relating to pandemics and forces of nature; risks related to the enforceability of contracts; risks related to inflation, the rising cost of capital, and stock market instability; risks relating to U.S. regulatory landscape and enforcement related to cannabis, including political risks; risks relating to anti‐money laundering laws and regulation; cannabis-related tax risks and challenges from governmental authorities with respect to the Company’s application for Employee Retention Tax Credits (ERTC); other governmental and environmental regulation; risks related to proprietary intellectual property and potential infringement by third parties; sales of a significant amount of shares by existing shareholders; the limited market for securities of the Company; risks relating to the need to raise additional capital either through debt or equity financing; costs associated with the Company being a publicly-traded company and a U.S. and Canadian filer; risks related to co‐investment with parties with different interests to the Company; conflicts of interest and related party transactions; cybersecurity risks; and risks related to the Company’s critical accounting policies and estimates. Refer to Part I – Item 1A. Risk Factors in the Company’s most recent Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission for more information.

Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such forward‐looking information will prove to be accurate as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on the forward‐looking information contained in this press release or other forward-looking statements made by the Company. Forward‐looking information is provided and made as of the date of this press release and the Company does not undertake any obligation to revise or update any forward‐looking information or statements other than as required by applicable law.

Unless the context requires otherwise, references in this press release to “Jushi,” “Company,” “we,” “us” and “our” refer to Jushi Holdings Inc. and our subsidiaries.

For further information, please contact:

Jushi Investor Relations
Trent Woloveck
Co-Chief Strategy Director
614-271-4349
trent@jushico.com
investors@jushico.com

A video accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/e9c374c2-0861-4e31-a1de-7ed11bcfab50

Photos accompanying this announcement are available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/0260dd01-95ac-4dfc-8854-de46381e1062
https://www.globenewswire.com/NewsRoom/AttachmentNg/f0f3df62-e5dd-481c-871e-a77d74ecf813
https://www.globenewswire.com/NewsRoom/AttachmentNg/dab48279-3287-43ea-a2ce-136b17b21809

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