MORRISVILLE, N.C., Nov. 03, 2026 (GLOBE NEWSWIRE) — Liquidia Corporation (Nasdaq: LQDA), a biopharmaceutical company driven by science and compassion to revolutionize care for patients with challenging respiratory and vascular diseases, announced today that it will report its third quarter 2026 financial results on Tuesday, November 10, 2026. The company will host a live webcast at 8:30 a.m. Eastern Time to discuss its financial results and provide a corporate update.

The webcast will be available on Liquidia’s website at https://liquidia.com/investors/events-and-presentations. A rebroadcast of the event will be available and archived for a period of one year at the same location.

About Liquidia Corporation
Liquidia Corporation is a biopharmaceutical company driven by science and compassion to revolutionize care for patients with challenging respiratory and vascular diseases. The company’s current focus spans the development and commercialization of products in pulmonary hypertension and other applications of its proprietary PRINT® Technology. PRINT enabled the creation of YUTREPIA® (treprostinil) inhalation powder, approved for the treatment of pulmonary arterial hypertension (PAH), and in development for Raynaud’s phenomenon secondary to systemic sclerosis (SSc-RP). The company is also developing L606, an investigational extended-release formulation of treprostinil administered twice daily via a next-generation nebulizer to treat PAH and pulmonary hypertension associated with interstitial lung disease (PH-ILD). To learn more about Liquidia, please visit www.liquidia.com.

Contact Information
Investors:
Jason Adair
Chief Business Officer
919.328.4350
Jason.adair@liquidia.com

Media:
media@liquidia.com

PORTLAND, Maine, Nov. 03, 2026 (GLOBE NEWSWIRE) — The Elmet Group Co. (“Elmet” or the “Company”), a U.S.-based provider of critical materials, precision-engineered components, and advanced high-energy systems, will hold a conference call and webcast on Tuesday, November 10, 2026 at 8:00 a.m. Eastern Time to discuss its financial results for the third quarter ended October 2, 2026.

A press release with additional information will be issued prior to the call.

Elmet management will host the conference call, followed by a question and answer period.

Date: Tuesday, November 10, 2026
Time: 8:00 a.m. Eastern Time (5:00 a.m. Pacific Time)
U.S. dial-in number: 877-869-3847
International number: +1 201-689-8261
Webcast: Register and Join

Please call the conference telephone number 5-10 minutes prior to the start time. If you have any difficulty connecting with the conference call, please contact Gateway Group at 949-574-3860.

The conference call will be broadcast simultaneously and available for webcast replay here.

About The Elmet Group
The Elmet Group is a U.S.-based provider of critical materials, precision-engineered components, and advanced high-energy systems for the Aerospace, Defense and Government, Industrial, Medical, Semiconductor and Electronics, and Energy industries. The Company operates through three divisions: Critical Materials Components (CMC), Engineered Microwave Products (EMP), and Elmet Refining & Trading (ERT), leveraging materials science and precision engineering expertise to deliver high-performance solutions. The Elmet Group is dedicated to strengthening domestic manufacturing capabilities to support the U.S. and its Allies’ needs in both critical materials and advanced high-power microwave systems.

Media Contact
media@theelmetgroup.com

Investor Contact
Tom Colton and Greg Bradbury
Gateway Group, Inc.
ELMT@gateway-grp.com
949-574-3860

DENVER, Nov. 03, 2026 (GLOBE NEWSWIRE) — SeaStar Medical Holding Corporation (Nasdaq: ICU), a commercial-stage healthcare company focused on transformational treatments for critically ill patients facing organ failure and potential loss of life, announced today the Center for Biologics Evaluation and Research (CBER) of the U.S. Food and Drug Administration (FDA) has determined that the QUELIMMUNE Pediatric SAVE Surveillance Registry (SAVE Registry) has fulfilled the post-approval study requirements as outlined in the original Humanitarian Device Exemption (HDE) approval of QUELIMMUNE.

“We are grateful for this decision by FDA and believe it will enable us to expand the potential life-saving benefits of our QUELIMMUNE therapy to more critically ill children with life-threatening AKI,” stated Eric Schlorff, CEO of SeaStar Medical. “These kids typically have about a 50% survival rate with traditional supportive care alone, and we believe this decision will be a win-win for patients, their families, health care providers, and the overall health care system.”

Results from the SAVE Registry were recently presented at a late-breaking presentation at ASN Kidney Week 2026. The presentation highlighted the clinically meaningful and statistically significant improved survival of the QUELIMMUNE therapy in the treatment of critically ill pediatric patients with life-threatening AKI and sepsis requiring renal replacement therapy (RRT). Data from the SAVE Registry patients showed no device-related adverse events.

This late-breaking presentation at ASN Kidney Week 2026 reported a clinically meaningful and statistically significant improvement in 90-day survival of 65.1% for the QUELIMMUNE (SCD-PED) patients (N=43) versus only 47.5% (P = 0.043) for patients from clinically aligned cohorts from the Kids’ Inpatient Database (KID) (N=196). Statistically significant increases for both in-hospital and 60-day survival were also seen in the primary analysis for patients treated with QUELIMMUNE (SCD-PED) compared to the KID cohorts. KID is the largest publicly available, all-payer pediatric inpatient care database in the United States representing a broad range of diagnoses, procedures, and clinical severity. The ASN Kidney Week 2026 late-breaking poster presentation is available on the Healthcare Professional section of the SeaStar Medical website.

“It is hard to describe how sick these children really are. Many are fighting sepsis and multi-organ failure at the same time,” stated Kevin Chung, MD, Chief Medical Officer of SeaStar Medical. “The SAVE Registry gives us crucial real-world evidence on both safety and probable benefits in these patients, and we are grateful to the pediatric teams and families who made it possible. We remain committed to collecting data wherever feasible, so that we keep learning how best to use QUELIMMUNE for the children who need it most.”

FDA’s decision now enables hospitals to employ the QUELIMMUNE therapy without the research infrastructure that the SAVE Registry demanded, which will expand access to critically ill pediatric patients with sepsis-associated AKI on RRT at medical centers that previously could not participate. SeaStar Medical will continue to voluntarily enroll patients in the SAVE Registry at medical centers that choose to take part to continue to build on the real-world evidence for the use of QUELIMMUNE.

The QUELIMMUNE therapy has been adopted by many of the highest rated children’s medical centers in the United States. The patented technology behind QUELIMMUNE is known as the Selective Cytopheretic Device (SCD) therapy that has broad potential applications for the treatment of destructive hyperinflammation that shuts down organ function and causes loss of life.

About QUELIMMUNE

The QUELIMMUNE® (SCD-PED) therapy is being commercialized for children with AKI and sepsis or septic condition weighing 10 kilograms or more and aged ≤22 years who are on antibiotics and being treated in the ICU with RRT. It was approved in February 2024 under a Humanitarian Device Exemption application.

Data from two clinical trials of the QUELIMMUNE therapy, published in Kidney Medicine, showed a 77% survival rate in patient treated with QUELIMMUNE versus standard of care, representing an approximate 50% reduction in loss of life compared to historical data in this patient population. No dialysis was required for survivors, and 87.5% of survivors had normal kidney function at Day 60 after ICU discharge.

QUELIMMUNE was approved by FDA under a Humanitarian Device Exemption based on safety and probable benefit.  The effectiveness of this device for this use has not been demonstrated. Adverse reactions observed in clinical studies include hypotension, hypothermia, tachycardia, hyperglycemia, and thrombocytopenia. Additional risks may include blood loss or extracorporeal circuit complications. QUELIMMUNE must be used with citrate anticoagulation.

For complete risk information, please see: https://seastarmedical.com/quelimmune 

About the SeaStar Medical Selective Cytopheretic Device (SCD) Therapy

The SCD therapy is designed as a disease-modifying device that neutralizes over-active immune cells and stops the cytokine storm that yields destructive hyperinflammation and creates a cascade of events that wreak havoc in the patient’s body. The SCD therapy is designed for broad applications in multiple acute and chronic kidney and cardiovascular diseases, representing patients who today have no FDA-approved options for treating their disease. Unlike pathogen removal and other blood-purification tools, the SCD therapy is integrated with an existing CRRT hemofiltration system to selectively target and transition proinflammatory monocytes to a reparative state and promote activated neutrophils to be less inflammatory. This unique immunomodulation approach may promote long-term organ recovery, eliminate the need for future CRRT, including dialysis, and prevent loss of life.  

About NEUTRALIZE-AKI Pivotal Trial

The NEUTRALIZE-AKI (NEUTRophil and monocyte deActivation via SeLective Cytopheretic Device – a randomIZEd clinical trial in Acute Kidney Injury) pivotal trial is evaluating the safety and efficacy of the SCD therapy in 339 adults with AKI in the ICU receiving CRRT. The trial’s primary endpoint is a composite of 90-day mortality or dialysis dependency of patients treated with the SCD therapy in addition to CRRT as the standard of care, compared with the control group receiving only CRRT standard of care. Secondary endpoints include mortality at 28 days, ICU-free days in the first 28 days, major adverse kidney events at Day 90 and dialysis dependency at one year. The study will also include subgroup analyses to explore the effectiveness of the SCD therapy in AKI patients with sepsis and acute respiratory distress syndrome. 

About Acute Kidney Injury (AKI) and Hyperinflammation 

AKI is characterized by a sudden and temporary loss of kidney function and can be caused by a variety of conditions such as severe infections or other septic conditions, severe trauma, surgery, and organ failures. AKI can cause destructive hyperinflammation, which is the overproduction or overactivity of inflammatory effector cells and other molecules that can be toxic. Damage resulting from this destructive hyperinflammation in AKI can progress to other organs, such as the heart or liver, and potentially to multi-organ dysfunction or even failure that could result in worse outcomes, including increased risk of death. Even after resolution, these patients may face complications including chronic kidney disease or end-stage renal disease (ESRD) requiring dialysis. Extreme hyperinflammation may also contribute to added healthcare costs, such as prolonged ICU stays and increased reliance on dialysis and mechanical ventilation.

About SeaStar Medical

SeaStar Medical is a commercial-stage healthcare company focused on transformational treatments for critically ill patients facing organ failure and potential loss of life. SeaStar Medical’s first commercial product, QUELIMMUNE (SCD-PED), was approved in 2024 by the U.S. Food and Drug Administration (FDA). It is the only FDA approved product for the ultra-rare condition of life-threatening Acute Kidney Injury (AKI) due to sepsis or a septic condition requiring renal replacement therapy (RRT) in critically ill pediatric patients. SeaStar Medical’s Selective Cytopheretic Device (SCD) therapy has been awarded Breakthrough Device Designation for six therapeutic indications by the FDA, enabling the potential for a speedier pathway to approval and preferable reimbursement dynamics at commercial launch. The company is currently conducting the NEUTRALIZE-AKI pivotal clinical trial of its SCD therapy in adult patients with AKI requiring continuous RRT, a life-threatening condition with no effective treatment options that impacts over 200,000 adults in the U.S. annually.

For more information visit www.seastarmedical.com or visit us on LinkedIn or X.

Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, SeaStar Medical’s expectations with respect to the potential benefits from the SCD therapy; anticipated improved survival in real-world critical care practice; anticipated adoption of SeaStar’s products; the ability of SCD to treat patients with AKI and other diseases; the expected regulatory approval process and timeline for commercialization; and the ability of SeaStar Medical to meet the expected timeline. Words such as “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions are intended to identify such forward-looking statements. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside SeaStar Medical’s control and are difficult to predict. Factors that may cause actual future events to differ materially from the expected results include, but are not limited to: (i) the risk that SeaStar Medical may not be able to obtain regulatory approval of its SCD product candidates; (ii) the risk that SeaStar Medical may not be able to raise sufficient capital to fund its operations, including current or future clinical trials; (iii) the risk that SeaStar Medical and its current and future collaborators are unable to successfully develop and commercialize its products or services, or experience significant delays in doing so, including failure to achieve approval of its products by applicable federal and state regulators, (iv) the risk that SeaStar Medical may never achieve or sustain profitability; (v) the risk that SeaStar Medical may not be able to secure additional financing on acceptable terms; (vi) the risk that third-party suppliers and manufacturers are not able to fully and timely meet their obligations, (vii) the risk of product liability or regulatory lawsuits or proceedings relating to SeaStar Medical’s products and services, (viii) the risk that SeaStar Medical is unable to secure or protect its intellectual property, and (ix) other risks and uncertainties indicated from time to time in SeaStar Medical’s Annual Report on Form 10-K, including those under the “Risk Factors” section therein and in SeaStar Medical’s other filings with the SEC. The foregoing list of factors is not exhaustive. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and SeaStar Medical assumes no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. 

Contact:  
IR@SEASTARMED.COM

QUELIMMUNE is a registered trademark of SeaStar Medical Holding Corporation.

Financial results for FY2026 are not reflective of full-year contribution from the Mo i Rana Data Center business

Mo i Rana data center results consolidated from 12 May 2026, being the date of effective completion

FY2026 revenue was US$2.6 million, primarily reflecting consolidation of the Mo i Rana Data Center

IFRS loss from continuing operations of US$50.4 million (FY2025: US$17.3 million, restated)

IFRS basic and diluted loss per share from continuing operations was US$(2.59) (FY2025: US$(2.60))

Adjusted EBITDA from continuing operations (non-IFRS) of US$(24.4) million (FY2025: US$(11.1) million, restated), or US$(11.3) million (FY2025: US$(9.2) million) before non-cash share-based payment expense of US$13.1 million

Post balance date, both the Data Center business unit and the Electric Vehicle business unit (Tembo) have respectively booked revenues in excess of FY2026 totals with both targeting EBITDA profitability

LONDON, UK, Nov. 03, 2026 (GLOBE NEWSWIRE) — VivoPower PLC (Nasdaq: VIVO) (“VivoPower” or the “Company”), a leading B Corp-certified global developer and owner of powered land and data center infrastructure for AI compute applications, today announced results for the fiscal year ended 30 June 2026 (FY2026).

Its Annual Report on Form 20-F was filed with the SEC on 2 November 2026, and the FY2026 results presentation is available on the Company’s website under investor relations.

Results Call

VivoPower will host a results call and webcast for investors and analysts on Tuesday, 10 November 2026 at 8:00 a.m. ET / 1:00 p.m. GMT / 2:00 p.m. CET / 9:00 p.m. SGT. Participants can join the call using the link on the investor relations page of the Company’s website.

Management will review the FY2026 results presentation and discuss the outlook for the group.

Group Level Overview

  • Profit and Loss: FY2026 revenues of US$2.6 million, reflecting part-period consolidation of Mo i Rana data center related revenues (from hosting of bitcoin mining). Consolidated group IFRS losses include US$13.1 million of non-cash share-based payment expense and US$14.8 million of non-cash fair-value losses on derivatives, warrants and other investments.
  • Balance Sheet: net assets increased to US$37.0 million (30 June 2025: US$17.2 million, restated), mainly from share issuances.
  • Interest-bearing debt: At 30 June 2026, loans and borrowings were US$28.8 million and lease liabilities (under IFRS standards) were US$10.3 million (relating to Mo i Rana). The US$28.8 million was principal owed to AWN, a related party. After year end it was settled with US$12.3 million in cash and US$16.5 million exchanged for convertible preference shares. Accrued interest of approximately US$16 million remains outstanding.

Data Center Segment

  • Financial results: revenues for the Data Center segment were US$2.5 million whilst operating profit was US$0.04 million for the 50 days to 30 June 2026. These result from existing hosting of bitcoin mining activities, not AI leases. This short-period result is not indicative of full-year performance and reflects one-off post-acquisition costs and some downtime for site works and maintenance undertaken to optimize for future performance as well as reduced bitcoin prices during this period. Post balance date, improved bitcoin prices and better-than-expected demand response revenues have translated into year-to-date results materially in excess of the FY2026 full-year results.
  • AI tenant selection: the Company launched a competitive process to select one or more AI compute tenants and announced a shortlist on 21 May 2026. The Company has decided not to pursue a lease with the tenant announced as preferred on 29 June 2026, given better offers presented to it in a rising rent market for powered land in the Nordics. It is now working to finalize definitive terms with another prospective AI tenant and concurrently working on financing options (refer below).
  • Conversion financing: alongside the tenant process, the Company is progressing discussions with prospective financiers to fund the first 40MW phase. Based on the Company’s current internal plans, the estimated capital expenditure for this phase is approximately US$411 million (a preliminary management estimate that may change materially). The Company expects to fund the conversion largely through project-finance debt and is also evaluating potential project-level co-development investment partnerships. In such an arrangement, VivoPower would contribute the operational powered land site whilst the co-development partner would provide the equity finance. In evaluating such partnerships, the Company would seek to retain a majority equity interest. In this regard, it is targeting project-level funding of approximately 70-75% debt and 25-30% equity. If the Company secures a suitable co-development partner for the equity and project finance for the debt, this could reduce the amount of its own funds required for the project. However, this is not assured, and the Company may require additional financing. In addition, tenants may provide prepayments or deposits, if agreed, which could help to fund the project capital expenditure.

Electric Vehicles Segment (Tembo)

  • FY2026 results: revenues for the Electric Vehicles segment were US$0.09 million (FY2025: US$0.05 million), reflecting conversion kit and vehicle sales by Tembo. This segment generated an operating loss of US$3.01 million, reflecting continued investment in product homologation and go-to-market programs. Post balance date, Tembo has booked revenues and received purchase orders in excess of the FY2026 result, with sharply higher diesel prices in its key markets fueling demand, and is targeting EBITDA profitability in FY2027.
  • Strategic status: on 2 July 2026, the Board resolved that the development and scale-up of the Company’s AI data center business is the principal strategic priority of the Group, and that its Tembo electric vehicle business and its Caret business are non-core businesses to be separated in a manner consistent with that priority. In respect of Tembo, previously contemplated special dividend arrangements have been discontinued and superseded by the proposed business combination with Cactus Acquisition Corp. 1 Limited (“Cactus”) described below, on completion of which the Company would retain a minority shareholding in the combined company.
  • Proposed Tembo business combination: on 29 August 2024, the Company entered into a business combination agreement with Cactus and Tembo, under which Tembo would become a subsidiary of a new holding company, Tembo Group B.V., which is proposed to be converted into a Dutch public limited liability company named Tembo Group N.V. and which would apply to list its shares on Nasdaq and in which the Company would retain a minority shareholding. A draft registration statement on Form F-4 for the transaction has been confidentially submitted to the SEC. Completion is subject to, among other things, the registration statement being declared effective, approval by Cactus’s shareholders, approval of the combined company’s initial listing application by Nasdaq under its current initial listing requirements, and other closing conditions. On 27 October 2026, Cactus’s shareholders approved an extension of the date by which Cactus must complete a business combination to 2 November 2027. Tembo’s results will continue to be consolidated in the Company’s results while the Company retains control of Tembo.

Non-IFRS Measures (from Continuing Operations)

Adjusted EBITDA from continuing operations is a non-IFRS performance measure calculated by adjusting IFRS loss from continuing operations for income tax, finance expense less finance income, the fair-value loss on financial instruments, depreciation and amortization, impairment losses, and the restructuring-related and other adjustments itemized in the reconciliation. This measure retains non-cash share-based payment expense.

Adjusted EBITDA from continuing operations before non-cash share-based payments is a further non-IFRS performance measure calculated by adding back to Adjusted EBITDA from continuing operations the expense recognized in continuing operations for professional fees settled in shares or other equity instruments and employee equity incentive awards. It excludes that expense, rather than treating it as having no economic cost.

Management believes that presenting both measures alongside IFRS loss helps investors distinguish changes in other operating costs from changes in equity-settled professional-fee and employee-award expense across periods. Neither measure should be considered in isolation or as a substitute for IFRS loss or other IFRS financial measures.

US$000 FY2026 FY2025
(restated)
Total loss for the year (IFRS) (49,732 ) (15,658 )
Remove profit from discontinued operations (621 ) (1,648 )
Loss from continuing operations (IFRS) (50,353 ) (17,306 )
Income tax expense/(credit) 1,618   (691 )
Finance expense 7,031   7,033  
Finance income (456 ) (3,568 )
Fair value loss on financial instruments 14,753   –  
Depreciation and amortization 928   517  
Impairment losses 616   2,531  
Corporate restructuring litigation provision 537   596  
Fiscal provision 772   154  
Reverse gains on effectuation of deeds of company arrangement (575 ) (514 )
Acquisition-related and other costs 717   176  
Other adjustments –   (8 )
Adjusted EBITDA from continuing operations (non-IFRS) (24,412 ) (11,080 )
Add back: non-cash share-based payment expense retained in Adjusted EBITDA above 13,099   1,900  
Adjusted EBITDA from continuing operations before non-cash share-based payments (non-IFRS) (11,313 ) (9,180 )

The reconciliation includes both the costs and the gains within the restructuring-related adjustments. Adjusted EBITDA from continuing operations includes non-cash share-based payment expense of US$13.1 million in FY2026 and US$1.9 million in FY2025. These costs can recur, and settling them in shares or other equity instruments can dilute shareholders. In this reconciliation, those amounts are added back only for the separately labelled measure before non-cash share-based payments. Neither non-IFRS measure is a measure of cash flow or liquidity, and similarly titled measures used by other companies may be calculated differently.

Source: VivoPower Annual Report on Form 20-F for FY2026, filed with the SEC on 2 November 2026 (Item 5 and Note 8).

Additional Information

Full details are in the Form 20-F, available at www.sec.gov and on the investor relations page of the Company’s website. Shareholders may request a free hard copy of the Annual Report by sending an email to media@vivopower.com. Please read the results presentation with its disclaimer.

About VivoPower

Originally founded in 2014 and listed on Nasdaq since 2016, VivoPower is an award-winning B Corporation with data center and powered land infrastructure across Norway, Finland, and the United Arab Emirates. The Company’s mission is to be the independent, trusted partner for sovereign nations that develop and operate sustainable data center infrastructure, ensuring sovereign control over power, data, and national intelligence. In doing so, VivoPower helps sovereign nations bridge the gap between their energy assets and their AI ambitions by providing the Power-to-X infrastructure necessary to build and control their own domestic intelligence hubs.

Forward-Looking Statements

This announcement contains forward-looking statements, including statements about the Company’s strategy, future financial and operating performance, the proposed AI conversion and expansion of Mo i Rana, the AI-tenant selection and contracting process, estimated capital expenditure, construction and commissioning, project financing and funding mix, potential co-development arrangements, prospective tenant prepayments, future ownership interests, additional capital requirements and the expected effects of market conditions. Words such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “intend”, “may”, “plan”, “potential”, “target” and “would” may identify forward-looking statements, but their absence does not mean a statement is not forward-looking.

These statements reflect management’s current expectations, estimates and assumptions, not guarantees of performance or completed transactions. Estimates of conversion cost, financing proportions, ownership, timing and tenant contributions may change materially as design, due diligence, negotiations, approvals and financing progress; a target or conditional scenario is not an approved or fully financed outcome, and the separate prerequisites for each scenario may not be achieved together.

The Company intends to rely on the forward-looking-statement protections of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 only to the extent legally available. These protections do not apply to every statement, speaker or transaction, do not turn historical or current trading information into forward-looking information, and do not displace applicable disclosure or anti-fraud obligations.

Forward-looking statements speak only as of the date made, unless another date is expressly stated. Readers should not place undue reliance on them; except as required by applicable law, the Company undertakes no obligation to update them, and nothing in this statement limits any applicable duty to correct materially inaccurate or misleading information or to make a required disclosure.

Risk factors

Actual results could differ materially from those expressed or implied because of the following risks, among others. These risks should be read with the Company’s Annual Report on Form 20-F for FY2026, including Items 3.D, 5 and 15 and the financial-statement notes, and any subsequent SEC disclosures; this summary is not exhaustive.

  • AI tenant and conversion execution: The Company has not entered into a definitive AI-compute lease for Mo i Rana; discussions with a prospective tenant are not a lease, and there is no assurance that an agreement will be concluded on acceptable terms or at all. Tenant requirements, credit support, design, engineering, equipment supply, permits, power and grid arrangements, construction, commissioning and operating requirements may change, increase cost or delay or prevent the proposed conversion; existing energised capacity does not establish completed AI-ready capacity, contracted AI revenue or approval for additional capacity.
  • Conversion financing and ownership: Financing for the proposed AI conversion is not assured, and the Form 20-F states that the Company expects to fund the conversion largely through project-finance debt and may also require additional equity financing. A targeted debt ratio does not establish lender willingness, debt capacity, acceptable covenants or availability of funds; a prospective co-development partner’s contribution or a prospective tenant’s prepayment is not available cash unless agreed, funded and usable for the relevant expenditure. The Company may have to contribute additional cash, provide security or guarantees, issue further securities, accept less favourable economics or control rights, reduce its ownership interest, or defer or abandon the project; neither retention of majority ownership nor avoidance of further Company-level fundraising or dilution is assured.
  • Existing hosting, power and demand-response activities: Mo i Rana’s reported FY2026 revenue arose from existing bitcoin-mining hosting rather than an AI lease. Bitcoin prices, mining economics and customer credit or activity, Norwegian power prices, tariffs, hedging, grid availability and restrictions, regulatory changes, equipment downtime and maintenance, and the eligibility, availability, pricing and dispatch of demand-response services can affect revenue, margins and cash receipts; any favourable price movements or demand-response receipts may not recur, and prequalification does not guarantee dispatch or revenue.
  • Liquidity and subscription collections: At 30 June 2026 the Group had net current liabilities of US$11.95 million, and the Form 20-F reports an unsecured outstanding Ceres-led Regulation S subscription receivable of US$53.3 million at that date. It also reports that US$16.0 million of PIPE 2 proceeds remained outstanding at the date of the report, subject to completion of KYC approvals; neither a subscription commitment nor completion of an administrative process guarantees collection or its timing. Liquidity depends on actual cash receipts and payments, creditor arrangements and meeting obligations as they fall due, including acquisition instalments and other liabilities; failure or delay in collecting subscriptions or obtaining other necessary funds could adversely affect operations and the ability to continue as a going concern.
  • AWN, related parties and capital structure: The post-year-end settlement of US$28.8 million of AWN shareholder-loan principal comprised US$12.3 million paid in cash and US$16.5 million exchanged for convertible preference shares, rather than an equivalent cash repayment of all debt; the Form 20-F reports approximately US$16 million of accrued AWN interest still outstanding after those transactions. AWN is a related party, and the exchange did not eliminate the rights and economic claims represented by the preference shares or the remaining interest; settlement, conversion, dividends, warrants, reset terms, equity-settled fees and further fundraising can dilute ordinary shareholders, create competing economic priorities and materially affect reported results.
  • Operating, regulatory and geopolitical exposure: Power-market and grid regulation, environmental and planning requirements, counterparties, physical and cybersecurity incidents, supply-chain constraints, exchange rates and interest rates may adversely affect the Company’s operations and projects. Arctic Norge Data I AS is subject to the pre-acquisition Norwegian VAT and corporate-income-tax audit disclosed in the Form 20-F; resulting liabilities may not be recoverable from the seller, and disputes over recovery or withholding deferred acquisition payments could affect cash requirements. The Middle East conflict and other geopolitical developments may disrupt funding transfers, customer or investor payments, energy markets, logistics and business conditions; effects may be adverse.
  • Financial reporting and controls: The Company has restated FY2025 comparative financial information and reported that its disclosure controls and procedures and internal control over financial reporting were ineffective at 30 June 2026 because of material weaknesses, which remained outstanding at that date. Remediation may take time and may not be effective; errors, complex-transaction accounting, estimates, valuations or further adjustments could affect reported results, timeliness, access to capital and investor confidence.
  • Listing, status and trading: Maintaining Nasdaq listing and foreign-private-issuer status depends on continuing satisfaction of applicable requirements; loss of either status, further securities issuance, low liquidity or share-price volatility could adversely affect shareholders and financing access, and loss of foreign-private-issuer status could increase reporting and compliance obligations and costs. This risk statement is not a statement that a current Nasdaq deficiency exists.

Non-IFRS financial measures

Adjusted EBITDA from continuing operations and Adjusted EBITDA from continuing operations before non-cash share-based payments, where presented, are non-IFRS performance measures, not substitutes for IFRS loss, and not measures of cash generation, cash available for investment or debt service, or liquidity. Their definitions and reconciliations must be read with the IFRS results; similarly titled measures used by other companies may differ.

Ordinary Adjusted EBITDA from continuing operations retains non-cash share-based payment expense; the separately labelled before-share-based-payments measure adds back that expense. Excluded share-settled professional fees and equity awards have an economic cost, can recur, and can dilute shareholders; “non-cash” does not mean cost-free, exceptional or irrelevant to operating performance, and the timing or form of settlement does not itself establish the appropriate accounting or adjustment.

The measures should be considered only alongside the most directly comparable IFRS measures and the definitions, individual adjustments, explanations and reconciliations provided in this announcement. Presentation of an adjustment does not establish that its effects will not recur or that it represents cash saved; neither measure is an alternative statement of IFRS profitability.

Restatement of FY2025 comparatives

FY2025 comparative financial information is presented on the restated basis where indicated and should be read with Note 35 to the FY2026 Form 20-F, which describes the nature and financial effects of the restatement. Comparisons with previously published, unadjusted FY2025 amounts may therefore be misleading; the restatement does not eliminate the financial-control risks described above or provide assurance that future corrections will not be required.

Post-period and unaudited information

Post-30 June 2026 operating and trading information, where included, is unaudited unless expressly stated otherwise; the audit of the FY2026 financial statements is not an audit opinion on subsequent trading performance or a forecast. The applicable period, cut-off date, scope, accounting basis and comparison must be read with each such statement; periods of different lengths and a partial acquisition period are not automatically comparable.

Bookings, purchase orders, inquiries and indicative proposals are not necessarily IFRS revenue or collectible cash. Interim performance must not be annualised or treated as assurance of future profitability, and historical year-end cash does not represent cash available at the announcement date after subsequent receipts, payments and commitments.

Third-party and market information

Market, industry and third-party information is subject to the methodologies, assumptions, dates and limitations of the relevant provider. Market-wide trends, indicative rents, tenant interest, recent prices or general financing practices do not establish the terms available to the Company, the creditworthiness of a specific counterparty, a signed contract or an entitlement to tenant deposits.

Attribution to a third party does not relieve the Company of responsibility for its own statements or provide an independent audit of project assumptions, interim performance or forecasts. Nothing in this announcement should be read as an endorsement of those matters by the Company’s auditors.

No offer or solicitation

This announcement is for information and is not intended to constitute an offer to sell or a solicitation of an offer to buy securities, or an offering document. Any securities offering or sale must comply with applicable registration requirements or an available exemption and be made through the applicable offering documents; no offer or sale may be made in a jurisdiction where it would be unlawful.

Not investment advice / no reliance

This announcement does not provide personalised investment, legal or tax advice or an assessment of the suitability of any investment for a particular person. Investors should read the complete relevant SEC disclosures and offering documents, assess their own circumstances and, where appropriate, obtain independent professional advice; they should not rely on forward-looking statements or selected financial measures as a complete investment analysis.

Nothing in this announcement excludes or limits any liability or obligation under applicable securities laws or any non-waivable investor right. In particular, this section does not disclaim responsibility for accurate, non-misleading disclosure or ask investors to waive reliance on statements of historical or current fact.

Website and hyperlinks

Website addresses and hyperlinks are provided for convenience. Website contents are not incorporated into this announcement solely because an address or hyperlink is included; this statement does not alter any express incorporation by reference in an SEC filing, any applicable legal treatment of linked information or the Company’s disclosure obligations.

Investors should consult the dated announcement and the relevant SEC filings rather than assume that subsequent website changes update this announcement. The inclusion of a hyperlink does not itself verify the information or replace any required public disclosure.

Contact

Shareholder Enquiries
media@vivopower.com

MONTREAL, Nov. 03, 2026 (GLOBE NEWSWIRE) — Dynacor Group Inc. (TSX: DNG) (“Dynacor“ or the “Corporation“) announced today that the Corporation entered into an unsecured US$20 million Gold Purchase and Prepayment Facility (the “Facility”) with Auramet International, Inc. (“Auramet”). The Corporation intends to use the net proceeds of the Facility for its working capital needs, notably to build inventory for its Svetlana plant in Ecuador which is in the final stages of refurbishment.

Under the Facility, the gold produced by one or all of Dynacor’s subsidiaries may be sold under spot, forward, in-process and prepayment arrangements, subject to certain customary conditions. In addition, the Corporation may receive prepayments for specified quantities of London Good Delivery gold bullion prior to delivery, on a revolving basis. The maximum aggregate amount of outstanding prepayments and undelivered gold under the Facility is $20.0 million. The Facility has a two-year term and is extendable annually by agreement between Dynacor and Auramet.

The Facility contains terms and conditions customary for a transaction of this nature, including certain specified positive and negative covenants and mandatory repayment terms.

“The Facility provides non-dilutive capital and flexibility for Svetlana, which is the cornerstone of the first phase of our expansion strategy,” said Daniel Misiano, President & CEO of Dynacor. “By structuring the financing with physical delivery, with no disruption to our PX Impact™ responsible gold program, we preserve the strength of our balance sheet and business model as we transition Svetlana into production.”

About Dynacor

Dynacor Group is an ore processing company dedicated to producing gold sourced from artisanal miners. Since its establishment in 1996, Dynacor has pioneered a responsible mineral supply chain with stringent traceability and audit standards for the fast-growing artisanal mining industry. By focusing on formalized miners, the Canadian company offers a win-win approach for governments and miners globally. Dynacor operates the Veta Dorada plant and owns a gold exploration property in Peru. The company is expanding to West Africa and within Latin America.

The premium paid by luxury jewellers for Dynacor’s PX Impact® gold goes to Fidamar Foundation, an NGO that mainly invests in health and education projects for artisanal mining communities in Peru. Visit www.dynacor.com for more information.

About Auramet

Auramet is a private company established in 2004 by seasoned professionals who have assembled a global team of industry specialists with over 400 years combined industry experience. It is one of the largest physical precious metals merchants in the world and has provided over $1.5 billion in term financing facilities to date. Auramet offers a full range of services including physical metals trading, metals merchant banking (including direct lending), and project finance advisory services to participants in the precious metals supply chain.

Cautionary Statement on Forward-Looking Information

This document contains forward-looking information within the meaning of applicable Canadian securities laws (« Forward-Looking Statements »). Forward-Looking Statements in this document include statements about the intended use of the net proceeds of the Facility, the completion of the refurbishment of the plant in Ecuador, and the Corporation’s ability to produce and sell gold and receive pre-payments under the Facility over its term. Forward-Looking Statements are often, but not always, identified by words such as “believes”, “expects”, “will”, “intends”, “projects”, “anticipates”, “estimates”, “predicts”, “aims”, “targets”, “would”, “could”, “may”, “should”, “likely”, “plans”, “forecasts”, “continues”, or similar terms (or the negative thereof). There can be no assurance that the plans, intentions or expectations upon which such Forward-Looking Statements are based will occur or, even if they do occur, will result in the performance, events or results expected.

Forward-Looking Statements are necessarily based on a number of management’s beliefs, assumptions and opinions considered reasonable by management as of the date they are made and on information currently available to Dynacor. These include the assumptions that the conditions to sales and pre-payments under the Facility will be met; that the refurbishment of the Ecuador plant will be completed; that the Corporation’s subsidiaries will produce and deliver refined gold in the quantities, quality and timing required under the Facility; the variations in gold price; that the Corporation’s needs will not change in a way that requires the net proceeds to be reallocated. Readers are cautioned not to place undue reliance upon any such Forward-Looking Statements. Many factors could cause the actual results of Dynacor to differ materially from the results, performance, achievements or developments expressed or implied by such Forward-Looking Statements, including, without limitation: the Corporation’s inability to satisfy the conditions precedent in respect of the Facility and related pre-payments; the Corporation’s inability to repay the Facility; production shortfalls or delays in delivering gold; gold price volatility; counterparty risk; political, regulatory and operational risks in the countries where Dynacor and its subsidiaries operate; a reallocation of the net proceeds and those other risks described under “Risk Factors” in Dynacor’s most recent annual information form available on SEDAR+ (www.sedarplus.ca).

Dynacor disclaims any obligation to update or revise these Forward-Looking Statements after the date of this document, except as may be required under applicable securities laws or by the TSX.

Contact:

For more information, please contact:

Ruth Hanna
Director, Investor Relations
T: 514-393-9000 #236

E: investors@dynacor.com

Website: https://dynacor.com

Renmark Financial Communications Inc.
Bettina Filippone
T: (416) 644-2020 or (212) 812-7680
E: bfilippone@renmarkfinancial.com  
Website: www.renmarkfinancial.com

Seventh patient of the trial at the second cohort

SOUTH SAN FRANCISCO, Calif., Nov. 03, 2026 (GLOBE NEWSWIRE) — CERo Therapeutics Holdings, Inc. (OTCQB: CERO) (“CERo” or the “Company”), an innovative cellular immunotherapy company advancing next-generation engineered T cell therapeutics that employ phagocytic mechanisms, announces that it has completed dosing for the fourth patient of the second cohort (7th patient overall) in its Phase 1 CER-1236 clinical trial (CERTAIN-T) in hemotologic malignancies, including acute myeloid leukemia (AML), myelodysplastic syndromes (MDS), and myelofibrosis (MF). Investigators have completed the initial seven days of follow-up after infusion and protocol-defined safety, pharmacokinetic, pharmacodynamic, and clinical activity endpoint monitoring is ongoing.

The Company has now treated seven  patients in its Phase 1 trial. In the previous three patients treated in the Second cohort, no dose-limiting toxicities were observed during the DLT assessment period. As previously reported, CERo has also observed expansion of infused CER-1236 cells following administration, supporting continued evaluation of CER-1236’s pharmacokinetic and pharmacodynamic profile as the study advances through dose escalation.

Robert Sikorski, M.D., Ph.D., CERo Chief Medical Officer, stated, “Having expanded our clinical trial sites, we continue to make progress in the CERTAIN-T study. As we proceed in accordance with the clinical protocol, our priority remains the careful evaluation of the safety, tolerability, pharmacokinetic profile, and any preliminary clinical activity of CER-1236. The planned inclusion of patients with MDS and MF reflects our interest in exploring CER-1236 across additional hematologic malignancies with significant unmet need and further assessing the potential of its differentiated phagocytic CAR-T mechanism.”

The first-in-human, multicenter, open-label Phase 1/1b study is designed to evaluate the safety and preliminary efficacy of CER-1236. The trial was initially focused on AML patients, including those with relapsed/refractory disease, measurable residual disease, or newly diagnosed TP53-mutated AML, and has since expanded to include transfusion-dependent MDS (“TD-MDS”), high-risk MDS (“HR-MDS”), and post-JAK inhibitor MF. Primary endpoints include safety and tolerability, while secondary endpoints include pharmacokinetics and measures of clinical response, including overall response rate (ORR), complete response (CR), composite complete response (cCR), and measurable residual disease (MRD).

CERo Chief Executive Officer Chris Ehrlich added, “We have carefully and diligently executed this trial over two cohorts and continue to be encouraged by the outcomes seen to date. We look forward to reporting our progress.”

About CERo Therapeutics Holdings, Inc.

CERo is an innovative immunotherapy company advancing the development of next generation engineered T cell therapeutics for the treatment of cancer. Its proprietary approach to T cell engineering, which enables it to integrate certain desirable characteristics of both innate and adaptive immunity into a single therapeutic construct, is designed to engage the body’s full immune repertoire to achieve optimized cancer therapy. This novel cellular immunotherapy platform is expected to redirect patient-derived T cells to eliminate tumors by building in engulfment pathways that employ phagocytic mechanisms to destroy cancer cells, creating what CERo refers to as Chimeric Engulfment Receptor T cells (“CER-T”). CERo believes the differentiated activity of CER-T cells will afford them greater therapeutic application than currently approved chimeric antigen receptor (“CAR-T”) cell therapy, as the use of CER-T may potentially span both hematological malignancies and solid tumors. CERo has commenced clinical trials for its lead product candidate CER-1236 for hematological malignancies.

Forward-Looking Statements

This communication contains statements that are forward-looking and as such are not historical facts. This includes, without limitation, statements regarding the financial position, business strategy and the plans and objectives of management for future operations of CERo. These statements constitute projections, forecasts and forward-looking statements, and are not guarantees of performance. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. When used in this communication, words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “strive,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. When CERo discusses its strategies or plans, it is making projections, forecasts or forward-looking statements. Such statements are based on the beliefs of, as well as assumptions made by and information currently available to, CERo’s management.

Actual results could differ from those implied by the forward-looking statements in this communication. Certain risks that could cause actual results to differ are set forth in CERo’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q, and the documents incorporated by reference therein. The risks described in CERo’s filings with the Securities and Exchange Commission are not exhaustive. New risk factors emerge from time to time, and it is not possible to predict all such risk factors, nor can CERo assess the impact of all such risk factors on its business, or the extent to which any factor or combination of factors may cause actual results to differ materially from those contained in any forward-looking statements. Forward-looking statements are not guarantees of performance. You should not put undue reliance on these statements, which speak only as of the date hereof. All forward-looking statements made by CERo or persons acting on its behalf are expressly qualified in their entirety by the foregoing cautionary statements. CERo undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Contact:
Chris Ehrlich
Chief Executive Officer
chris@cero.bio

Investors:
CORE IR
investors@cero.bio

Collaboration closes the loop between AI drug design and human biology: Chemveda designs and makes the molecules, VivoSim’s NAMkind™ 3D human liver and intestine models show which ones are safe to advance, in weeks rather than years

SAN DIEGO and HYDERABAD, India, Nov. 03, 2026 (GLOBE NEWSWIRE) — VivoSim Labs, Inc. (Nasdaq: VIVS) (“VivoSim” or “Company”), a provider of AI-enabled New Approach Methodologies (NAMs) for preclinical safety, and Chemveda Life Sciences (“Chemveda”), an integrated contract research, development and manufacturing organization (CRDMO), today announced a strategic collaboration to test and screen AI-derived drug compounds in VivoSim’s human-relevant NAMkind™ 3D tissue models.

Artificial intelligence has changed how fast new drugs can be imagined. Generative models can now propose thousands of novel molecules in the time it once took to design a handful. What has not kept pace is the ability to know, early, which of those molecules will be safe and effective in people. Liver and gastrointestinal toxicity remain among the most common reasons promising drugs fail in the clinic, often after years of work and hundreds of millions of dollars.

VivoSim and Chemveda are built to close that gap. Under the collaboration, Chemveda will support the design, synthesis, optimization and development of AI-designed compounds for pharmaceutical and biotechnology clients, while VivoSim will evaluate selected compounds using its NAMkind™ Liver and NAMkind™ Intestine human tissue models, built from primary human cells. The result is a rapid design-make-test cycle in which toxicity and efficacy signals from human tissue reach the chemist while the molecule can still be changed. VivoSim’s prospective screens can evaluate more than 20 compounds in two weeks.

The science behind the partnership is already proven. Across a clinical dataset of 92 small-molecule compounds, VivoSim’s NAMkind™ Liver model predicted drug-induced liver injury with 91% accuracy, 90% sensitivity and 95% specificity. On compound sets where animal models and traditional methods detect only 50–65% of true liver toxicants, VivoSim’s models have exceeded 90% sensitivity. The collaboration also arrives as the U.S. Food and Drug Administration actively encourages human-relevant NAMs in place of animal testing.

“AI has handed our industry a firehose producing new molecules. What it hasn’t handed us is a way to know which of them will work and which may harm patients,” said Keith Murphy, Executive Chairman of VivoSim. “That is exactly the problem VivoSim was built to solve. With Chemveda making AI-designed compounds at world-class speed and quality, and VivoSim testing them in real human tissue, our partners will know in weeks, not years, which molecules deserve to move forward. This is what drug discovery looks like when we replace guesswork with human-relevant results.”

“Chemveda was founded to shorten the distance between an idea and a molecule, and AI is now compressing that distance faster than anyone expected,” said Dr. Bheema Rao Paraselli, founder, President and Chief Executive Officer of Chemveda Life Sciences. “Our clients need a safety answer that is just as fast and far more human-relevant than what the industry has relied on. By combining Chemveda’s discovery, medicinal and process chemistry capabilities with VivoSim’s NAMkind™ models, we can create a tighter feedback loop between molecular design, synthesis and human-relevant biological data. That means our clients can not only identify liabilities earlier, but also put those insights directly back into the hands of the chemists designing the next molecule. Together, we are turning design-make-test into design-make-know.”

The joint offering will be available to Chemveda’s global client base, with first programs expected to begin in Q4, 2026. Companies interested in screening AI-derived compounds through the collaboration can contact either company using the details below.

About VivoSim Labs, Inc.

VivoSim Labs, Inc. (“VivoSim” and the “Company”), is a pharmaceutical and biotechnology services company that is focused on providing testing of drugs and drug candidates in three-dimensional (“3D”) human tissue models of liver and intestine. The Company offers partners liver and intestinal toxicology insights using its new approach methodologies (“NAM”) models. The Company anticipates accelerated adoption of human tissue models following the U.S. Food and Drug Administration (“FDA”) Roadmap to refine animal testing requirements in favor of these non-animal NAM methods. VivoSim Labs operates from San Diego, CA. Visit www.vivosim.ai.

About Chemveda Life Sciences

Founded in 2008 by Dr. Bheema Rao Paraselli, Chemveda Life Sciences is an integrated contract research, development and manufacturing organization (CRDMO) supporting pharmaceutical and biotechnology companies and academia from early discovery through development and manufacturing. With more than 600 employees and a global footprint spanning India, San Diego, and Dundee, Scotland, Chemveda provides integrated capabilities across discovery and medicinal chemistry, custom synthesis, process R&D, scale-up, and manufacturing. Its scientific platforms span small molecules and advanced modalities, including peptides, oligonucleotides, PROTACs, and ADC linkers. For more information, visit www.chemvedals.com. 

Forward-Looking Statements

Any statements contained in this press release that do not describe historical facts constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Any forward-looking statements contained herein are based on current expectations but are subject to a number of risks and uncertainties. Forward-looking statements include statements regarding the Company’s cash on hand, revenue growth guidance and the Company’s progress in marketing contract research services using NAMs models to pharmaceutical companies. Such forward-looking statements are not guarantees of performance and actual actions or events could differ materially from those contained in such statements. These risks and uncertainties and other factors are identified and described in more detail in the Company’s filings with the SEC, including its Annual Report on Form 10-K filed with the SEC on July 14, 2026, as such risk factors are updated in its most recently filed Quarterly Report on Form 10-Q filed with the SEC on August 12, 2026. You should not place undue reliance on these forward-looking statements, which speak only as of the date that they were made. These cautionary statements should be considered with any written or oral forward-looking statements that the Company may issue in the future. Except as required by applicable law, including the securities laws of the United States, the Company does not intend to update any of the forward-looking statements to conform these statements to reflect actual results, later events, or circumstances or to reflect the occurrence of unanticipated events.

Contact(s):

VivoSim Labs, Inc.

Chemveda Life Sciences

SAN FRANCISCO, Nov. 03, 2026 (GLOBE NEWSWIRE) — Chegg, Inc. (NYSE:CHGG), a learning and employability company, today reported financial results for the quarter ended September 30, 2026.

“Over the last year our focus was rearchitecting our cost structure, accumulating cash, eliminating our debt, and positioning Chegg to return to growth,” said Dan Rosensweig, Executive Chairman and CEO of Chegg. “We are evolving Chegg from a homework help company into an employability company, focused on helping people find internships, assess and develop relevant job skills, and secure full-time employment. Our mission is simple; to help people get the jobs they want and build the careers they deserve.”

Third Quarter 2026 Highlights 

  • Total Net Revenues of $46.5 million, a decrease of 40% year-over-year
  • Gross Margin of 52%
  • Non-GAAP Gross Margin of 54%
  • Net Loss was $4.7 million
  • Non-GAAP Net Loss was $5.7 million
  • Adjusted EBITDA was $5.4 million

For more information about non-GAAP gross margin, non-GAAP net (loss) income, and adjusted EBITDA, as well as a reconciliation of gross margin to non-GAAP gross margin, net loss to non-GAAP net (loss) income, and net loss to adjusted EBITDA, see the sections of this press release titled, “Use of Non-GAAP Measures,” “Reconciliation of Net Loss to EBITDA and Adjusted EBITDA,” and “Reconciliation of GAAP to Non-GAAP Financial Measures.”

Business Outlook

Fourth Quarter 2026 

  • Total Net Revenues between $38 million and $40 million
  • Gross Margin in the range of 46% to 48%
  • Adjusted EBITDA of approximately $1 million

For more information about the use of forward-looking non-GAAP measures, a reconciliation of forward-looking net loss to EBITDA and adjusted EBITDA for the third quarter 2026, see the below sections of the press release titled “Use of Non-GAAP Measures,” and “Reconciliation of Forward-Looking Net Loss to EBITDA and Adjusted EBITDA.”

An updated investor presentation and an investor data sheet can be found on Chegg’s Investor Relations website https://investor.chegg.com (such items are not incorporated into any filings Chegg may make with the Securities and Exchange Commission, unless otherwise noted).

Prepared Remarks – Dan Rosensweig, CEO & Executive Chairman Chegg, Inc. 

Thank you, Tracey, and thanks everyone for joining Chegg’s third quarter 2026 earnings call. Over the last year our focus was rearchitecting our cost structure, accumulating cash, eliminating our debt, and positioning Chegg to return to growth. I am happy to report that the balance sheet reset is complete. In Q3, we had revenue of $46.5 million, adjusted EBITDA of $5.4 million, and ended the quarter with $43.6 million in cash and no debt. Core to our reinvention, we have repositioned Chegg from being a homework help company to an employability company, focused on helping students find internships, assess and learn relevant job skills and find full-time employment. Our mission is simple; to help people get the jobs they want and build the careers they deserve. David will take you through the financials in more detail, but I want to walk you through what we are building.

Higher education is going through a dramatic transformation, but one thing that will never change is that students go to college to get a job. Economic uncertainty and anxiety around AI have made the path to a first job even more daunting for students, and the need for what we are building even more urgent. In September, we launched our new employability platform on Internships.com – a comprehensive experience that gives students personalized job matching, resume tailoring, one-click apply, interview prep, skills assessment, and curated network connections, all in one place. We are rapidly expanding the platform’s capabilities and will soon be adding 70,000 early career listings as we move beyond internships into entry-level roles. Since launch, we have had over 100,000 visitors to the site, a clear signal that employability is top of mind for students and their families. We recently rolled out our first marketing campaign for Internships.com, both as a standalone product and bundled with Chegg, and the early results are encouraging.

At the same time, we are seeing our first institutional momentum. Since September, we have signed pilot programs with College of Charleston, Salem College, and Radford University, and we have several more schools set to sign in the coming weeks. The reason is straightforward, as institutions, colleges, and universities increasingly know that their own success is measured by whether their graduates get jobs. We are in active conversations with a meaningful number of schools, and we believe this B2I channel is just getting started. Every time Chegg has evolved to serve students’ most critical needs, it has entered a new growth chapter. This is that moment. We will continue to expand our offering through 2027 and beyond, but the foundation is live and the momentum is real.

As we expand how we serve students on the path from learning to earning, we continue to invest in our skills platform which, thanks to AI, we are able to develop and launch more programs and more capabilities, rapidly, for more partners at a much lower cost. Our multi-channel approach continues to build, and we believe we are on a path to consistent growth in that business. We have signed 11 new distribution partners since the start of the year, including our recent announcement of Power Train. In Q3, we made significant product enhancements to how we build and deliver skills programs for our B2B clients. We can now scale tailored learning programs directly from a company’s own systems, documents, and objectives, grounded in our proven instructional design methodology. And critically, we measure actual demonstrated proficiency. That is what enterprise buyers need, and what sets us apart. 

And I am genuinely excited that our language learning product, in both our B2B and B2C channels, is returning to growth. The new capabilities we have added create a better, more powerful experience for learners that combines language courses with workplace skills content, delivered through adaptive AI, expert human coaching and real-world practice. Learners build both the language and the communication skills they need to perform in the moments that matter most. In Q3, our workplace skills content went live for English-speaking premium subscribers and is now expanding to Spanish, French, German and Italian. The goal is a performance platform designed around real-life outcomes, not lesson completions.

The last year has been both complicated and exhilarating. Complicated because AI hit our business hard, and we had to reinvent the company, financially, structurally, and across our product offerings. And exhilarating because we see all of the opportunities ahead of us. We have been operating knowing that our traditional academic services business would wind down over time, and while it did, we would generate significant cash. That continues to play out as we anticipated, and that cash has allowed us to pay down our debt and invest in the future of the company. As I said at the top of the call, we are on our way to being a very different company, focused on employability, and as we look ahead, we will be strategic and targeted in how we think about growth across the company, with both organic and inorganic opportunities. We are reviewing companies with strong IP and customer bases that could benefit from our new employability platform to help them grow faster at much lower costs. We will be judicious, but the pipeline is real. With a clean balance sheet, a market opportunity that is only getting bigger, and the positive signals we are seeing in our most recent product launch on Internships.com, we are excited about what is ahead and I look forward to updating you on our progress next quarter. 

With that, I’ll turn it over to David.

Prepared Remarks – David Longo, CFO Chegg, Inc.

Thank you, Dan and good morning. 

Today, I will review our financial performance for the third quarter of 2026, along with the company’s outlook for the fourth quarter.

We delivered a strong third quarter, exceeding our expectations while making meaningful progress in reshaping our business and balance sheet, executing our strategic priorities, and delivering free cash flow. Over the past year, we have significantly reduced our cost structure, repaid our remaining convertible debt, and established a stronger financial foundation that expands our ability to invest in future growth. We are now focused on building our employability business, helping learners develop workforce-ready skills while enabling employers to build and maintain a more skilled workforce. We believe this represents an attractive opportunity to create long-term value. As we execute our strategy, we remain focused on identifying additional cost savings, improving operational performance, and leveraging AI across the business.

In the quarter, Total Revenue was $46.5 million, exceeding our expectations. Our legacy homework-help business continued to decline as expected, while we focused investment on the areas we believe offer the greatest long-term opportunity. We entered into new skilling distribution partnerships, enhanced our language offering, and continued to build our employability platform, which we expect to contribute more meaningfully in 2027.

Turning to expenses, Q3 non-GAAP operating expenses were $31.2 million, down 36% year-over-year. This reduction reflects the impact of our cost management initiatives and the use of AI to streamline operations and improve productivity across the organization. Adjusted EBITDA for the quarter was $5.4 million, representing a margin of 12%.

Third quarter CapEx was $1.7 million, down 71% year-over-year. For full year 2026, we are targeting a greater than 60% reduction in CapEx. 

Free cash flow in the quarter was $5.5 million, reflecting our continued focus on cash generation and disciplined financial management.

Looking at the balance sheet, we ended the quarter with $43.6 million in cash and investments and fully repaid our remaining convertible debt. Eliminating our debt was a key objective for 2026 and marks an important milestone in strengthening our balance sheet. 

Moving to guidance. Looking ahead to the fourth quarter, we expect:

  • Total revenue between $38 and $40 million;
  • Gross margin in the range of 46% to 48%;
  • And adjusted EBITDA of approximately $1 million

With our debt eliminated, our capital allocation strategy remains focused on generating free cash flow, maintaining a strong balance sheet, and thoughtfully deploying capital to create long-term shareholder value. 

In closing, we have made significant progress repositioning Chegg for its next phase. We have strengthened both the business and the balance sheet, creating a more focused, efficient, and financially flexible organization as we continue to build our employability platform. We believe we are well positioned to create long-term value through disciplined execution and thoughtful investment in future growth opportunities. 

With that, I will turn the call over to the operator for your questions.

Conference Call and Webcast Information 

To access the call, please dial 1-877-407-4018 or outside the U.S. +1-201-689-8471. A live webcast of the call will also be available at https://investor.chegg.com under the Events & Presentations menu. Participants can also access the call using the Call me™ link for instant telephone access to the event, which will be active 15 minutes before the scheduled start time.

An audio replay will be available from 11:59 p.m. Eastern Time on November 17, 2026 by calling 1-844-512-2921 or outside the U.S. +1-412-317-6671 with Access ID 13763323. An audio archive of the call will also be available at https://investor.chegg.com.

Use of Investor Relations Website for Regulation FD Purposes

Chegg also uses its Investor Relations website, https://www.chegg.com/press, as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD. Accordingly, investors should monitor https://www.chegg.com/press, in addition to following press releases, Securities and Exchange Commission filings and public conference calls and webcasts.

About Chegg

Chegg is a learning and employability platform that helps students and lifelong learners build the skills, confidence, and career readiness to succeed from learning to earning, while helping businesses develop and upskill their workforce. Through AI-powered, personalized experiences, Chegg supports learners across academics, workplace readiness, professional upskilling, and language learning. By combining proprietary data, AI, and deep insight into how students learn and build their careers, Chegg remains committed to improving employability and creating better outcomes for learners and employers. Chegg is a publicly held company and trades on the NYSE under the symbol CHGG. For more information, visit www.chegg.com.

Media Contact: press@chegg.com
Investor Contact: Tracey Ford, IR@chegg.com

Use of Non-GAAP Measures

To supplement Chegg’s financial results presented in accordance with generally accepted accounting principles in the United States (GAAP), this press release and the accompanying tables and the related earnings conference call contain non-GAAP financial measures, including EBITDA, adjusted EBITDA, non-GAAP cost of revenues, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP loss from operations, non-GAAP net (loss) income, non-GAAP weighted average shares, non-GAAP net (loss) income per share, and free cash flow. For reconciliations of these non-GAAP financial measures to the most directly comparable GAAP financial measures, please see the section of the accompanying tables titled, “Reconciliation of Net Loss to EBITDA and Adjusted EBITDA,” “Reconciliation of GAAP to Non-GAAP Financial Measures,” “Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow,” and “Reconciliation of Forward-Looking Net Loss to EBITDA and Adjusted EBITDA.”

The presentation of these non-GAAP financial measures is not intended to be considered in isolation from, as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP, and may be different from non-GAAP financial measures used by other companies. Chegg defines (1) EBITDA as earnings before interest, taxes, depreciation and amortization; (2) Adjusted EBITDA as EBITDA adjusted for share-based compensation expense, gain on lease termination, litigation settlement (credits) charges, other income, net, restructuring (credits) charges, impairment of equity investment, impairment of lease related assets, and impairment expense; (3) non-GAAP cost of revenues as cost of revenues excluding amortization of intangible assets, share-based compensation expense, and restructuring (charges) credits; (4) non-GAAP gross profit as gross profit excluding amortization of intangible assets, share-based compensation expense, and restructuring charges (credits); (5) non-GAAP gross margin is defined as non-GAAP gross profit divided by net revenues, (6) non-GAAP operating expenses as operating expenses excluding share-based compensation expense, gain on lease termination, litigation settlement credits (charges), restructuring credits (charges), impairment of equity investment, impairment of lease related assets, and impairment expense; (7) non-GAAP loss from operations as loss from operations excluding share-based compensation expense, amortization of intangible assets, gain on lease termination, litigation settlement (credits) charges, restructuring (credits) charges, impairment of equity investment, impairment of lease related assets, and impairment expense; (8) non-GAAP net (loss) income as net loss excluding share-based compensation expense, amortization of intangible assets, income tax effect of non-GAAP adjustments, amortization of debt issuance costs, gain on lease termination, litigation settlement (credits) charges, restructuring (credits) charges, gain on early extinguishment of debt, impairment of equity investment, impairment of lease related assets, and impairment expense; (9) non-GAAP weighted average shares outstanding as weighted average shares outstanding adjusted for the effect of shares for stock plan activity and shares related to our convertible senior notes, to the extent such shares are not already included in our weighted average shares outstanding; (10) non-GAAP net (loss) income per share is defined as non-GAAP net (loss) income divided by non-GAAP weighted average shares outstanding; and (11) free cash flow as net cash provided by operating activities adjusted for purchases of property and equipment. To the extent additional significant non-recurring items arise in the future, Chegg may consider whether to exclude such items in calculating the non-GAAP financial measures it uses.

Chegg believes that these non-GAAP financial measures, when taken together with the corresponding GAAP financial measures, provide meaningful supplemental information regarding Chegg’s performance by excluding items that may not be indicative of Chegg’s core business, operating results or future outlook. Chegg management uses these non-GAAP financial measures in assessing Chegg’s operating results, as well as when planning, forecasting and analyzing future periods and believes that such measures enhance investors’ overall understanding of our current financial performance. These non-GAAP financial measures also facilitate comparisons of Chegg’s performance to prior periods.

As presented in the “Reconciliation of Net Loss to EBITDA and Adjusted EBITDA,” “Reconciliation of GAAP to Non-GAAP Financial Measures,” “Reconciliation of Forward-Looking Net Loss to EBITDA and Adjusted EBITDA,” and “Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow,” tables below, each of the non-GAAP financial measures excludes or includes one or more of the following items:

Share-based compensation expense.

Share-based compensation expense is a non-cash expense that varies in amount from period to period and is dependent on market forces that are often beyond Chegg’s control. As a result, management excludes this item from Chegg’s internal operating forecasts and models. Management believes that non-GAAP measures adjusted for share-based compensation expense provide investors with a basis to measure Chegg’s core performance against the performance of other companies without the variability created by share-based compensation as a result of the variety of equity awards used by other companies and the varying methodologies and assumptions used.

Amortization of intangible assets.

Chegg amortizes intangible assets, including those that contribute to generating revenues, that it acquires in conjunction with acquisitions, which results in non-cash expenses that may not otherwise have been incurred. Chegg believes excluding the expense associated with intangible assets from non-GAAP measures allows for a more accurate assessment of its ongoing operations and provides investors with a better comparison of period-over-period operating results. No corresponding adjustments have been made related to revenues generated from acquired intangible assets.

Amortization of debt issuance costs.

The difference between the effective interest expense and the contractual interest expense are excluded from management’s assessment of our operating performance because management believes that these non-cash expenses are not indicative of ongoing operating performance. Chegg believes that the exclusion of the non-cash interest expense provides investors with a better comparison of period-over-period operating results.

Income tax effect of non-GAAP adjustments.

We utilize a non-GAAP effective tax rate for evaluating our operating results, which is based on our current mid-term projections. This non-GAAP tax rate could change for various reasons including, but not limited to, significant changes resulting from tax legislation, changes to our corporate structure and other significant events. Chegg believes that the inclusion of the income tax effect of non-GAAP adjustments provides investors with a better comparison of period-over-period operating results.

Restructuring (credits) charges.

Restructuring (credits) charges represent expenses incurred in conjunction with a reduction in workforce. Chegg believes that it is appropriate to exclude them from non-GAAP financial measures because they are nonrecurring and the result of an event that is not considered a core-operating activity. Chegg believes that it is appropriate to exclude the restructuring charges from non-GAAP financial measures because it provides investors with a better comparison of period-over-period operating results.

Impairment expense.

Impairment expense represents the impairment of property and equipment. Chegg believes that it is appropriate to exclude it from non-GAAP financial measures because it is the result of discrete events that are not considered core-operating activities and are not indicative of our ongoing operating performance. Chegg believes that it is appropriate to exclude the impairment expense from non-GAAP financial measures because it provides investors with a better comparison of period-over-period operating results.

Impairment of lease related assets.

The impairment of lease related assets represents an impairment charge recorded on the ROU asset and leasehold improvements associated with the closure of our offices. The impairment of lease related assets is the result of an event that is not considered a core-operating activity and we believe its exclusion provides investors with a better comparison of period-over-period operating results.

Litigation settlement (credits) charges.

Litigation settlement (credits) charges represent discrete events that are not considered core-operating activities, and as such, are excluded from non-GAAP financial measures because it provides investors with a better comparison of period-over-period operating results.

Impairment of equity investment.

The impairment of equity investment represents a one-time event to record an impairment charge on our equity investment. The impairment of equity investment is a non-cash expense and we believe the exclusion from non-GAAP financial measures provides investors with a better comparison of period-over-period results.

Gain on early extinguishment of debt.

The difference between the carrying amount of early extinguished debt and the reacquisition price is excluded from management’s assessment of our operating performance because management believes that these non-cash gains are not indicative of ongoing operating performance. Chegg believes that the exclusion of the gain on early extinguishment of debt provides investors with a better comparison of period-over-period operating results.

Gain on lease termination.

The gain on lease termination represents a gain from fully terminating an office lease agreement that relieved us from all future obligations. We excluded from management’s assessment of our operating performance because management believes that these non-cash gains are not indicative of ongoing operating performance and its exclusion provides investors with a better comparison of period-over-period operating results.

Effect of shares for stock plan activity.

The effect of shares for stock plan activity represents the dilutive impact of outstanding stock options, RSUs, and PSUs, to the extent such shares are not already included in our weighted average shares outstanding.

Effect of shares related to convertible senior notes.

The effect of shares related to convertible senior notes represents the dilutive impact of our convertible senior notes, to the extent such shares are not already included in our weighted average shares outstanding.

Free cash flow.

Free cash flow represents net cash provided by operating activities adjusted for purchases of property and equipment. Chegg considers free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business after the purchases of property and equipment, which can then be used to, among other things, invest in Chegg’s business and make strategic acquisitions. A limitation of the utility of free cash flow as a measure of financial performance is that it does not represent the total increase or decrease in Chegg’s cash balance for the period.

Forward-Looking Statements 

This press release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, which include, without limitation, statements regarding customer retention, the growth of the skilling market and our Skilling business, investments in future growth and creation of long-term value, transformation of our business and development and customer adoption of our products, development of new partnerships and distribution channels, our ability to grow, control expenses, and generate cash flow, expectations regarding our balance sheet, including future repurchases of securities under our existing securities repurchase program, acquisition opportunities, all statements about Chegg’s outlook under “Business Outlook”, including our fourth quarter 2026 guidance, including total revenue, gross margin, and adjusted EBITDA, as well as those included in the investor presentation referenced above and those included in the “Prepared Remarks” sections above. The words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “project,” “endeavor,” “will,” “should,” “future,” “transition,” “outlook” and similar expressions, as they relate to Chegg, are intended to identify forward-looking statements. These statements are not guarantees of future performance, and are based on management’s expectations as of the date of this press release and assumptions that are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to differ materially from any future results, performance or achievements. Important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements include the following: the effects of AI technology on Chegg’s business and the economy generally; Chegg’s ability to attract new learners and retain existing learners in light of declining revenue and user traffic; Chegg’s ability to innovate and offer new products and services in response to competitive technology and market developments, including AI; Chegg’s ability to diversify its revenue streams with business-to-institution programs and other enterprise offerings; the uncertainty surrounding the evolving educational landscape; Chegg’s ability to build and maintain strong brands and reputation; Chegg’s ability to develop new product and service offerings and their adoption by customers; competition in all aspects of Chegg’s business, including with respect to AI and Chegg’s expectation that such competition will increase; challenges related to Chegg’s international operations; Chegg’s ability to maintain its services and systems without interruption, including as a result of technical issues, cybersecurity threats, or cyber-attacks; disruptions of services provided to us by third parties, including web hosting and payment processing services; changes in regulation, in particular those concerning privacy, marketing, and education; risks related to our ability to comply with regulations, obligations and policies related to data privacy; the outcome of any current litigation and investigations, including our litigation against Google and litigation against us; misuse of Chegg’s platform and content; the effectiveness of Chegg’s restructuring activities and disruptions related to them; changes in the education market, including as a result of AI technology; the possibility that the NYSE may delist our common stock; and general economic, political and industry conditions, including inflation, recession and war. All information provided in this release and in the conference call is as of the date hereof, and Chegg undertakes no duty to update this information except as required by law. These and other important risk factors are described more fully in documents filed with the Securities and Exchange Commission, including Chegg’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, which could cause actual results to differ materially from expectations.

CHEGG, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except for number of shares and par value)
(unaudited)
             
​ ​ September 30, ​ December 31,
​ ​ 2026 ​ 2025
Assets ​ ​ ​ ​ ​ ​ ​ ​
Current assets ​ ​ ​ ​ ​ ​ ​ ​
Cash and cash equivalents ​ $ 28,847 ​ ​ $ 31,146 ​
Short-term investments ​ ​ 14,757 ​ ​ ​ 41,674 ​
Accounts receivable, net of allowance of $102 and $156 at September 30, 2026 and December 31, 2025, respectively ​ ​ 9,550 ​ ​ ​ 15,604 ​
Prepaid expenses ​ ​ 13,891 ​ ​ ​ 16,331 ​
Other current assets ​ ​ 13,909 ​ ​ ​ 16,857 ​
Total current assets ​ ​ 80,954 ​ ​ ​ 121,612 ​
Long-term investments ​ ​ — ​ ​ ​ 12,392 ​
Property and equipment, net ​ ​ 85,390 ​ ​ ​ 115,168 ​
Intangible assets, net ​ ​ 3,019 ​ ​ ​ 6,041 ​
Right of use assets ​ ​ 10,846 ​ ​ ​ 13,188 ​
Other assets ​ ​ 7,824 ​ ​ ​ 9,613 ​
Total assets ​ $ 188,033 ​ ​ $ 278,014 ​
Liabilities and stockholders’ equity ​ ​ ​ ​ ​ ​ ​ ​
Current liabilities ​ ​ ​ ​ ​ ​ ​ ​
Accounts payable ​ $ 8,216 ​ ​ $ 3,258 ​
Deferred revenue ​ ​ 25,685 ​ ​ ​ 29,675 ​
Accrued liabilities ​ ​ 26,006 ​ ​ ​ 54,249 ​
Current portion of convertible senior notes, net ​ ​ — ​ ​ ​ 53,765 ​
Total current liabilities ​ ​ 59,907 ​ ​ ​ 140,947 ​
Long-term liabilities ​ ​ ​ ​ ​ ​ ​ ​
Long-term operating lease liabilities ​ ​ 9,863 ​ ​ ​ 15,205 ​
Other long-term liabilities ​ ​ 2,672 ​ ​ ​ 2,239 ​
Total long-term liabilities ​ ​ 12,535 ​ ​ ​ 17,444 ​
Total liabilities ​ ​ 72,442 ​ ​ ​ 158,391 ​
Commitments and contingencies ​ ​ ​ ​ ​ ​ ​ ​
Stockholders’ equity: ​ ​ ​ ​ ​ ​ ​ ​
Preferred stock, $0.001 par value per share, 10,000,000 shares authorized, no shares issued and outstanding ​ ​ — ​ ​ ​ — ​
Common stock, $0.001 par value per share: 400,000,000 shares authorized; 111,058,059 and 110,985,562 shares issued and outstanding at September 30, 2026 and December 31, 2025, respectively ​ ​ 111 ​ ​ ​ 111 ​
Additional paid-in capital ​ ​ 1,150,240 ​ ​ ​ 1,145,371 ​
Accumulated other comprehensive loss ​ ​ (34,485 ) ​ ​ (32,997 )
Accumulated deficit ​ ​ (1,000,275 ) ​ ​ (992,862 )
Total stockholders’ equity ​ ​ 115,591 ​ ​ ​ 119,623 ​
Total liabilities and stockholders’ equity ​ $ 188,033 ​ ​ $ 278,014 ​

CHEGG, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)
             
​ ​ Three Months Ended ​ ​ Nine Months Ended ​
​ ​ September 30, ​ ​ September 30, ​
​ ​ 2026 ​ ​ 2025 ​ ​ 2026 ​ ​ 2025 ​
Net revenues ​ $ 46,468 ​ ​ $ 77,742 ​ ​ $ 161,579 ​ ​ $ 304,249 ​
Cost of revenues(1) ​ ​ 22,229 ​ ​ ​ 31,701 ​ ​ ​ 71,170 ​ ​ ​ 121,152 ​
Gross profit ​ ​ 24,239 ​ ​ ​ 46,041 ​ ​ ​ 90,409 ​ ​ ​ 183,097 ​
Operating expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Research and development(1) ​ ​ 7,972 ​ ​ ​ 18,350 ​ ​ ​ 24,509 ​ ​ ​ 76,495 ​
Sales and marketing(1) ​ ​ 9,249 ​ ​ ​ 11,583 ​ ​ ​ 29,323 ​ ​ ​ 54,614 ​
General and administrative(1) ​ ​ 12,120 ​ ​ ​ 33,232 ​ ​ ​ 45,891 ​ ​ ​ 132,572 ​
Impairment expense ​ ​ — ​ ​ ​ — ​ ​ ​ — ​ ​ ​ 2,000 ​
Total operating expenses ​ ​ 29,341 ​ ​ ​ 63,165 ​ ​ ​ 99,723 ​ ​ ​ 265,681 ​
Loss from operations ​ ​ (5,102 ) ​ ​ (17,124 ) ​ ​ (9,314 ) ​ ​ (82,584 )
Interest expense, net and other income, net: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Interest expense, net ​ ​ (15 ) ​ ​ (41 ) ​ ​ (68 ) ​ ​ (549 )
Other income, net ​ ​ 704 ​ ​ ​ 1,377 ​ ​ ​ 2,498 ​ ​ ​ 16,433 ​
Total interest expense, net and other income, net ​ ​ 689 ​ ​ ​ 1,336 ​ ​ ​ 2,430 ​ ​ ​ 15,884 ​
Loss before provision for income taxes ​ ​ (4,413 ) ​ ​ (15,788 ) ​ ​ (6,884 ) ​ ​ (66,700 )
Provision for income taxes ​ ​ (277 ) ​ ​ (1,683 ) ​ ​ (529 ) ​ ​ (3,918 )
Net loss ​ $ (4,690 ) ​ $ (17,471 ) ​ $ (7,413 ) ​ $ (70,618 )
Net loss per share, basic and diluted ​ $ (0.04 ) ​ $ (0.16 ) ​ $ (0.07 ) ​ $ (0.66 )
Weighted average shares used to compute net loss per share, basic and diluted ​ ​ 111,025 ​ ​ ​ 108,450 ​ ​ ​ 111,388 ​ ​ ​ 106,851 ​
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
(1) Includes share-based compensation expense as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Cost of revenues ​ $ 14 ​ ​ $ 102 ​ ​ $ 49 ​ ​ $ 471 ​
Research and development ​ ​ 138 ​ ​ ​ 1,141 ​ ​ ​ 819 ​ ​ ​ 5,937 ​
Sales and marketing ​ ​ 80 ​ ​ ​ 352 ​ ​ ​ 335 ​ ​ ​ 1,826 ​
General and administrative ​ ​ 1,823 ​ ​ ​ 4,330 ​ ​ ​ 5,887 ​ ​ ​ 16,860 ​
Total share-based compensation expense ​ $ 2,055 ​ ​ $ 5,925 ​ ​ $ 7,090 ​ ​ $ 25,094 ​

CHEGG, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
       
    Nine Months Ended  
    September 30,  
    2026     2025  
Cash flows from operating activities       ​       ​
Net loss   $ (7,413 )   $ (70,618 )
Adjustments to reconcile net loss to net cash provided by operating activities:       ​       ​
Share-based compensation expense     7,090       25,094  
Depreciation and amortization expense     39,377       63,641  
Deferred tax assets     41       319  
Operating lease expense, net of accretion     1,609       2,883  
Amortization of debt issuance costs     68       459  
Loss from write-offs of property and equipment     103       793  
Gain on early extinguishment of debt     (523 )     (7,360 )
Realized gain on sale of investments     (5 )     (752 )
Impairment expense     —       2,000  
Impairment of lease related assets     —       3,004  
Impairment of equity investment     —       6,000  
Gain on lease termination     (3,675 )     —  
Litigation settlement credits     (3,000 )     —  
Other non-cash items     (340 )     1,049  
Change in assets and liabilities:       ​       ​
Accounts receivable     5,992       8,592  
Prepaid expenses and other current assets     5,506       7,822  
Other assets     779       1,323  
Accounts payable     4,856       (4,977 )
Deferred revenue     (3,783 )     (8,195 )
Accrued liabilities     (24,709 )     (3,301 )
Other liabilities     (597 )     (3,277 )
Net cash provided by operating activities     21,376       24,499  
Cash flows from investing activities       ​       ​
Purchases of property and equipment     (6,411 )     (21,651 )
Purchases of investments     —       (793 )
Maturities of investments     32,810       111,124  
Proceeds from sale of investments     5,679       181,158  
Net cash provided by investing activities     32,078       269,838  
Cash flows from financing activities       ​       ​
Repayment of convertible senior notes     (53,309 )     (416,492 )
Repurchase of common stock     (1,721 )     —  
Payment of taxes related to the net share settlement of equity awards     (868 )     (1,642 )
Proceeds from common stock issued under stock plans     68       392  
Net cash used in financing activities     (55,830 )     (417,742 )
Effect of exchange rate changes     (569 )     (160 )
Net decrease in cash, cash equivalents and restricted cash     (2,945 )     (123,565 )
Cash, cash equivalents and restricted cash, beginning of period     33,411       164,359  
Cash, cash equivalents and restricted cash, end of period   $ 30,466     $ 40,794  

CHEGG, INC.
RECONCILIATION OF NET LOSS TO EBITDA AND ADJUSTED EBITDA
(in thousands)
(unaudited)
             
    Three Months Ended     Nine Months Ended  
    September 30,     September 30,  
    2026     2025     2026     2025  
Net loss   $ (4,690 )   $ (17,471 )   $ (7,413 )   $ (70,618 )
Depreciation and amortization expense     12,385       15,321       39,377       63,641  
Provision for income taxes     277       1,683       529       3,918  
Interest expense, net     15       41       68       549  
EBITDA     7,987       (426 )     32,561       (2,510 )
Share-based compensation expense     2,055       5,925       7,090       25,094  
Gain on lease termination     (3,675 )     —       (3,675 )     —  
Litigation settlement (credits) charges     —       —       (3,000 )     7,500  
Other income, net     (704 )     (1,377 )     (2,498 )     (16,433 )
Restructuring (credits) charges     (228 )     9,132       (536 )     30,974  
Impairment of equity investment     —       —       —       6,000  
Impairment of lease related assets     —       —       —       3,004  
Impairment expense     —       —       —       2,000  
Adjusted EBITDA   $ 5,435     $ 13,254     $ 29,942     $ 55,629  

CHEGG, INC.
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(in thousands, except percentages and per share amounts)
(unaudited)
             
    Three Months Ended     Nine Months Ended  
    September 30,     September 30,  
    2026     2025     2026     2025  
Cost of revenues   $ 22,229     $ 31,701     $ 71,170     $ 121,152  
Amortization of intangible assets     (937 )     (1,077 )     (3,021 )     (3,230 )
Share-based compensation expense     (14 )     (102 )     (49 )     (471 )
Restructuring (charges) credits     —       (915 )     26       (1,656 )
Non-GAAP cost of revenues   $ 21,278     $ 29,607     $ 68,126     $ 115,795  
        ​       ​       ​       ​
Gross profit   $ 24,239     $ 46,041     $ 90,409     $ 183,097  
Amortization of intangible assets     937       1,077       3,021       3,230  
Share-based compensation expense     14       102       49       471  
Restructuring charges (credits)     —       915       (26 )     1,656  
Non-GAAP gross profit   $ 25,190     $ 48,135     $ 93,453     $ 188,454  
        ​       ​       ​       ​
Gross margin %     52 %     59 %     56 %     60 %
Non-GAAP gross margin %     54 %     62 %     58 %     62 %
        ​       ​       ​       ​
Operating expenses   $ 29,341     $ 63,165     $ 99,723     $ 265,681  
Share-based compensation expense     (2,041 )     (5,823 )     (7,041 )     (24,623 )
Gain on lease termination     3,675       —       3,675       —  
Litigation settlements credits (charges)     —       —       3,000       (7,500 )
Restructuring credits (charges)     228       (8,217 )     510       (29,318 )
Impairment of equity investment     —       —       —       (6,000 )
Impairment of lease related assets     —       —       —       (3,004 )
Impairment expense     —       —       —       (2,000 )
Non-GAAP operating expenses   $ 31,203     $ 49,125     $ 99,867     $ 193,236  
        ​       ​       ​       ​
Loss from operations   $ (5,102 )   $ (17,124 )   $ (9,314 )   $ (82,584 )
Share-based compensation expense     2,055       5,925       7,090       25,094  
Amortization of intangible assets     937       1,077       3,021       3,230  
Gain on lease termination     (3,675 )     —       (3,675 )     —  
Litigation settlement (credits) charges     —       —       (3,000 )     7,500  
Restructuring (credits) charges     (228 )     9,132       (536 )     30,974  
Impairment of equity investment     —       —       —       6,000  
Impairment of lease related assets     —       —       —       3,004  
Impairment expense     —       —       —       2,000  
Non-GAAP loss from operations   $ (6,013 )   $ (990 )   $ (6,414 )   $ (4,782 )

    Three Months Ended     Nine Months Ended  
    September 30,     September 30,  
    2026     2025     2026     2025  
Net loss   $ (4,690 )   $ (17,471 )   $ (7,413 )   $ (70,618 )
Share-based compensation expense     2,055       5,925       7,090       25,094  
Amortization of intangible assets     937       1,077       3,021       3,230  
Income tax effect of non-GAAP adjustments     (148 )     1,717       174       4,254  
Amortization of debt issuance costs     15       41       68       459  
Gain on lease termination     (3,675 )     —       (3,675 )     —  
Litigation settlement (credits) charges     —       —       (3,000 )     7,500  
Restructuring (credits) charges     (228 )     9,132       (536 )     30,974  
Gain on early extinguishment of debt     —       —       (523 )     (7,360 )
Impairment of equity investment     —       —       —       6,000  
Impairment of lease related assets     —       —       —       3,004  
Impairment expense     —       —       —       2,000  
Non-GAAP net (loss) income   $ (5,734 )   $ 421     $ (4,794 )   $ 4,537  
        ​       ​       ​       ​
Weighted average shares used to compute net loss per share     111,025       108,450       111,388       106,851  
Effect of shares for stock plan activity     —       1,699       —       728  
Effect of shares related to convertible senior notes     —       583       —       2,573  
Non-GAAP weighted average shares used to compute non-GAAP net (loss) income per share     111,025       110,732       111,388       110,152  
        ​       ​       ​       ​
Net loss per share   $ (0.04 )   $ (0.16 )   $ (0.07 )   $ (0.66 )
Non-GAAP net (loss) income per share   $ (0.05 )   $ —     $ (0.04 )   $ 0.04  

CHEGG, INC. 
RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH FLOW
(in thousands)
(unaudited)
       
    Nine Months Ended  
    September 30,  
    2026     2025  
Net cash provided by operating activities   $ 21,376     $ 24,499  
Purchases of property and equipment     (6,411 )     (21,651 )
Free cash flow   $ 14,965     $ 2,848  

CHEGG, INC.
RECONCILIATION OF FORWARD-LOOKING NET LOSS TO EBITDA AND ADJUSTED EBITDA
(in thousands)
(unaudited)
       
    Three Months Ending  
    December 31, 2026  
Net loss   $ (12,550 )
Depreciation and amortization expense     11,700  
Provision for income taxes     600  
EBITDA     (250 )
Share-based compensation expense     1,500  
Other income, net     (250 )
Adjusted EBITDA   $ 1,000  

Pomeroy brings more than 35 years of thermal, energy, and technology leadership experience, including growing a business to more than $200 million in revenue

MARLBOROUGH, Mass., Nov. 03, 2026 (GLOBE NEWSWIRE) — ConnectM Technology Solutions, Inc. (OTCQX: CNTM) (“ConnectM” or the “Company”), a U.S.-based technology company that develops, sells and operates energy infrastructure powering the physical layer of the AI economy, today announced the appointment of Karl Pomeroy as President of Keen Labs, the Company’s wholly owned technology subsidiary, effective November 2, 2026. Mr. Pomeroy brings more than 35 years of executive leadership experience at the intersection of thermal, energy, and tech industries, including expanding national distribution and service networks, advancing electrification initiatives, and driving profitable growth.

Mr. Pomeroy’s appointment represents an important step in ConnectM’s strategy to accelerate the commercialization of Keen Labs’ energy, thermal and intelligence technologies (including AI-powered heating, ventilation and cooling products), expand its distribution footprint, strengthen strategic partnerships, and scale the business into a leading provider of AI-enabled energy infrastructure solutions.

Keen Labs serves as ConnectM’s technology and product commercialization platform, developing and delivering advanced energy solutions. The business has established a national distribution network through which Keen-branded equipment is supplied by 14 distribution and installation partners, providing an established commercial foundation for further expansion. In its first year of operations, Keen Labs generated $3.9 million of revenue and positive operating income during the quarter ended June 30, 2026.

Keen Labs’ product portfolio includes AI-enabled heat pumps, Hi-C hybrid energy storage systems, Hi-E long-duration battery technologies, and virtual power plant software. Together, these technologies are designed to improve energy efficiency, enable intelligent management of distributed energy resources, and create opportunities for recurring revenue through grid services and AI-managed virtual power plants.

Beyond its commercial operations, Keen Labs has developed a common data and intelligence platform supporting ConnectM’s broader energy infrastructure businesses. The platform processes more than 30 gigabytes of operating and performance data daily across more than 120,000 connected assets, supporting intelligent energy management, equipment monitoring, and optimization. ConnectM has also reported a portfolio of 12 patents held or pending supporting its technology platform.

Bhaskar Panigrahi, Chairman and Chief Executive Officer of ConnectM, commented, “Karl is an accomplished energy and thermal executive who has built and scaled businesses in the very channels Keen Labs sells through. His experience expanding national distribution networks and driving operational profitability makes him ideally suited to lead Keen Labs through its next phase of growth. We have established a strong technology platform and are beginning to demonstrate meaningful commercial traction. Karl brings the leadership, industry relationships, and execution capabilities to help us capitalize on this momentum, accelerate revenue growth, and build Keen Labs into a significantly larger and more profitable business.”

Most recently, Mr. Pomeroy served as Chief Executive Officer of Motili, a technology-enabled thermal services subsidiary of Daikin Comfort Technologies, from September 2019 through February 2026. During his tenure, he led a significant business transformation, driving over $200 million in revenue growth, improving margins by more than 1,000 basis points, and expanding the company’s national service capabilities. He also held enterprise-level responsibility for Daikin’s electrification initiatives, including the adoption of inverter-driven heat pump technologies, the same category Keen Labs sells, as well as Commercial National Accounts and Residential New Construction.

Previously, Mr. Pomeroy served as Division President of Goodman Distribution’s Western United States operations from 2010 to 2019, overseeing a large, multi-state distribution business with more than $600 million in annual sales and full profit and loss responsibility. In this role, he expanded the company’s distribution network to 66 branches, strengthened market share, and improved operating performance. He previously served as Division Vice President of Goodman Distribution from 2004 to 2010.

Earlier in his career, Mr. Pomeroy held senior leadership positions at Lennox International and Service Experts, including Regional Vice President of Operations and Director of Marketing, Merchandising and Training, where he oversaw multistate service operations and led sales, marketing, and business development initiatives across residential and commercial markets. He holds a Bachelor of Science degree in Communication from Ohio University.

“I am excited to join Keen Labs at such an important stage in its development,” said Mr. Pomeroy. “The business has a compelling combination of innovative energy technologies, established distribution relationships, and significant opportunities for expansion. Having spent my career scaling energy, thermal, distribution, and technology-enabled service businesses, I see tremendous potential to build on the foundation already in place. My immediate priorities are to get more distributors and installers carrying Keen equipment, enroll more of that equipment in our virtual power plant software, and position Keen Labs for sustainable, profitable growth.”

About ConnectM Technology Solutions, Inc.

ConnectM Technology Solutions, Inc. (OTCQX: CNTM) is a U.S.-based AI energy infrastructure company that integrates and operates the power, thermal and intelligence systems beneath AI compute. Its power offerings include battery storage, solar and distributed energy systems, and virtual power plant dispatch. Its thermal offerings include smart heat pumps sold through enterprise distributors. Its wholly owned subsidiary, Keen Labs, develops the AI platform for monitoring, energy optimization and predictive maintenance across connected equipment. ConnectM is evaluating distributed compute as an asset-light alternative to traditional data centers, with the Company supplying power, site access and orchestration and compute partners providing and operating the hardware. ConnectM is headquartered in Marlborough, Massachusetts. For more information, visit www.connectm.com.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. We have based these forward-looking statements on our current expectations and projections about future events. All statements, other than statements of present or historical fact included in this press release, regarding our future financial performance, our strategy, the proposed listing of our common stock on a national securities exchange, the Ascent financing and the repayment, amortization or conversion of outstanding notes, the expected contributions of our new executives, the contemplated divestiture of our Owned Service Network operations, expansion plans, future operations, future operating results, estimated revenues, projected costs, prospects, plans and objectives of management are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “continue,” “project” or the negative of such terms or other similar expressions. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements, including the risks described in the “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” sections of our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission, including that our financial statements include a going concern explanatory paragraph, that our application to list on a national securities exchange may not be approved, and that the value of our Blue Cloud shareholding, which is subject to a lock-up, may fluctuate significantly.

Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and ConnectM is under no obligation to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

Investor Relations Contacts
Crescendo Communications, LLC
(212) 671-1020
CNTM@crescendo-ir.com

ConnectM Technology Solutions, Inc.
+1 617-395-1333
irpr@connectm.com

HOUSTON, Nov. 03, 2026 (GLOBE NEWSWIRE) — Sysco Corporation (NYSE:SYY) (“Sysco” or the “company”) today announced financial results for its 13-week first fiscal quarter ended September 26, 2026.

Key financial results for the first quarter of fiscal year 2027 include the following (comparisons are to the same period in fiscal year 2026):

  • Sales increased 2.8%; U.S. Foodservice volume increased 2.6%; U.S. Foodservice local volume increased 2.7%;
  • Gross profit increased 3.8% to $4.1 billion;
  • Operating income decreased 10.4% to $717 million, and adjusted operating income increased 3.2% to $927 million1;
  • Net earnings increased 10.5% to $526 million, and adjusted net earnings increased 4.2% to $574 million1;
  • EBITDA increased 20.4% to $1.2 billion2, and adjusted EBITDA increased 5.4% to $1.1 billion1,2; and
  • EPS3 increased 10.1% to $1.09, and adjusted EPS1 increased 3.5% to $1.19.

“We are pleased to report a strong start to fiscal 2027. Our Q1 adjusted EPS performance was in-line with our expectations, fueled by positive volume growth, expanding gross margins, and disciplined expense control. We delivered profitable growth across the US and International segments despite continued softness in restaurant foot traffic, higher than expected fuel costs, and lower than expected U.S. food cost inflation. Sysco remains firmly focused on three priorities for the year: a) delivering with excellence for our customers, as well as our core Sysco financial commitments, b) improving our operating margins through AI-powered business transformation, and c) preparing for the anticipated closure of the Jetro Restaurant Depot transaction. I want to thank our entire team for their customer focus, the improvement in our business that they are delivering, and express how excited everyone at Sysco is for the year ahead,” said Kevin Hourican, Sysco’s Chair of the Board and Chief Executive Officer.

“Our teams delivered 2.7% local growth in our U.S. segment and grew adjusted operating income across our USFS and International segments. Our company specific initiatives kept us focused on the elements of performance within our control within a choppy operating environment. Looking ahead, we remain confident in our net cost savings targets enabled by AI technology which include our expectation for $100 million in savings included in our FY27 guidance, with benefits accelerating in the second half. We remain confident in delivering on our adjusted EPS growth guidance of 9%-11%, reflecting unchanged local volume growth assumptions of approximately 2.5%, while full year sales growth is now expected to be at the lower end of our 6%-7% range, reflecting a lower inflation environment for the industry,” said Brandon Sewell, Sysco’s Chief Financial Officer.

1 Adjusted financial results, including adjusted operating expense, adjusted operating income (loss), adjusted net earnings, adjusted earnings per share (EPS) and adjusted EBITDA, among others, are non-GAAP financial measures that exclude certain items, which primarily include acquisition-related costs, restructuring and severance costs, and transformational project costs. Reconciliations of all non-GAAP financial measures to the nearest corresponding GAAP financial measure are included at the end of this release.
2 Earnings before interest, taxes, depreciation and amortization (EBITDA) and adjusted EBITDA are non-GAAP financial measures. Reconciliations of all non-GAAP financial measures to the nearest corresponding GAAP financial measure are included at the end of this release.
3 Earnings per share (EPS) are shown on a diluted basis, unless otherwise specified.

First Quarter Fiscal Year 2027 Results (comparisons are to the same period in fiscal year 2026)

Total Sysco

Sales for the first quarter increased 2.8% to $21.7 billion.

Gross profit increased 3.8% to $4.1 billion, and gross margin increased 18 basis points to 18.6%. Product cost inflation was 0.3% at the total enterprise level, as measured by the estimated change in Sysco’s product costs, primarily in the meat category. The increase in gross profit for the first quarter was primarily driven by growth from local volumes, benefits associated with tariffs, strategic sourcing efficiencies, and Sysco Brand penetration.

Operating expenses increased 7.5%, driven by acquisition-related costs, higher volumes, and investments in higher growth areas of the business. Adjusted operating expenses increased 4.0%1.

Operating income decreased 10.4% to $717 million, driven by acquisition costs related to Jetro Restaurant Depot. Adjusted operating income increased 3.2% to $927 million1.

U.S. Foodservice Operations

The U.S. Foodservice Operations segment results were driven by balanced volume growth, positive Sysco Brand penetration rates, effective margin management, and benefits associated with tariffs.

Sales for the first quarter increased 2.4% to $15.1 billion. Total case volume within U.S. Foodservice increased 2.6% for the first quarter, and local case volume within U.S. Foodservice increased 2.7%.

Gross profit increased 3.2% to $2.9 billion, and gross margin increased 14 basis points to 19.2%.

Operating expenses increased 3.9%, and adjusted operating expenses increased 3.4%1.

Operating income increased 1.6% to $894 million, and adjusted operating income increased 2.7% to $941 million1.

International Foodservice Operations

The International Foodservice Operations segment continued to deliver strong top-line growth, including local volume growth, expanded margins, and double-digit adjusted profit growth.

Sales for the first quarter increased 5.1% to $4.2 billion. On a constant currency basis4, sales for the first quarter increased 6.0% to $4.2 billion. Foreign exchange rates decreased both International Foodservice Operations sales by 0.9% and total Sysco sales by 0.2% during the quarter.

Gross profit increased 7.4% to $887 million, and gross margin increased 45 basis points to 21.3%. On a constant currency basis4, gross profit increased 8.1% to $893 million. Foreign exchange rates decreased both International Foodservice Operations gross profit by 0.7% and total Sysco gross profit by 0.2% during the quarter.

Operating expenses increased 13.1%, and adjusted operating expenses increased 6.3%1. On a constant currency basis4, adjusted operating expenses increased 7.1%. Foreign exchange rates decreased both International Foodservice Operations operating expenses by 0.8% and total Sysco operating expenses by 0.2% during the quarter.

Operating income decreased 28.1% to $82 million, and adjusted operating income increased 12.2% to $165 million1. On a constant currency basis4, adjusted operating income increased 12.9% to $166 million. Foreign exchange rates decreased International Foodservice Operations operating income by 0.7% and had a negligible impact on total Sysco operating income during the quarter.

4 Represents a constant currency adjustment, which eliminates the impact of foreign currency fluctuations on current year results. These adjusted measures are non-GAAP financial measures. Reconciliations of all non-GAAP financial measures to the nearest corresponding GAAP financial measure are included at the end of this release.

Balance Sheet, Cash Flow and Capital Spending

As of the end of the quarter, the company had a cash balance of $3.2 billion and total liquidity of $5.8 billion.

Debt to net earnings was approximately 7.7 times, and Net Debt to adjusted EBITDA5 was approximately 2.4 times.

During the first 13 weeks of fiscal year 2027, Sysco returned $264 million to shareholders via dividends.

Cash flow from operations was $278 million and free cash flow6 was $230 million for the first 13 weeks of fiscal year 2027.

Capital expenditures, net of proceeds from sales of plant and equipment, for the first 13 weeks of fiscal year 2027 were $48 million.

5 Net debt to adjusted EBITDA is a non-GAAP financial measure frequently used by investors and credit rating agencies. Our net debt to adjusted EBITDA ratio is calculated using a numerator of our debt minus cash and cash equivalents, divided by the sum of the most recent four quarters of adjusted EBITDA. Reconciliations of all non-GAAP financial measures to the nearest corresponding GAAP financial measure are included at the end of this release.
6 Free cash flow is a non-GAAP financial measure that represents net cash provided from operating activities less purchases of plant and equipment and includes proceeds from sales of plant and equipment. Reconciliations of all non-GAAP financial measures to the nearest corresponding GAAP financial measure are included at the end of this release.

Conference Call & Webcast

Sysco will host a conference call to review the company’s first quarter fiscal year 2027 financial results on Tuesday, November 3, 2026, at 10:00 a.m. Eastern Time. A live webcast of the call, accompanying slide presentation and a copy of this news release will be available online at investors.sysco.com.

Key Highlights:
  13-Week Period Ended
       
Financial Comparison: September 26, 2026 September 27, 2025 Change
GAAP:      
Sales $21.7 billion $21.1 billion 2.8%
Gross Profit $4.1 billion $3.9 billion 3.8%
Gross Margin 18.6% 18.5% 18 bps
Operating Expenses $3.3 billion $3.1 billion 7.5%
Operating Income $717 million $800 million -10.4%
Operating Margin 3.3% 3.8% -48 bps
Net Earnings $526 million $476 million 10.5%
Diluted Earnings Per Share $1.09 $0.99 10.1%
       
Non-GAAP (1):      
Adjusted Operating Expenses $3.1 billion $3.0 billion 4.0%
Adjusted Operating Income $927 million $898 million 3.2%
Adjusted Operating Margin 4.3% 4.3% 1 bp
EBITDA $1.2 billion $1.0 billion 20.4%
Adjusted EBITDA $1.1 billion $1.1 billion 5.4%
Adjusted Net Earnings $574 million $551 million 4.2%
Adjusted Diluted Earnings Per Share (2) $1.19 $1.15 3.5%
       
Case Growth:      
U.S. Foodservice 2.6% 0.1%  
Local 2.7% -0.2%  
       
Sysco Brand Sales as a % of Cases (3):      
U.S. Broadline 35.8% 35.7% 8 bps
Local 46.6% 46.2% 44 bps
Note:
(1) Reconciliations of all non-GAAP financial measures to the nearest respective GAAP financial measures are included at the end of this release.
(2) Individual components in the table above may not sum to the totals due to the rounding.
(3) Amounts reflect the impact of current customer classifications; prior period history has been reclassified to match the current period customer classification.
 

Forward-Looking Statements

Statements made in this press release or in our earnings call for the first quarter of fiscal year 2027 that look forward in time or that express management’s beliefs, expectations or hopes are forward-looking statements under the Private Securities Litigation Reform Act of 1995. These statements concern, among other things, our future financial performance and results, business strategy, plans, goals and objectives, including certain outlook, business trends, our dividend and share repurchase programs, our expectation of future macroeconomic conditions and other statements that are not historical facts, including our expectations regarding foot traffic and volume growth and benefits to gross margins; our expectations regarding our future growth, including growth in sales and earnings per share; and our expectations regarding cost savings associated with AI, as well as statements about the expected timing and completion of the proposed transaction with Jetro Restaurant Depot and the anticipated benefits of such proposed transaction, including estimated synergies, and plans, impact on Sysco and expectations for Sysco after completion of the proposed transaction.

Such forward-looking statements reflect the views of management at the time such statements are made and are subject to a number of risks, uncertainties, estimates, and assumptions, including those outside of Sysco’s control. Risks and uncertainties include without limitation: the impact of geopolitical, economic and market conditions and developments, including changes in global trade policies and tariffs and foreign conflicts; risks related to our business initiatives; periods of significant or prolonged inflation or deflation and their impact on our product costs, volume, foot traffic, and profitability generally; risks related to our efforts to implement our transformation initiatives and meet our other long-term strategic objectives; risk of interruption of supplies and increase in product costs; risks related to changes in consumer eating habits; and impact of natural disasters or adverse weather conditions, public health crises, adverse publicity or lack of confidence in our products, and product liability claims as well as risks and uncertainties associated with our proposed transaction with Jetro Restaurant Depot, including but not limited to, the occurrence of any event, change or other circumstances that could give rise to the right of either or both parties to terminate the merger agreement; the risk that regulatory approvals may not be obtained or other closing conditions may not be satisfied in a timely manner or at all, as well as the risk that regulatory approvals are obtained subject to conditions that are not anticipated; the risk of other delays in closing the transaction; the possibility that any of the anticipated benefits and projected synergies of the transaction will not be realized or will not be realized within the expected time period; and the risk that the proposed transaction and its announcement could have an adverse effect on the market price of the common stock of Sysco. Should one or more of these risks or uncertainties materialize, or underlying assumptions prove incorrect, actual results may vary materially from those indicated in our forward-looking statements. Therefore, you should not place undue reliance on any of the forward-looking statements contained herein. For more information on these risks and other concerning factors that could cause actual results to differ from those expressed or forecasted, see our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and other filings with the SEC. We do not undertake to update our forward-looking statements, except as required by applicable law.

About Sysco

Sysco is the global leader in selling, marketing and distributing food and related products to customers who prepare meals away from home. This includes restaurants, healthcare and educational facilities, lodging establishments, entertainment venues, and more. Sysco operates 333 distribution centers, in 10 countries, with 75,000 colleagues serving approximately 670,000 customer locations. The company generated sales of more than $84 billion in fiscal year 2026 that ended June 27, 2026.

As the world’s largest food-away-from-home distributor, Sysco offers customized supply chain solutions, bespoke specialty product offerings, and culinary support to drive customers to innovate and optimize their operations. We act as a trusted business partner to our customers, helping them grow through our industry-leading portfolio that includes fresh produce, premium proteins, specialty products, sustainably focused items, equipment and supplies, and innovative culinary solutions.

For more information, visit www.sysco.com. For important news and key information for Sysco investors, visit the Investor Relations section of the company’s website at investors.sysco.com.

SYY-INVESTORS

 
Sysco Corporation and its Consolidated Subsidiaries
CONSOLIDATED RESULTS OF OPERATIONS (Unaudited)
(In Millions, Except for Share and Per Share Data)
  13-Week Period Ended
  Sep. 26, 2026   Sep. 27, 2025
       
Sales $  21,744      $  21,148 
Cost of sales    17,693         17,247 
Gross profit    4,051         3,901 
Operating expenses    3,334         3,101 
Operating income    717         800 
Interest expense    261         172 
Other expense (income), net (1)    (231 )      28 
Earnings before income taxes    687         600 
Income taxes    161         124 
Net earnings $  526      $  476 
       
Net earnings:      
Basic earnings per share $  1.09      $  0.99 
Diluted earnings per share    1.09         0.99 
       
Average shares outstanding    481,341,826         478,761,180 
Diluted shares outstanding    482,945,241         480,365,666 
       
(1) Sysco’s first quarter of fiscal 2027 included a gain of $234 million in other income related to deal contingent rate lock transactions entered into to mitigate interest rate risk on permanent debt issued to finance the purchase of JRD Unico, Inc. and Warehouse Realty, LLC (collectively, Jetro Restaurant Depot or JRD).
 

Sysco Corporation and its Consolidated Subsidiaries
CONSOLIDATED BALANCE SHEETS
(In Millions, Except for Share Data)
  Sep. 26, 2026   Jun. 27, 2026
  (Unaudited)    
ASSETS      
Current assets      
Cash and cash equivalents $ 3,171     $ 1,786  
Accounts receivable, less allowances of $38 and $13   6,296       5,865  
Inventories   5,455       5,338  
Prepaid expenses and other current assets   484       427  
Income tax receivable   6       21  
Total current assets   15,412       13,437  
Plant and equipment at cost, less accumulated depreciation   5,886       5,974  
Other long-term assets      
Goodwill   5,231       5,225  
Intangibles, less amortization   899       952  
Deferred income taxes   525       506  
Operating lease right-of-use assets, net   1,452       1,389  
Other assets   1,043       914  
Total other long-term assets   9,150       8,986  
Total assets $ 30,448     $ 28,397  
       
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities      
Accounts payable $ 6,736     $ 6,640  
Accrued expenses   2,473       2,456  
Accrued income taxes   186       60  
Current operating lease liabilities   170       166  
Current maturities of long-term debt   960       1,201  
Total current liabilities   10,525       10,523  
Long-term liabilities      
Long-term debt   12,860       12,315  
Deferred income taxes   486       456  
Long-term operating lease liabilities   1,349       1,285  
Other long-term liabilities   1,186       1,152  
Total long-term liabilities   15,881       15,208  
Shareholders’ equity      
Preferred stock, par value $1 per share Authorized 1,500,000 shares, issued none   —       —  
Common stock, par value $1 per share Authorized 2,000,000,000 shares, issued 777,520,579 and 765,174,900 shares   778       765  
Paid-in capital   3,077       2,114  
Retained earnings   14,002       13,748  
Accumulated other comprehensive loss   (906 )     (1,014 )
Treasury stock at cost, 285,593,166 and 286,631,270 shares   (12,909 )     (12,947 )
Total shareholders’ equity   4,042       2,666  
Total liabilities and shareholders’ equity $ 30,448     $ 28,397  
               

Sysco Corporation and its Consolidated Subsidiaries
CONSOLIDATED CASH FLOWS (Unaudited)
(In Millions)
  13-Week Period Ended
  Sep. 26, 2026   Sep. 27, 2025
Cash flows from operating activities:      
Net earnings $ 526     $ 476  
Adjustments to reconcile net earnings to cash provided by operating activities:      
Share-based compensation expense   28       31  
Depreciation and amortization   262       233  
Operating lease asset amortization   41       37  
Amortization of debt issuance and other debt-related costs   94       4  
Deferred income taxes   21       (5 )
Provision for losses on receivables   24       30  
Gain on deal contingent rate lock transactions   (234 )     —  
Other non-cash items   (23 )     8  
Additional changes in certain assets and liabilities, net of effect of businesses acquired:      
Increase in receivables   (280 )     (349 )
Increase in inventories   (115 )     (335 )
Increase in prepaid expenses and other current assets   (86 )     (42 )
Increase in accounts payable   70       82  
Decrease in accrued expenses   (132 )     (83 )
Decrease in operating lease liabilities   (56 )     (49 )
Increase in accrued income taxes   141       66  
Decrease (increase) in other assets   2       (11 )
Decrease in other long-term liabilities   (5 )     (7 )
Net cash provided by operating activities   278       86  
Cash flows from investing activities:      
Additions to plant and equipment   (97 )     (160 )
Proceeds from sales of plant and equipment   49       24  
Purchase of marketable securities   (135 )     —  
Proceeds from sales of marketable securities   10       7  
Other investing activities   —       22  
Net cash used for investing activities   (173 )     (107 )
Cash flows from financing activities:      
Bank and commercial paper borrowings, net   379       76  
Other debt borrowings including senior notes   1,067       2  
Other debt repayments including senior notes   (1,045 )     (42 )
Debt issuance costs   (47 )     (3 )
Proceeds from termination of interest rate swap agreements   70       —  
Proceeds from stock option exercises   37       43  
Proceeds from common stock issuances   1,000       —  
Stock issuance costs   (33 )     —  
Dividends paid   (264 )     (259 )
Other financing activities   (14 )     (12 )
Net cash provided by (used for) financing activities   1,150       (195 )
Effect of exchange rates on cash, cash equivalents and restricted cash   (3 )     (6 )
Net increase (decrease) in cash, cash equivalents and restricted cash   1,252       (222 )
Cash, cash equivalents and restricted cash at beginning of period   2,117       1,349  
Cash, cash equivalents and restricted cash at end of period $ 3,369     $ 1,127  
Supplemental disclosures of cash flow information:      
Cash paid during the period for:      
Interest $ 200     $ 178  
Income taxes, net of refunds   39       31  
               

Sysco Corporation and its Consolidated Subsidiaries
Non-GAAP Reconciliation (Unaudited)
Impact of Certain Items
 
The discussion of our results includes certain non-GAAP financial measures, including EBITDA and adjusted EBITDA, that we believe provide important perspective with respect to underlying business trends. Other than EBITDA and free cash flow, any non-GAAP financial measures will be denoted as adjusted measures to remove (1) restructuring charges; (2) expenses associated with our various transformation initiatives; (3) severance charges; and (4) acquisition-related costs consisting of: (a) intangible amortization expense and (b) acquisition costs and due diligence costs related to our acquisitions. Adjustments provided herein for fiscal year 2027 results of operations also remove amortization expense associated with debt issuance costs on a bridge loan facility and a gain on deal contingent rate lock transactions entered into to mitigate interest rate risk on permanent debt issued to finance the JRD Acquisition Transactions. No similar charges were applicable in the first quarter of fiscal year 2026.
 
The results of our operations can be impacted due to changes in exchange rates applicable in converting local currencies to U.S. dollars. We measure our results on a constant currency basis. Constant currency operating results are calculated by translating current-period local currency operating results with the currency exchange rates used to translate the financial statements in the comparable prior-year period to determine what the current-period U.S. dollar operating results would have been if the currency exchange rate had not changed from the comparable prior-year period.
 
Management believes that adjusting its operating expenses, operating income, operating margin, interest expense, other (income) expense, net earnings and diluted earnings per share to remove these Certain Items, presenting its results on a constant currency basis, provides an important perspective with respect to our underlying business trends and results. It provides meaningful supplemental information to both management and investors that (1) is indicative of the performance of the company’s underlying operations and (2) facilitates comparisons on a year-over-year basis.
 
Sysco has a history of growth through acquisitions and excludes from its non-GAAP financial measures the impact of acquisition-related intangible amortization, acquisition costs and due-diligence costs for those acquisitions. We believe this approach significantly enhances the comparability of Sysco’s results for fiscal year 2027 and fiscal year 2026.
 
Set forth on the following page is a reconciliation of sales, operating expenses, operating income, interest expense, other (income) expense, net earnings and diluted earnings per share to adjusted results for these measures for the periods presented. Individual components of diluted earnings per share may not be equal to the total presented when added due to rounding. Adjusted diluted earnings per share is calculated using adjusted net earnings divided by diluted shares outstanding. The non-GAAP financial measures shown in the following tables should not be used as a substitute for the most comparable GAAP financial measures in assessing the company’s financial performance for the periods presented. An analysis of any non-GAAP financial measure should be used in conjunction with results presented in accordance with GAAP.
 

Sysco Corporation and its Consolidated Subsidiaries
Non-GAAP Reconciliation (Unaudited)
Impact of Certain Items
(Dollars in Millions, Except for Share and Per Share Data)
  13-Week Period Ended Sep. 26, 2026   13-Week Period Ended Sep. 27, 2025   Change in Dollars   %/bps Change
Sales (GAAP) $ 21,744     $ 21,148     $ 596     2.8 %
Impact of currency fluctuations(1)   35           35     0.2  
Comparable sales using a constant currency basis (Non-GAAP) $ 21,779     $ 21,148     $ 631     3.0 %
               
Gross profit (GAAP) $ 4,051     $ 3,901     $ 150     3.8 %
Impact of currency fluctuations(1)   6           6     0.2  
Comparable gross profit adjusted for Certain Items using a constant currency basis (Non-GAAP) $ 4,057     $ 3,901     $ 156     4.0 %
               
Gross margin (GAAP)   18.63 %     18.45 %       18 bps
Impact of currency fluctuations(1)   —             0 bps
Comparable gross margin adjusted for Certain Items using a constant currency basis (Non-GAAP)   18.63 %     18.45 %       18 bps
               
Operating expenses (GAAP) $ 3,334     $ 3,101     $ 233     7.5 %
Impact of restructuring, transformational project, and other costs(2)   (102 )     (56 )     (46 )   (82.1 )
Impact of acquisition-related costs(3)   (108 )     (42 )     (66 )   NM
Operating expenses adjusted for Certain Items (Non-GAAP)   3,124       3,003       121     4.0  
Impact of currency fluctuations(1)   6           6     0.2  
Comparable operating expenses adjusted for Certain Items using a constant currency basis (Non-GAAP) $ 3,130     $ 3,003     $ 127     4.2 %
               
Operating expense as a percentage of sales (GAAP)   15.33 %     14.66 %       67 bps
Impact of certain item adjustments   (0.96 )     (0.46 )       -50 bps
Adjusted operating expense as a percentage of sales (Non-GAAP)   14.37 %     14.20 %       17 bps
               
Operating income (GAAP) $ 717     $ 800     $ (83 )   (10.4) %
Impact of restructuring, transformational project, and other costs(2)   102       56       46     82.1  
Impact of acquisition-related costs(3)   108       42       66     NM
Operating income adjusted for Certain Items (Non-GAAP)   927       898       29     3.2  
Impact of currency fluctuations(1)   —           —     —  
Comparable operating income adjusted for Certain Items using a constant currency basis (Non-GAAP) $ 927     $ 898     $ 29     3.2 %
               
Operating margin (GAAP)   3.30 %     3.78 %       -48 bps
Operating margin adjusted for Certain Items (Non-GAAP)   4.26 %     4.25 %       1 bp
Operating margin adjusted for Certain Items using a constant currency basis (Non-GAAP)   4.26 %     4.25 %       1 bp
               
Interest expense (GAAP) $ 261     $ 172     $ 89     51.7 %
Impact of bridge loan amortization(4)   (90 )     —       (90 )   NM
Interest expense adjusted for Certain Items (Non-GAAP) $ 171     $ 172     $ (1 )   (0.6) %
               
Other (income) expense (GAAP) $ (231 )   $ 28     $ (259 )   NM
Impact of deal contingent rate lock transactions and other items associated with the planned acquisition of Jetro Restaurant Depot(4)   237       —       237     NM
Other expense adjusted for Certain Items (Non-GAAP) $ 6     $ 28     $ (22 )   (78.6) %
               
Net earnings (GAAP) $ 526     $ 476     $ 50     10.5 %
Impact of restructuring, transformational project, and other costs(2)   102       56       46     82.1  
Impact of acquisition-related costs(3)   108       42       66     NM
Impact of bridge loan amortization(4)   90       —       90     NM
Impact of deal contingent rate lock transactions and other items associated with the planned acquisition of Jetro Restaurant Depot(4)   (237 )     —       (237 )   NM
Tax impact of restructuring, transformational project, and other costs(5)   (24 )     (13 )     (11 )   (84.6 )
Tax impact of acquisition-related costs(5)   (26 )     (10 )     (16 )   NM
Tax impact of bridge loan amortization(5)   (22 )     —       (22 )   NM
Tax impact of deal contingent rate lock transactions and other items associated with the planned acquisition of Jetro Restaurant Depot(5)   57       —       57     NM
Net earnings adjusted for Certain Items (Non-GAAP) $ 574     $ 551     $ 23     4.2 %
               
Diluted earnings per share (GAAP) $ 1.09     $ 0.99     $ 0.10     10.1 %
Impact of restructuring, transformational project, and other costs(2)   0.21       0.12       0.09     75.0  
Impact of acquisition-related costs(3)   0.22       0.09       0.13     NM
Impact of bridge loan amortization(4)   0.19       —       0.19     NM
Impact of deal contingent rate lock transactions and other items associated with the planned acquisition of Jetro Restaurant Depot(4)   (0.49 )     —       (0.49 )   NM
Tax impact of restructuring, transformational project, and other costs(5)   (0.05 )     (0.03 )     (0.02 )   (66.7 )
Tax impact of acquisition-related costs(5)   (0.05 )     (0.02 )     (0.03 )   NM
Tax impact of bridge loan amortization(5)   (0.05 )     —       (0.05 )   NM
Tax impact of deal contingent rate lock transactions and other items associated with the planned acquisition of Jetro Restaurant Depot(5)   0.12       —       0.12     NM
Diluted earnings per share adjusted for Certain Items (Non-GAAP)(6) $ 1.19     $ 1.15     $ 0.04     3.5 %
               
Diluted shares outstanding   482,945,241       480,365,666          

(1) Represents a constant currency adjustment, which eliminates the impact of foreign currency fluctuations on the current year results.
(2) Fiscal year 2027 includes $80 million related to various transformation initiative costs, primarily consisting of supply chain transformation costs and changes to our business technology strategy, and $22 million related to restructuring and severance charges. Fiscal year 2026 includes $46 million related to various transformation initiative costs, primarily consisting of supply chain transformation costs and changes to our business technology strategy, and $10 million related to restructuring and severance charges.
(3) Fiscal year 2027 includes $56 million in acquisition and due diligence costs and $52 million of intangible amortization expense. Fiscal year 2026 includes $31 million of intangible amortization expense and $11 million in acquisition and due diligence costs.
(4) Fiscal year 2027 primarily includes $90 million of amortization expense associated with debt issuance costs on a bridge loan facility and a gain of $234 million on deal contingent rate lock transactions, both of which are related to the planned acquisition of Jetro Restaurant Depot.
(5) The tax impact of adjustments for Certain Items is calculated by multiplying the pretax impact of each Certain Item by the statutory rates in effect for each jurisdiction where the Certain Item was incurred.
(6) Individual components of diluted earnings per share may not equal the total presented when added due to rounding. Total diluted earnings per share is calculated using adjusted net earnings divided by diluted shares outstanding.
NM Represents that the percentage change is not meaningful.
   

Sysco Corporation and its Consolidated Subsidiaries
Segment Results
Non-GAAP Reconciliation (Unaudited)
Impact of Certain Items on Applicable Segments
(Dollars in Millions)
  13-Week Period Ended Sep. 26, 2026   13-Week Period Ended Sep. 27, 2025   Change in Dollars   %/bps Change
U.S. FOODSERVICE OPERATIONS              
Sales (GAAP) $ 15,142     $ 14,780     $ 362     2.4 %
Gross profit (GAAP)   2,913       2,823       90     3.2 %
Gross margin (GAAP)   19.24 %     19.10 %       14 bps
               
Operating expenses (GAAP) $ 2,019     $ 1,943     $ 76     3.9 %
Impact of restructuring, transformational project, and other costs(1)   (28 )     (7 )     (21 )   NM
Impact of acquisition-related costs(2)   (19 )     (29 )     10     34.5  
Operating expenses adjusted for Certain Items (Non-GAAP) $ 1,972     $ 1,907     $ 65     3.4 %
               
Operating income (GAAP) $ 894     $ 880     $ 14     1.6 %
Impact of restructuring, transformational project, and other costs(1)   28       7       21     NM
Impact of acquisition-related costs(2)   19       29       (10 )   (34.5 )
Operating income adjusted for Certain Items (Non-GAAP) $ 941     $ 916     $ 25     2.7 %
               
INTERNATIONAL FOODSERVICE OPERATIONS              
Sales (GAAP) $ 4,168     $ 3,966     $ 202     5.1 %
Impact of currency fluctuations(3)   34           34     0.9  
Comparable sales using a constant currency basis (Non-GAAP) $ 4,202     $ 3,966     $ 236     6.0 %
               
Gross profit (GAAP) $ 887     $ 826     $ 61     7.4 %
Impact of currency fluctuations(3)   6           6     0.7  
Comparable gross profit using a constant currency basis (Non-GAAP) $ 893     $ 826     $ 67     8.1 %
               
Gross margin (GAAP)   21.28 %     20.83 %       45 bps
Impact of currency fluctuations(3)   (0.03 )           -3 bps
Comparable gross margin using a constant currency basis (Non-GAAP)   21.25 %     20.83 %       42 bps
               
Operating expenses (GAAP) $ 805     $ 712     $ 93     13.1 %
Impact of restructuring and transformational project costs(4)   (47 )     (23 )     (24 )   NM
Impact of acquisition-related costs(2)   (36 )     (10 )     (26 )   NM
Operating expenses adjusted for Certain Items (Non-GAAP)   722       679       43     6.3  
Impact of currency fluctuations(3)   5           5     0.8  
Comparable operating expenses adjusted for Certain Items using a constant currency basis (Non-GAAP) $ 727     $ 679     $ 48     7.1 %
               
Operating income (GAAP) $ 82     $ 114     $ (32 )   (28.1 )%
Impact of restructuring and transformational project costs(4)   47       23       24     NM
Impact of acquisition-related costs(2)   36       10       26     NM
Operating income adjusted for Certain Items (Non-GAAP)   165       147       18     12.2  
Impact of currency fluctuations(3)   1           1     0.7  
Comparable operating income adjusted for Certain Items using a constant currency basis (Non-GAAP) $ 166     $ 147     $ 19     12.9 %
               
SYGMA              
Sales (GAAP) $ 2,152     $ 2,129     $ 23     1.1 %
Gross profit (GAAP)   167       170       (3 )   (1.8 )%
Gross margin (GAAP)   7.76 %     7.98 %       -22 bps
               
Operating expenses (GAAP) $ 146     $ 145     $ 1     0.7 %
Operating income (GAAP)   21       25       (4 )   (16.0 )%
               
OTHER              
Sales (GAAP) $ 282     $ 273     $ 9     3.3 %
Gross profit (GAAP)   75       68       7     10.3 %
Gross margin (GAAP)   26.60 %     24.91 %       169 bps
               
Operating expenses (GAAP) $ 66     $ 64     $ 2     3.1 %
Operating income (GAAP)   9       4       5     NM
               
GLOBAL SUPPORT CENTER              
Gross profit (GAAP) $ 9     $ 14     $ (5 )   (35.7 )%
               
Operating expenses (GAAP) $ 298     $ 237     $ 61     25.7 %
Impact of restructuring and transformational project costs(5)   (27 )     (26 )     (1 )   (3.8 )
Impact of acquisition-related costs(6)   (53 )     (3 )     (50 )   NM
Operating expenses adjusted for Certain Items (Non-GAAP) $ 218     $ 208     $ 10     4.8 %
               
Operating loss (GAAP) $ (289 )   $ (223 )   $ (66 )   (29.6 )%
Impact of restructuring and transformational project costs(5)   27       26       1     3.8  
Impact of acquisition-related costs(6)   53       3       50     NM
Operating loss adjusted for Certain Items (Non-GAAP) $ (209 )   $ (194 )   $ (15 )   (7.7 )%
               
TOTAL SYSCO              
Sales (GAAP) $ 21,744     $ 21,148     $ 596     2.8 %
Gross profit (GAAP)   4,051       3,901       150     3.8 %
Gross margin (GAAP)   18.63 %     18.45 %       18 bps
               
Operating expenses (GAAP) $ 3,334     $ 3,101     $ 233     7.5 %
Impact of restructuring, transformational project, and other costs(1) (4) (5)   (102 )     (56 )     (46 )   (82.1 )
Impact of acquisition-related costs(2) (6)   (108 )     (42 )     (66 )   NM
Operating expenses adjusted for Certain Items (Non-GAAP) $ 3,124     $ 3,003     $ 121     4.0 %
               
Operating income (GAAP) $ 717     $ 800     $ (83 )   (10.4 )%
Impact of restructuring, transformational project, and other costs(1) (4) (5)   102       56       46     82.1  
Impact of acquisition-related costs(2) (6)   108       42       66     NM
Operating income adjusted for Certain Items (Non-GAAP) $ 927     $ 898     $ 29     3.2 %

(1) Primarily represents severance charges and transformation initiative costs.
(2) Fiscal year 2027 and fiscal year 2026 include intangible amortization expense and acquisition costs.
(3) Represents a constant currency adjustment, which eliminates the impact of foreign currency fluctuations on current year results.
(4) Includes restructuring and transformation initiative costs primarily in Europe.
(5) Includes various transformation initiative costs, primarily consisting of changes to our business technology strategy.
(6) Represents acquisition and due diligence costs.
NM Represents that the percentage change is not meaningful.
   


Sysco Corporation and its Consolidated Subsidiaries

Non-GAAP Reconciliation (Unaudited)
Free Cash Flow
(In Millions)

Free cash flow represents net cash provided from operating activities less purchases of plant and equipment and includes proceeds from sales of plant and equipment. Sysco considers free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business after the purchases and sales of buildings, fleet, equipment and technology, which may potentially be used to pay for, among other things, strategic uses of cash including dividend payments, share repurchases and acquisitions. However, free cash flow may not be available for discretionary expenditures, as it may be necessary that we use it to make mandatory debt service or other payments. Free cash flow should not be used as a substitute for the most comparable GAAP financial measure in assessing the company’s liquidity for the periods presented. An analysis of any non-GAAP financial measure should be used in conjunction with results presented in accordance with GAAP. In the table that follows, free cash flow for each period presented is reconciled to net cash provided by operating activities.

  13-Week Period Ended Sep. 26, 2026   13-Week Period Ended Sep. 27, 2025   13-Week Period Change in Dollars
Net cash provided by operating activities (GAAP) $  278      $  86      $  192 
Additions to plant and equipment    (97 )      (160 )      63 
Proceeds from sales of plant and equipment    49         24         25 
Free Cash Flow (Non-GAAP) $  230      $  (50 )   $  280 
                     


Sysco Corporation and its Consolidated Subsidiaries

Non-GAAP Reconciliation (Unaudited)
Impact of Certain Items on Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA)
(Dollars in Millions)

EBITDA represents net earnings (loss) plus (i) interest expense, (ii) income tax expense and benefit, (iii) depreciation and (iv) amortization. The net earnings (loss) component of our EBITDA calculation is impacted by Certain Items that we do not consider representative of our underlying performance. As a result, in the non-GAAP reconciliations below for each period presented, adjusted EBITDA is computed as EBITDA plus the impact of Certain Items, excluding certain items related to interest expense, income taxes, depreciation and amortization. Sysco’s management considers growth in this metric to be a measure of overall financial performance that provides useful information to management and investors about the profitability of the business, as it facilitates comparison of performance on a consistent basis from period to period by providing a measurement of recurring factors and trends affecting our business. Additionally, it is a commonly used component metric used to inform on capital structure decisions. Adjusted EBITDA should not be used as a substitute for the most comparable GAAP financial measure in assessing the company’s financial performance for the periods presented. An analysis of any non-GAAP financial measure should be used in conjunction with results presented in accordance with GAAP. In the tables that follow, adjusted EBITDA for each period presented is reconciled to net earnings.

  13-Week Period Ended Sep. 26, 2026   13-Week Period Ended Sep. 27, 2025   Change in Dollars   % Change
Net earnings (GAAP) $ 526     $ 476     $ 50     10.5 %
Interest (GAAP)   261       172       89     51.7  
Income taxes (GAAP)   161       124       37     29.8  
Depreciation and amortization (GAAP)   262       233       29     12.4  
EBITDA (Non-GAAP) $ 1,210     $ 1,005     $ 205     20.4 %
Certain Item adjustments:              
Impact of restructuring, transformational project, and other costs(1)   98       54       44     81.5  
Impact of acquisition-related costs(2)   57       11       46     NM
Impact of deal contingent rate lock transactions and other items associated with the planned acquisition of Jetro Restaurant Depot(3)   (237 )     —       (237 )   NM
EBITDA adjusted for Certain Items (Non-GAAP)(4) $ 1,128     $ 1,070     $ 58     5.4 %
Other expense (income), net, as adjusted (Non-GAAP)(5)   6       28       (22 )   (78.6 )
Depreciation and amortization, as adjusted (Non-GAAP)(6)   (207 )     (200 )     (7 )   (3.5 )
Operating income adjusted for Certain Items (Non-GAAP) $ 927     $ 898     $ 29     3.2 %

(1) Fiscal year 2027 and fiscal year 2026 include charges related to restructuring and severance, as well as various transformation initiative costs, primarily consisting of supply chain transformation costs and changes to our business technology strategy, excluding charges related to accelerated depreciation.
(2) Fiscal year 2027 and fiscal year 2026 include acquisition and due diligence costs.
(3) Fiscal year 2027 primarily includes a gain on deal contingent rate lock transactions related to the planned acquisition of Jetro Restaurant Depot.
(4) In arriving at adjusted EBITDA, Sysco does not exclude interest income of $7 million and $6 million or non-cash stock compensation expense of $28 million and $31 million in fiscal 2027 and fiscal 2026, respectively.
(5) Fiscal year 2027 represents $231 million in GAAP other expense (income), net less $237 million in income primarily from a gain on deal contingent rate lock transactions entered into to mitigate interest rate risk on permanent debt issued to finance the purchase of Jetro Restaurant Depot. Fiscal year 2026 represents $28 million in GAAP other expense (income), net.
(6) Fiscal year 2027 includes $262 million in GAAP depreciation and amortization expense, less $55 million of Non-GAAP depreciation and amortization expense primarily related to acquisitions. Fiscal year 2026 includes $233 million in GAAP depreciation and amortization expense, less $33 million of Non-GAAP depreciation and amortization expense primarily related to acquisitions.
NM Represents that the percentage change is not meaningful.
   


Sysco Corporation and its Consolidated Subsidiaries

Non-GAAP Reconciliation (Unaudited)
Net Debt to Adjusted EBITDA
(In Millions)

Net Debt to Adjusted EBITDA is a non-GAAP financial measure frequently used by investors and credit rating agencies. It is an important measure used by management to evaluate our access to liquidity, and we believe it is a representation of our financial strength. Our Net Debt to Adjusted EBITDA ratio is calculated using a numerator of our debt minus cash and cash equivalents, divided by the sum of the most recent four quarters of Adjusted EBITDA. In the table that follows, we have provided the calculation of our debt and net debt as a ratio of Adjusted EBITDA.

    Sep. 26, 2026
Current maturities of long-term debt   $ 960  
Long-term debt     12,860  
Total Debt (GAAP)     13,820  
Cash & Cash Equivalents     (3,171 )
Net Debt (Non-GAAP)   $ 10,649  
     
Net Earnings for the previous 12 months (GAAP)   $ 1,806  
Adjusted EBITDA for the previous 12 months (Non-GAAP)(1)   $ 4,445  
     
Total Debt/Net Earnings Ratio (GAAP)     7.65  
Total Debt/Adjusted EBITDA Ratio (Non-GAAP)     3.11  
Net Debt/Adjusted EBITDA Ratio (Non-GAAP)     2.40  
     
Note:
(1) Refer to non-GAAP reconciliation at the end of this release.
 


Sysco Corporation and its Consolidated Subsidiaries

Non-GAAP Reconciliation (Unaudited)
Impact of Certain Items on Earnings Before Interest, Taxes, Depreciation and Amortization (Trailing Twelve Months)
(In Millions)

  13-Week Period Ended Sep. 26, 2026   13-Week
Period Ended
Jun. 27, 2026
  13-Week
Period Ended
Mar. 28, 2026
  13-Week
Period Ended
Dec. 27, 2025
  Total
Net earnings (GAAP) $ 526     $ 551   $ 340   $ 389   $ 1,806  
Interest (GAAP)   261       205     168     173     807  
Income taxes (GAAP)   161       169     105     121     556  
Depreciation and amortization (GAAP)   262       252     251     240     1,005  
EBITDA (Non-GAAP) $ 1,210     $ 1,177   $ 864   $ 923   $ 4,174  
Certain Item adjustments:                  
Impact of restructuring and transformational project costs(1)   98       77     93     55     323  
Impact of acquisition-related costs(2)   57       38     13     23     131  
Impact of deal contingent rate lock transactions(3)   (237 )     54     —     —     (183 )
EBITDA adjusted for Certain Items (Non-GAAP)(4) $ 1,128     $ 1,346   $ 970   $ 1,001   $ 4,445  

(1) Includes charges related to restructuring and severance, as well as various transformation initiative costs, primarily consisting of supply chain transformation costs and changes to our business technology strategy, excluding charges related to accelerated depreciation. In addition, the 13-week period ended Jun. 27, 2026 includes the reversal of charges associated with a legal matter that were included in the 13-week period ended Mar. 28, 2026.
(2) Includes acquisition and due diligence costs.
(3) The 13-week period ended Sep. 26, 2026 includes a gain on deal contingent rate lock transactions related to the planned acquisition of Jetro Restaurant Depot. The 13-week period ended Jun. 27, 2026 includes a loss on deal contingent rate lock transactions related to the planned acquisition of Jetro Restaurant Depot.
(4) In arriving at adjusted EBITDA, Sysco does not adjust out interest income of $7 million or non-cash stock compensation expense of $28 million in Q1 fiscal year 2027, interest income of $8 million or non-cash stock compensation expense of $24 million in Q4 fiscal year 2026, interest income of $6 million or non-cash stock compensation expense of $31 million in Q3 fiscal year 2026, and interest income of $5 million or non-cash stock compensation expense of $33 million in Q2 fiscal year 2026.
   


Projected Adjusted EPS Guidance

Adjusted earnings per share is a non-GAAP financial measure; however, we cannot predict with certainty certain items that would be included in the most directly comparable GAAP measure for the relevant future periods. Due to these uncertainties, we cannot provide a quantitative reconciliation of projected adjusted EPS to the most directly comparable GAAP financial measure without unreasonable effort. However, we expect to calculate adjusted earnings per share for future periods in the same manner as the reconciliations provided for the historical periods herein.

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