CALGARY, Alberta, Nov. 02, 2026 (GLOBE NEWSWIRE) — Athabasca Oil Corporation (TSX: ATH) (“Athabasca” or the “Corporation”) announced today that it has filed its management information circular (the “Information Circular”) and related materials for the upcoming special meeting (the “Meeting”) of holders (the “Athabasca Shareholders”) of its common shares (the “Athabasca Shares”). At the Meeting, Athabasca Shareholders will consider the previously announced acquisition of all outstanding Athabasca Shares by Cenovus Energy Inc. (“Cenovus”) pursuant to a plan of arrangement (the “Arrangement” or the “Transaction”). The Information Circular and related Meeting materials can be found on Athabasca’s SEDAR+ profile at www.sedarplus.ca and on its website at www.atha.com/2026-special-meeting.

  • The Board of Directors of Athabasca (the “Athabasca Board”) unanimously recommends that shareholders vote FOR the Transaction
  • Vote today. The proxy voting deadline is November 25, 2026 at 10:00 a.m. (Calgary time)
  • Questions or Require Voting Assistance? Contact Athabasca’s proxy solicitation agent, Laurel Hill Advisory Group by telephone at 1‑877‑452‑7184 (toll-free in North America), 1-416-304-0211 (outside North America), by texting “INFO” to either number, or by email to assistance@laurelhill.com. Also visit www.atha.com/2026-special-meeting for more information

Consideration under the Arrangement

Under the terms of the Arrangement, Cenovus will acquire all of the issued and outstanding Athabasca Shares for cash and share consideration valued at $12.00 per Athabasca Share (the “Purchase Price”). Athabasca shareholders will have the option to elect to receive (i) $12.00 in cash for each Athabasca Share held; (ii) 0.264 of a Cenovus share for each Athabasca Share held; or (iii) such other proportion of cash and Cenovus shares as specified by the Athabasca shareholder. Shareholders who do not make a valid election will be deemed to have elected to receive default consideration of 100% cash for their Athabasca Shares.

All elections (including deemed elections) will be subject to pro-ration and cash and Cenovus share maximums. The aggregate cash consideration will not exceed 75% of the total consideration payable under the Arrangement, and the aggregate share consideration will not exceed 35% of the total consideration payable under the Arrangement. Accordingly, the aggregate total consideration will comprise between 65% and 75% cash and between 25% and 35% Cenovus shares, based on elections made and deemed to be made. Depending on a particular shareholder’s election or deemed election and pro-rationing, an Athabasca shareholder may ultimately receive entirely cash, entirely Cenovus shares or a combination of both.

Strategic Rationale

  • Compelling Value and Transaction Metrics: The $12.00 per share consideration, represents a 14% premium to Athabasca’s 20-day volume-weighted average as at October 2, 2026. The Transaction implies compelling metrics1 of $127,000 per boe/d and 10.2x Debt Adjusted Funds Flow based on Athabasca management’s forecasts. These metrics compare exceptionally well with historical corporate energy transactions.
  • Recognition of Exceptional Shareholder Value Creation: The Transaction recognizes the substantial value created by Athabasca, as demonstrated by total shareholder return exceeding 1,000% over the past five years.
  • Meaningful Premium to Athabasca’s After-Tax Net Asset Value: The Purchase Price represents a premium of 25% to Athabasca’s Proved plus Probable After-Tax Net Asset Value2. Athabasca shareholders will receive immediate recognition of the value embedded in Athabasca’s standalone growth plans, including the Leismer expansion, Corner development and Duvernay Energy.
  • Flexible Consideration with Value Certainty and Continued Upside: The aggregate consideration mix of 65% cash and 35% equity provides Athabasca shareholders with near-term liquidity and value certainty, together with continued upside exposure to Cenovus’s broader portfolio of leading in-situ assets. Athabasca shareholders have election flexibility to prioritize near-term value crystallization, continued participation in future value creation across Cenovus’s portfolio or a combination of both.
  • Accelerated Development of Athabasca’s Deep Thermal Resource Portfolio: Athabasca’s long-life Thermal resource will benefit from increased and accelerated development utilizing Cenovus’s fiscal capacity. Specifically, Corner Phases 2 and 3 and further Leismer expansions are expected to be accelerated relative to the timelines contemplated in Athabasca’s standalone plan.
  • Synergies: Consolidating Cenovus and Athabasca assets in the McMurray fairway is expected to generate significant operational synergies and allow execution of a broader growth strategy. Cenovus’s integrated platform and scale are better positioned to manage ongoing fiscal, regulatory and market-access risks.
  • Duvernay Consolidation: The Transaction consolidates ownership of Duvernay Energy Corporation under Cenovus, simplifies development planning and complements Cenovus’s conventional business. Cenovus will be able to accelerate development, utilizing its strong balance sheet to drive growth and capture value in these top-tier assets

Footnote: Refer to the “Reader Advisory” section within this news release for additional information on Non‐GAAP Financial Measure (e.g.  Debt Adjusted Funds Flow) and production disclosures.

Notes: 1. Metrics based on $5.7 billion enterprise value to Athabasca management’s 2026 exit production and Debt Adjusted Funds Flow forecast. 2026 strip commodity prices (Sept. 28): US$85 WTI, US$15.50 Western Canadian Select heavy differential, C$1.80 AECO, 0.72 C$/US$ FX. 2. After-Tax Net Asset Value per Share calculated as at December 31, 2025 as evaluated by Athabasca’s independent reserves evaluator McDaniel as Proved plus Probable after-tax NPV10, adjusted for Net Cash as at June 30, 2026, and the Duvernay Energy minority interest divided by common shares. 

The Meeting

The Meeting is being held to vote on a special resolution to approve the previously announced Arrangement which provides for the acquisition of all of the outstanding Athabasca Shares by Cenovus.

The Meeting will be held in a hybrid format on November 27, 2026 at 10:00 a.m. (Calgary time), where Athabasca Shareholders can participate in person at Lumi Experience Studio, Suite 1410, 225 6 Ave SW, Calgary, Alberta, Canada, T2P 3S9, or through a live audio webcast accessible online at https://meetings.lumiconnect.com/400-819-831-662 (case-sensitive). The password for the live audio webcast is “athabasca2026” (case-sensitive).

Athabasca Board Recommendation

The Athabasca Board unanimously recommends that Athabasca Shareholders vote FOR the Transaction Resolution. In making their recommendations, the Athabasca Board and a special committee of independent directors of the Corporation considered and relied on a number of factors, including the strategic rationale and anticipated benefits to Athabasca Shareholders outlined above and described in greater detail in the Information Circular.

Vote Your Shares Today – Voting is Important and Easy

The deadline for shareholders to return their completed proxies or voting instruction forms is Wednesday, November 25, 2026 at 10:00 a.m. (Calgary time).

Shareholders are encouraged to vote well in advance of the Meeting to ensure votes are received in a timely manner. Further voting instructions can be found at  www.atha.com/2026-special-meeting or by calling Laurel Hill at the contact below.

Shareholder Questions and Voting Assistance

If you have questions, including the procedures for voting, please contact Athabasca’s proxy solicitation agent:

Laurel Hill Advisory Group

Toll-free calls in North America at 1-877-452-7184 (1-416-304-0211 outside North America)

Text message by texting “INFO” to 416-304-0211 or 1-877-452-7184

Email at assistance@laurelhill.com

About Athabasca Oil Corporation

Athabasca Oil Corporation is a Canadian energy company with a focused strategy on the development of thermal and light oil assets. Situated in Alberta’s Western Canadian Sedimentary Basin, the Company has amassed a significant land base of extensive, high quality resources. Athabasca’s light oil assets are held in a private subsidiary (Duvernay Energy Corporation) in which Athabasca owns a 70% equity interest. Athabasca’s common shares trade on the TSX under the symbol “ATH”. For more information, visit www.atha.com.

For more information, please contact:
Matthew Taylor Robert Broen
Chief Financial Officer President and CEO
1-403-817-9104 1-403-817-9190
mtaylor@atha.com rbroen@atha.com
   

Reader Advisory:

This News Release contains forward-looking information that involves various risks, uncertainties and other factors. All information other than statements of historical fact is forward-looking information. The use of any of the words “anticipate”, “plan”, “project”, “continue”, “maintain”, “may”, “estimate”, “expect”, “will”, “target”, “forecast”, “could”, “intend”, “potential”, “guidance”, “outlook” and similar expressions suggesting future outcome are intended to identify forward-looking information. The forward-looking information is not historical fact, but rather is based on the Company’s current plans, objectives, goals, strategies, estimates, assumptions and projections about the Company’s industry, business and future operating and financial results. This information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information. No assurance can be given that these expectations will prove to be correct and such forward-looking information included in this News Release should not be unduly relied upon. This information speaks only as of the date of this News Release. In particular, this News Release contains forward-looking information pertaining to, but not limited to, the following: the Purchase Price per Athabasca share to be received pursuant to the Transaction; the anticipated benefits of the Transaction to Athabasca shareholders, including but not limited to near-term liquidity and value certainty and participation in future upside of Cenovus; the form of consideration and elections under the Transaction; the implied value of the Transaction and Athabasca management’s 2026 exit production and Debt Adjusted Funds Flow forecast; the anticipated timing for closing of the Transaction; the expectation that Cenovus is better positioned to manage ongoing fiscal, regulatory and market-access risk; the expectation that the Transaction provides significant and immediate recognition of the value embedded in Athabasca’s standalone growth plans; the anticipated accelerated development of Athabasca’s assets under Cenovus’s ownership, including the advancement of Corner Phases 2 and 3 and further Leismer expansions relative to the timelines contemplated in Athabasca’s standalone plans; the anticipated ramp-up of production at Leismer, including the timing of steaming of well pairs, the winter drilling program and the expectation that the Leismer expansion will remain on budget and on schedule; the development of the Corner Phase 1 project; Duvernay Energy’s development plans, including the timing of production from new well pads and the construction of regional infrastructure; the expectations that consolidating Cenovus and Athabasca assets in the McMurray fairway will generate significant operational and development synergies to enhance asset value; the expectations that the consolidated ownership of Duvernay Energy under Cenovus as a result of the Transaction will simplify development planning, accelerate development, drive growth, capture value and complement Cenovus’s conventional business; the anticipated timing for holding of the shareholder meeting; the expected timing of the mailing of the management information circular; and other similar statements.

With respect to forward-looking information contained in this News Release, assumptions have been made regarding, among other things: the timely completion of the Transaction and the satisfaction of the conditions to which the Transaction is subject to; the approval of the Transaction at the shareholder meeting; Athabasca’s standalone plan; regulatory and government approvals for the Transaction, including approval of the Court of King’s Bench of Alberta and receipt of applicable regulatory and stock exchange approvals, in each case on the anticipated timelines; the realization of anticipated benefits of the Transaction including significant operational and development synergies;  commodity prices; the regulatory framework governing royalties, taxes and environmental matters in the jurisdictions in which the Company conducts and will conduct business and the effects that such regulatory framework will have on the Company, including on the Company’s financial condition and results of operations; the Company’s financial and operational flexibility; the Company’s financial sustainability; Athabasca’s cash flow break-even commodity prices; the Company’s ability to obtain qualified staff and equipment in a timely and cost-efficient manner; the applicability of technologies for the recovery and production of the Company’s reserves and resources; future capital expenditures to be made by the Company; future production levels; the Company’s ability to obtain financing and/or enter into joint venture arrangements, on acceptable terms as permitted under the Agreement; operating costs; compliance of counterparties with the terms of contractual arrangements; impact of increasing competition globally; collection risk of outstanding accounts receivable from third parties; geological and engineering estimates in respect of the Company’s reserves and resources; recoverability of reserves and resources; the geography of the areas in which the Company is conducting exploration and development activities and the quality of its assets. Certain other assumptions related to the Company’s Reserves and Resources are contained in the report of McDaniel & Associates Consultants Ltd. (“McDaniel”) evaluating Athabasca’s Proved Reserves, Probable Reserves and Contingent Resources as at December 31, 2025 (which is referred to herein as the “McDaniel Report”).

Actual results could differ materially from those anticipated in this forward-looking information as a result of the risk factors set forth in the Company’s Annual Information Form (“AIF”) dated March 4, 2026 available on SEDAR at www.sedarplus.ca, including, but not limited to: weakness in the oil and gas industry; exploration, development and production risks; prices, markets and marketing; market conditions; trade relations and tariffs; climate change and carbon pricing risk; statutes and regulations regarding the environment; regulatory environment and changes in applicable law; gathering and processing facilities, pipeline systems and rail; reputation and public perception of the oil and gas sector; environment, social and governance goals; political uncertainty; state of capital markets; ability to finance capital requirements; access to capital and insurance; abandonment and reclamation costs; changing demand for oil and natural gas products; anticipated benefits of acquisitions and dispositions; royalty regimes; foreign exchange rates and interest rates; reserves; hedging; operational dependence; operating costs; project risks; supply chain disruption; financial assurances; diluent supply; third party credit risk; indigenous claims; reliance on key personnel and operators; income tax; cybersecurity; advanced technologies; hydraulic fracturing; liability management; seasonality and weather conditions; unexpected events; internal controls; evolving corporate governance, sustainability and reporting framework; limitations of insurance; litigation; natural gas overlying bitumen resources; competition; chain of title and expiration of licenses and leases; breaches of confidentiality; new industry related activities or new geographical areas; water use restrictions and/or limited access to water; relationship with Duvernay Energy Corporation; management estimates and assumptions; third-party claims; conflicts of interest; inflation and cost management; credit ratings; growth management; impact of pandemics; ability of investors resident in the United States to enforce civil remedies in Canada; and risks related to Athabasca’s debt and securities. All subsequent forward-looking information, whether written or oral, attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. All subsequent forward-looking information, whether written or oral, attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. Further information regarding the assumptions and risks inherent in the making of forward- looking statements and in respect of the Transaction will be found in the management information circular, along with Athabasca’s other public disclosure documents, including the Company’s AIF dated March 4, 2026, which are available on SEDAR+ at www.sedarplus.ca.

Also included in this News Release are estimates of Athabasca’s 2026 exit production and Debt Adjusted Fund Flow, which are based on the various assumptions as to production levels, commodity prices, currency exchange rates and other assumptions disclosed in this News Release. To the extent any such estimate constitutes a financial outlook, it was approved by management and the Board of Directors of Athabasca and is included to provide readers with an understanding of the Company’s outlook. Management does not have firm commitments for all of the costs, expenditures, prices or other financial assumptions used to prepare the financial outlook or assurance that such operating results will be achieved and, accordingly, the complete financial effects of all of those costs, expenditures, prices and operating results are not objectively determinable. The actual results of operations of the Company and the resulting financial results may vary from the amounts set forth herein, and such variations may be material. The outlook and forward-looking information contained in this News Release was made as of the date of this News Release and the Company disclaims any intention or obligations to update or revise such outlook and/or forward-looking information, whether as a result of new information, future events or otherwise, unless required pursuant to applicable law.

Oil and Gas Information

“BOEs” may be misleading, particularly if used in isolation. A BOE conversion ratio of six thousand cubic feet of natural gas to one barrel of oil equivalent (6 Mcf: 1 bbl) is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. As the value ratio between natural gas and crude oil based on the current prices of natural gas and crude oil is significantly different from the energy equivalency of 6:1, utilizing a conversion on a 6:1 basis may be misleading as an indication of value.

Reserves Information

The McDaniel Report was prepared using the assumptions and methodology guidelines outlined in the COGE Handbook and in accordance with National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities, effective December 31, 2025. There are numerous uncertainties inherent in estimating quantities of bitumen, light crude oil and medium crude oil, tight oil, conventional natural gas, shale gas and natural gas liquids reserves and the future cash flows attributed to such reserves. The reserve and associated cash flow information set forth above are estimates only. In general, estimates of economically recoverable reserves and the future net cash flows therefrom are based upon a number of variable factors and assumptions, such as historical production from the properties, production rates, ultimate reserve recovery, timing and amount of capital expenditures, marketability of oil and natural gas, royalty rates, the assumed effects of regulation by governmental agencies and future operating costs, all of which may vary materially. For those reasons, estimates of the economically recoverable reserves attributable to any particular group of properties, classification of such reserves based on risk of recovery and estimates of future net revenues associated with reserves prepared by different engineers, or by the same engineers at different times, may vary. The Company’s actual production, revenues, taxes and development and operating expenditures with respect to its reserves will vary from estimates thereof and such variations could be material. Reserves figures described herein have been rounded to the nearest MMbbl or MMboe. For additional information regarding the consolidated reserves and information concerning the resources of the Company as evaluated by McDaniel in the McDaniel Report, please refer to the Company’s AIF that is available on SEDAR+ at www.sedarplus.ca.

Reserves Values is calculated using the estimated net present value of all future net revenue from our reserves, before income taxes discounted at 10%, as estimated by McDaniel effective December 31, 2025 and based on average pricing of McDaniel, Sproule ERCE and GLJ as of January 1, 2026, and the Duvernay Energy Corporation minority interest.

Non-GAAP and Other Financial Measures, and Production Disclosure

The  ”Debt Adjusted Funds Flow” financial measures contained in this News Release do not have standardized meanings which are prescribed by IFRS and they are considered to be non-GAAP financial measures or ratios. These measures may not be comparable to similar measures presented by other issuers and should not be considered in isolation with measures that are prepared in accordance with IFRS. Net Cash is a supplementary financial measures.

Debt Adjusted Funds Flow

Debt Adjusted Funds Flow is a financial measure contained in this News Release that does not have a standardized meaning prescribed by IFRS and is considered to be a non-GAAP financial measure. It is not intended to represent cash flow from operating activities, net earnings or other measures of financial performance calculated in accordance with IFRS. The Debt Adjusted Funds Flow measure allows management and others to evaluate the Company’s ability to fund its capital programs and meet its ongoing financial obligations using cash flow internally generated from ongoing operating related activities excluding interest costs related to debt instruments. This non-GAAP financial measure may not be comparable to similar measures presented by other issuers and should not be considered in isolation with measures that are prepared in accordance with IFRS.

Net Cash

Net Cash is a supplementary financial measure and is defined as current assets less current liabilities less the face value of long-term debt, excluding risk management contracts.

Conference Call Scheduled for 8:30 a.m. Eastern Time

JUPITER, Fla., Nov. 02, 2026 (GLOBE NEWSWIRE) — AMG (NYSE: AMG) will report financial and operating results for the third quarter ended September 30, 2026 on Monday, November 9, 2026. A conference call will be held at 8:30 a.m. Eastern time on the same day.

In addition to quarterly results, the conference call may include discussion of management’s expectations of future financial and operating results. Jay C. Horgen, President and Chief Executive Officer, and Dava E. Ritchea, Chief Financial Officer, will host the session.

Parties interested in listening to the conference call should dial 1-877-407-8291 (U.S. calls) or 1-201-689-8345 (non-U.S. calls) shortly before the call begins.

The conference call will also be available for replay beginning approximately one hour after the conclusion of the call. To hear a replay of the call, please dial 1-877-660-6853 (U.S. calls) or 1-201-612-7415 (non-U.S. calls) and provide conference ID 13762760. The live call and replay of the session, and a presentation highlighting the Company’s performance, can also be accessed via AMG’s website at https://ir.amg.com/.

For more information on AMG, please visit www.amg.com.

Investor & Media Relations:

Patricia Figueroa
+1 (617) 747-3300
ir@amg.com
pr@amg.com

© 2026 Affiliated Managers Group, Inc. All rights reserved.

Full-year revenue increased 7.9% to $5.6 million; second-half revenue grew 12.8% to $2.9 million; cash, cash equivalents and marketable securities increased to $22.8 million

SYDNEY, Australia, Nov. 02, 2026 (GLOBE NEWSWIRE) — GMEX Robotics Corporation (NASDAQ: GMEX) (“GMEX Robotics” or the “Company”), a technology company focused on the development and commercialization of AI-powered robotics and intelligent automation solutions, today announced full year financial results for fiscal year ended June 30, 2026 and provided an update on its business strategy.

Revenue for the full fiscal year ended June 30, 2026 increased 7.9% to $5.6 million from $5.2 million for the full fiscal year ended June 30, 2025. Revenue for the six months ended June 30, 2026, the second half of fiscal 2026, increased 12.8% to $2.9 million, compared with $2.6 million in the prior-year period. Full-year net loss was $17.37 million, compared with $0.68 million in fiscal 2025, primarily reflecting $12.1 million of net other expense driven by non-recurring digital-asset and financing-related items associated with corporate restructuring activities. At June 30, 2026, the Company had cash and cash equivalents and marketable securities of $22.8 million, and stockholders’ equity of $28.56. million.

“During fiscal 2026, we advanced our transition into AI-powered robotics with the backdrop of revenue growth from our established fitness equipment vertical,” said Sam Lu, GMEX Robotics’ Chief Executive Officer. “Our first Bon Vivant cooking system deployment order and the introduction of our vision sensor mounting system represent progress in bringing our hardware capabilities to commercial applications. Recently, our investment in MediaMeta added access to technology that we intend to integrate into our Terminal + Brain platform.”

“As we focus on growing our robotics business, we are also focused on managing our expenses to optimize operating performance of the Company. Our priorities are to advance commercial deployments, integrate complementary AI capabilities and manage spending as we develop the business. Our longer-term objective is to build hardware sales alongside recurring software and service revenue,” concluded Mr. Lu.

Business Highlights for Fiscal Year Ended June 30, 2026

  • Received an initial order in May 2026 valued at approximately AU$504,000 for Bon Vivant 3.0 cooking systems under a previously announced AU$4.2 million (or the equivalent of US$3.0 million) agreement covering planned deployment of at least 50 intelligent kitchen robotics systems
  • Unveiled a modular vision sensor mounting system in June 2026 designed to simplify sensor replacement and reduce maintenance downtime for industrial robots
  • Rebranded from Fitell Corporation to GMEX Robotics in March 2026, reflecting the Company’s expansion from fitness equipment e-commerce into AI-powered robotics and intelligent automation
  • Increased average revenue in the fitness equipment business per order by 11.5% to $275.62 from $247.26 in the prior year period as the Company focused more on commercial customers, which accounted for 33.3% of fiscal 2026 revenue; the customer database grew to 249,936 members from 225,676 in the prior year period
  • Paid an interim cash dividend of $0.10 per share, declared in December 2025, totaling $1.0 million
  • Acquired equity interests representing 30% of Alpha Meta AI Pte. Ltd.’s issued and outstanding equity interests on a fully diluted, after-issued basis. Alpha Meta conducts its MediaMeta business through mediameta.ai and related business units. MediaMeta’s current business is focused on digital content, AI applications and generative engine optimization (GEO). Its social intelligence capabilities for robotics applications are in development
  • Commercially launched its smart connected fitness equipment in July 2026, with retail products becoming available in October 2026
  • Appointed Brian Hartzband as President of U.S. Operations in July 2026 to lead it’s the Company’s growth strategy, including commercial operations, strategic partnerships, customer development and market expansion

Commercial Priorities

GMEX Robotics is developing its Terminal + Brain (Intelligence) platform to combine physical robotics with AI orchestration and social intelligence. The Company’s priorities include advancing robotics deployments, identifying initial integration use cases with MediaMeta and developing customer relationships in North America

In August 2026, GMEX announced 247meta.ai, a platform designed to coordinate multiple AI agents and route tasks across proprietary and open-weight AI models based on the requirements of each workflow. The Company believes 247meta.ai provides a near-term commercial opportunity for its AI capabilities while its broader physical robotics platform continues to advance. The Company’s longer-term strategy targets revenue from robotics hardware, recurring software and AI capabilities, and deployment, maintenance and support services.

Full Fiscal Year Financial Results

Unless otherwise indicated, all amounts are in U.S. dollars. Fiscal 2026 and fiscal 2025 refer to the years ended June 30, 2026 and 2025, respectively.

Fiscal 2026 revenue increased 7.9% to $5.6 million from $5.2 million in fiscal 2025. Revenue consisted of merchandise sales from the Company’s established gym and fitness equipment business. The increase reflected an 11.5% increase in average revenue per order to $275.62 from $247.26 in fiscal 2025, driven by a greater focus on commercial customers, partially offset by a 3.2% decrease in sales orders to 20,353 from 21,031. Sales through the Company’s own e-commerce website represented approximately 63.5% of revenue in fiscal 2026, compared to 66.0% in fiscal 2025.

Gross profit was $480,590 in fiscal 2026, compared with $2.0 million in 2025, and gross margin was 8.6% in fiscal 2026, compared with 39.3% in fiscal 2025. Cost of goods sold increased 62.4% to $5.1 million in fiscal 2026 from $3.2 million in fiscal 2025 and included a $1.7 million consignment-goods write-off allowance that contributed to the decline in gross profit. Excluding this allowance, which the Company considers non-recurring, gross profit would have been $2.1 million and gross margin would have been 38.1%.

Operating expenses increased to $7.6 million in fiscal 2026 from $3.7 million in fiscal 2025, primarily reflecting higher consulting and general and administrative expenses. Operating loss was $7.1 million in fiscal 2026, compared with $1.6 million in fiscal 2025. Fiscal 2026 results included $1.3 million of non-cash share-based compensation.

Net other expense was $12.1 million in fiscal 2026, compared with net other income of $1.3 million in fiscal 2025. Fiscal 2026 results included $5.8 million of combined realized and unrealized digital-asset losses, a $10.7 million loss on issuance of derivatives and common stock and a $2.9 million loss on debt extinguishment. These items were partially offset by $6.6 million and $2.5 million of fair-value gains on convertible notes and derivative liabilities, respectively. Net loss in fiscal 2026 was $19.2 million, compared with $682,724 in fiscal 2025.

About GMEX Robotics

GMEX Robotics is a technology company focused on the development and commercialization of AI-powered robotics and intelligent automation solutions. The Company is advancing robotics applications across consumer, hospitality, and commercial environments, combining artificial intelligence with hardware innovation to deliver efficient and scalable automation technologies.

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. These forward-looking statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact in this press release are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties, including market and other conditions, and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. These risks and uncertainties include, among others, the Company’s ability to continue as a going concern; its ability to integrate and realize benefits from its MediaMeta investment and its AI and robotics initiatives; volatility in the value of its digital assets and investment in fund; the terms of, and potential dilution from, its convertible notes; and its ability to raise additional capital. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “could,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “propose,” “potential,” “continue” or similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s annual report on Form 20-F and other filings with the Securities and Exchange Commission.

Media Contact
CORE IR & PR
press@GMEXRobotics.com
(212) 655-0924
www.GMEXRobotics.com

Investor Contact:
CoreIR
IR@GMEXRobotics.com

RESEARCH TRIANGLE PARK, N.C., Nov. 02, 2026 (GLOBE NEWSWIRE) — Opus Genetics, Inc. (Nasdaq: IRD), a clinical-stage biopharmaceutical company developing gene therapies to restore vision and prevent blindness in patients with inherited retinal diseases (IRDs) (the “Company”), today announced that the Compensation Committee of its Board of Directors approved equity awards under the Company’s 2021 Inducement Plan, as amended, as a material inducement to employment to ten non-executive employees who were not previously employees or directors of the Company. The equity awards were approved in accordance with Nasdaq Listing Rule 5635(c)(4).

The equity awards were granted in the form of options to purchase an aggregate of 1,100,000 shares of the Company’s common stock. The option awards have an exercise price equal to the fair market value of an underlying share of Company common stock as of the grant date and vest over a period of four years, with 25% vesting on the one-year anniversary of the hire date and the remaining 75% vesting in quarterly installments thereafter, subject to acceleration or forfeiture upon the occurrence of certain events as set forth in the applicable award agreement.

About Opus Genetics

Opus Genetics is a clinical-stage biopharmaceutical company developing gene therapies to restore vision and prevent blindness in patients with inherited retinal diseases (IRDs). The Company is developing durable, one-time treatments designed to address the underlying genetic causes of severe retinal disorders. The Company’s pipeline includes seven AAV-based programs, led by OPGx-LCA5 for LCA5-related mutations and OPGx-BEST1 for BEST1-related retinal degeneration, with additional candidates targeting RDH12, MERTK, RHO, CNGB1 and NMNAT1. The Company is based in Research Triangle Park, NC. For more information, visit www.opusgtx.com.

Contacts

Jenny Kobin
Remy Bernarda
IR Advisory Solutions
ir@opusgtx.com

Media

Kimberly Ha
KKH Advisors
917-291-5744
kimberly.ha@kkhadvisors.com

Correspondent Network Grows to Eight Signed Agreements, Demonstrating Continued Demand for AtlasClear’s Clearing Platform 

Growing Correspondent Network Expected to Drive Additional Clearing Revenue, Stock Loan Income and Interest Income as Onboarding Progresses

TAMPA, Fla., Nov. 02, 2026 (GLOBE NEWSWIRE) — AtlasClear Holdings, Inc. (NYSE American: ATCH) (“AtlasClear” or the “Company”), a company building regulated financial infrastructure for smaller institutions, fintechs and advisors, today announced the execution of its eighth correspondent broker-dealer agreement through AtlasClearing, Inc. (formerly Wilson-Davis & Co., Inc.) (“AtlasClearing”), the Company’s wholly owned correspondent clearing subsidiary.

The new agreement represents another milestone in AtlasClear’s strategy to expand its correspondent clearing business and build scale on its existing infrastructure. AtlasClearing has now grown from a single correspondent relationship to eight signed agreements, reflecting growing demand for a clearing partner built around smaller broker-dealers.

As previously signed correspondents complete onboarding and begin clearing through AtlasClearing, the Company expects additional customer accounts, assets and trading activity to support growth in clearing fees, stock loan revenue and interest income generated from margin balances, customer cash and securities lending.

The expansion builds upon AtlasClear’s strong fiscal 2026 financial performance, during which total revenue increased 85% to $20.1 million. Stock locate revenue increased significantly to approximately $6.8 million from $0.3 million in the prior year, while revenue sources other than commissions represented approximately 54% of total revenue. The Company also generated approximately $1.8 million in interest income, reported in other income. These results did not yet reflect material revenue contributions from the Company’s newly signed correspondent agreements, which had not completed onboarding.

AtlasClear believes its expanding correspondent network creates meaningful opportunities for operating leverage as additional firms are integrated into its established clearing infrastructure. AtlasClearing ended fiscal 2026 with approximately $14.4 million in net capital, representing a 29% increase year over year, providing a foundation to support additional correspondent relationships. Infrastructure investments made during earlier integrations have shortened onboarding timelines and increased the platform’s capacity to onboard multiple correspondents at the same time, supported by additional operations personnel.

According to FINRA’s 2026 Industry Snapshot, only 25 member firms identified correspondent clearing as their primary business, highlighting the specialized nature of the industry and the barriers to entry.

John Schaible, Executive Chairman of AtlasClear Holdings, stated: “Reaching eight signed agreements tells us that smaller broker-dealers want a clearing partner built around their business, and that demand is turning into executed contracts. Correspondent clearing is the foundation of the platform we are building at AtlasClear. The operating leverage it creates supports our pending acquisition of Ark Financial Services, our planned acquisition of Commercial Bancorp of Wyoming and our broader banking strategy, and we believe each new correspondent strengthens the long-term value of that platform for our shareholders.”

Craig Ridenhour, President of AtlasClear Holdings and Chairman of AtlasClearing, Inc., commented: “A broker-dealer that moves its clearing relationship is placing real trust in us, and we earn that trust through the quality of every conversion. Our team continues to enhance and streamline the onboarding process, enabling us to support multiple correspondent integrations while maintaining the service and operational standards our clients expect. As these relationships become operational, we anticipate increasing customer assets and trading activity to support our stock loan and interest income businesses.”

AtlasClear continues to advance discussions with additional broker-dealers as it seeks to further expand its correspondent clearing network. The Company believes that the continued growth of this business, together with its broader strategic initiatives, positions AtlasClear to develop a differentiated, vertically integrated financial services platform.

About AtlasClear Holdings, Inc.

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

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

Forward-Looking Statements

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

These statements include, but are not limited to, expectations regarding the onboarding and conversion of newly signed correspondent broker-dealers, the timing and amount of potential revenue contributions, expansion of the Company’s clearing, stock locate, stock loan, securities lending and margin businesses, operating efficiencies, anticipated benefits of strategic initiatives and proposed acquisitions, including the pending acquisition of Ark Financial Services, Inc., the planned acquisition of Commercial Bancorp of Wyoming and the proposed acquisition of an institutional digital asset business, and future financial performance.

Forward-looking statements are based on current expectations and assumptions and are subject to risks and uncertainties, many of which are beyond the Company’s control. Actual results could differ materially from those anticipated due to factors including the risk that a definitive agreement for the proposed acquisition of an institutional digital asset business, which is the subject of a non-binding letter of intent (other than certain customary provisions), is not executed, the risk that proposed acquisitions are not completed on the anticipated terms or at all, including the risk that the Ark Financial Services transaction does not receive FINRA approval or stockholder approval or satisfy other closing conditions, the failure to obtain required regulatory approvals, including for the acquisition of Commercial Bancorp of Wyoming, difficulties integrating acquired businesses or realizing their anticipated benefits, dilution from the issuance of AtlasClear common stock, delays in onboarding correspondent broker-dealers, failure of correspondent relationships to generate anticipated revenue, termination of clearing agreements, changes in economic or political conditions or applicable laws, changes in trading activity and market conditions, regulatory developments, challenges in executing the Company’s business strategy, and other risks described in the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended June 30, 2026.

AtlasClear undertakes no obligation to update or revise forward-looking statements, except as required by law.

Company Contact

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

Investor Relations Contact

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

ASHBURN, Va., Nov. 02, 2026 (GLOBE NEWSWIRE) — Telos Corporation (NASDAQ: TLS), a leading provider of cyber, cloud and enterprise security solutions for the world’s most security-conscious organizations, today announced that its Board of Directors has appointed Executive Vice President Mark Griffin as the company’s Chief Executive Officer, effective today. John B. Wood will transition from CEO to Executive Chairman, effective today.

“John’s leadership has guided Telos through its turnaround and return to growth, and the Board is grateful for the vision and commitment he has brought to the company. Mark has spent decades serving Telos; his knowledge of our customers, operations and programs gives the Board confidence in his readiness to lead. We believe Telos can build on its progress under Mark’s leadership, with John’s counsel as Executive Chairman providing continuity through this transition,” said Fred Schaufeld, a member of Telos’ Board of Directors.

As Executive Chairman, Wood will remain Chairman of the Board and will step away from day-to-day operations and advise the company, focusing on its product roadmap and long-term sales strategy. He has served as Telos CEO since 1994.

“Mark and I have worked together for 35 years through important chapters in Telos’ growth. Along the way, we’ve cultivated a distinctive customer intimacy grounded in knowing our customers and understanding their needs. I’m deeply proud of what we’ve accomplished together, and I have full confidence in Mark’s ability to lead Telos into its next chapter. As Executive Chairman, I look forward to continuing our partnership and supporting him as he leads the company,” said John B. Wood, Executive Chairman of Telos.

Mark Griffin joined Telos in 1984 and currently serves as executive vice president of Security Solutions. He brings more than 30 years of executive leadership experience spanning business strategy, financial performance and operational execution. In his current role, he leads market expansion, product development and technological innovation, and directs the development and management of Telos’ intellectual property portfolio. He has held operational responsibility for major programs supporting the U.S. federal government and commercial markets. Telos credits his leadership with contributing to recent growth and improvements in operational efficiency and profitability.

“I’m honored by the Board’s confidence and grateful to John for his leadership and partnership. I’ve seen firsthand the strength of Telos’ customer relationships and the commitment of our employees to the missions we support. I look forward to working with our team and customers to build on the company’s recent return to growth and execute its strategic priorities,” said Mark Griffin, Chief Executive Officer of Telos.

Telos will report its third quarter 2026 financial results on Monday, November 9, 2026. Management will host a webcast to discuss the results and business outlook at 9:30 a.m. ET.

About Telos Corporation
Telos Corporation (NASDAQ: TLS) empowers and protects the world’s most security-conscious organizations with efficient, adaptable, and secure solutions that safeguard people, systems, and information. We deliver advanced capabilities across cyber governance, risk, and compliance (GRC) with Xacta®; identity and biometric solutions; secure networks and communications; and TSA PreCheck® enrollment services. Serving the U.S. federal government, regulated industries, and global enterprises, Telos helps customers stay ahead of evolving threats, accelerate compliance, and achieve mission success. Driven by purpose and guided by our core values, we build trusted partnerships, deliver superior solutions, and help create a more secure, interconnected world. Learn more at www.telos.com.

Forward-Looking Statements
This press release contains forward-looking statements which are made under the safe harbor provisions of the federal securities laws. These statements are based on the Company’s management’s current beliefs, expectations and assumptions about future events, conditions and results and on information currently available to them. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. The Company believes that these risks and uncertainties include, but are not limited to, those described under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” set forth from time to time in the Company’s filings and reports with the U.S. Securities and Exchange Commission (SEC), including its Annual Report on Form 10-K for the year ended December 31, 2025, as well as subsequent and future filings and reports by the Company, copies of which are available at https://investors.telos.com and on the SEC’s website at www.sec.gov.

Although the Company bases these forward-looking statements on assumptions that its management believes are reasonable when made, the Company cautions the reader that forward-looking statements are not guarantees of future performance and that the Company’s actual results of operations, financial condition and liquidity, and industry developments, may differ materially from statements made in or suggested by the forward-looking statements contained in this release. Given these risks, uncertainties and other factors, many of which are beyond its control, the Company cautions the reader not to place undue reliance on these forward-looking statements. Any forward-looking statement speaks only as of the date of such statement and, except as required by law, the Company undertakes no obligation to update any forward-looking statement publicly, or to revise any forward-looking statement to reflect events or developments occurring after the date of the statement, even if new information becomes available in the future. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless specifically expressed as such, and should only be viewed as historical data.

Media:
media@telos.com

Investors:
InvestorRelations@telos.com

LAS VEGAS, Nov. 02, 2026 (GLOBE NEWSWIRE) — Full House Resorts (NASDAQ: FLL) announced today that it will report its third quarter 2026 financial results on Thursday, November 5, 2026, followed by a conference call at 4:30 p.m. ET (1:30 p.m. PT). Investors can access the live audio webcast from the Company’s website at www.fullhouseresorts.com under the investor relations section. The conference call can also be accessed by dialing (201) 689-8470.

A replay of the conference call will be available shortly after the conclusion of the call through November 19, 2026. To access the replay, please visit www.fullhouseresorts.com. Investors can also access the replay by dialing (412) 317-6671 and using the passcode 13757787.

Forward-looking Statements
This press release may contain statements by Full House Resorts, Inc. that are “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are neither historical facts nor assurances of future performance. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Additional information concerning potential factors that could affect our financial condition and results of operations is included in the reports we file with the SEC, including, but not limited to, our Form 10-K for the most recently ended fiscal year and our other periodic reports filed with the SEC. We are under no obligation to (and expressly disclaim any such obligation to) update or revise our forward-looking statements as a result of new information, future events or otherwise, except as otherwise required by law. Actual results may differ materially from those indicated in the forward-looking statements.

About Full House Resorts, Inc.
Full House Resorts owns, leases, develops and operates gaming facilities throughout the country. The Company’s properties include American Place in Waukegan, Illinois; Chamonix Casino Hotel and Bronco Billy’s Casino, both in Cripple Creek, Colorado; Silver Slipper Casino and Hotel in Hancock County, Mississippi; Rising Star Casino Resort in Rising Sun, Indiana; and Grand Lodge Casino, located within the Hyatt Regency Lake Tahoe Resort, Spa and Casino in Incline Village, Nevada. For further information, please visit www.fullhouseresorts.com.

CONTACT: Contact:
Lewis Fanger, President
Full House Resorts, Inc.
(702) 221-7800
www.fullhouseresorts.com

Webcast to highlight advancement of the randomized Phase 2 trial of agenT-797 in acute lung injury, the ARPA-H collaboration to advance deployable cell therapeutics, and new data released at the Society for Immunotherapy of Cancer (SITC) 2026 Annual Meeting

NEW YORK, Nov. 02, 2026 (GLOBE NEWSWIRE) — MiNK Therapeutics, Inc. (NASDAQ: INKT), a clinical-stage biopharmaceutical company pioneering allogeneic invariant natural killer T (iNKT) cell therapies to treat cancer and immune disorders, today announced that it will report financial results for the third quarter ended September 30, 2026, before the market opens on Wednesday, November 11, 2026.

The Company will host a conference call and webcast at 8:30 AM ET that morning to review financial results and provide an update on the randomized clinical development of agenT-797, MiNK’s lead iNKT cell therapy, and strategic initiatives supporting the development of scalable, accessible iNKT cell therapies.

The update will highlight MiNK’s progress across three priorities: advancing randomized Phase 2 evaluation of agenT-797 in acute lung injury; contributing to an ARPA-H-funded collaboration to advance deployable cell therapeutics through room-temperature technologies; and extending native and engineered iNKT approaches into treatment-resistant cancers, including new data released at the SITC 2026 Annual Meeting. Together, these efforts reflect MiNK’s focus on clinical validation and overcoming barriers to broader patient access.

“We are entering an important period for MiNK as we advance randomized clinical evaluation of agenT-797 in critical pulmonary illness, expand the reach of our iNKT platform in oncology, and collaborate on technologies designed to overcome longstanding barriers to cell therapy access,” said Jennifer S. Buell, PhD, President and Chief Executive Officer of MiNK Therapeutics. “Our focus is on translating the unique biology of iNKT cells into meaningful clinical outcomes while building the foundation for therapies that can reach patients wherever they are needed.”

Conference Participant Information
Date: Wednesday, November 11, 2026
Time: 8:30am ET
United States – New York (646) 307-1963
USA & Canada – Toll-Free (800) 715-9871
Conference ID – 4876136

Webcast & Replay Information
A live webcast and replay of the conference call will be accessible from the Events & Presentations page of the Company’s website following the event.

Live event link: https://edge.media-server.com/mmc/p/n4ak2xfn
Webcast Replay: https://investor.minktherapeutics.com/events-and-presentations

About MiNK Therapeutics
MiNK Therapeutics is a clinical-stage biopharmaceutical company pioneering the development of allogeneic invariant natural killer T (iNKT) cell therapies and precision immune modulators designed to restore immune balance and drive durable cytotoxic responses. MiNK’s proprietary iNKT platform bridges innate and adaptive immunity to address cancer, autoimmune disease, and immune collapse.

Its lead candidate, agenT-797, is an off-the-shelf, cryopreserved iNKT cell therapy currently in clinical trials for solid tumors, graft-versus-host disease (GvHD), and critical pulmonary immune failure. MiNK’s pipeline also includes TCR-based and neoantigen-targeted iNKT programs that enable tissue-specific immune activation. With a scalable manufacturing process and broad therapeutic potential, MiNK is advancing a new class of immune reconstitution therapies designed to deliver durable, accessible, and globally deployable treatments.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws, including statements regarding the potential, safety, clinical benefit, and development plans for agenT-797 and other iNKT-based therapies. These statements involve risks and uncertainties, including those described under “Risk Factors” in MiNK’s most recent SEC filings. MiNK undertakes no obligation to update these statements except as required by law.

Contacts

Investor Contact: 917-362-1370 | investor@minktherapeutics.com
Media Contact: 781-674-4428 | communications@minktherapeutics.com

Source: MiNK Therapeutics

Delivered strong revenue growth and margin expansion
Returned to positive GAAP and Adjusted EPS
Raises revenue outlook and narrows Adjusted EBITDA guidance range
Appoints David Ruppel as President and CEO and a member of the Board

NEW ALBANY, Ohio, Nov. 02, 2026 (GLOBE NEWSWIRE) — CVG (NASDAQ: CVGI), a diversified industrial products and services company, today announced financial results for its third quarter ended September 30, 2026.

Third Quarter 2026 Highlights (Results from Continuing Operations; compared with prior year, where comparisons are noted)

  • Revenues of $208.1 million, up 36.5%, primarily driven by increased demand across all three segments.
  • Gross margin expansion of 300 basis points versus Q3 2025 and 80 basis points sequentially versus Q2 2026 primarily from volume leverage and operational efficiency improvements.
  • Operating income of $7.7 million, which included $3.1 million gain on sale of assets, up $8.7 million, compared to an operating loss of $1.1 million. Adjusted operating income of $5.6 million, compared to $1.6 million.
  • Net income from continuing operations of $5.6 million, or $0.14 per diluted share and adjusted net income of $1.2 million, or $0.03 per diluted share, compared to net loss from continuing operations of $6.8 million, or $(0.20) per diluted share and adjusted net loss of $4.6 million, or $(0.14) per diluted share. Net income includes a $4.1 million pre-tax warrant liability revaluation benefit.
  • Adjusted EBITDA of $8.5 million, compared to $4.6 million, with an adjusted EBITDA margin of 4.1%, up from 3.0%.

James Ray, President and Chief Executive Officer, said, “The third quarter demonstrated the earnings potential of a leaner, more efficient, and more focused CVG. Strong volume growth across all three segments, together with productivity gains, drove meaningful revenue growth and improvement in gross margin, adjusted operating income, and adjusted EBITDA. We see further opportunities to improve performance, particularly through driving plant efficiencies and recovering higher commodity and freight costs.”

Mr. Ray continued, “Trim Systems & Components delivered the strongest year-over-year growth, benefiting from higher North American Class 8 production volumes and new program launches. Global Electrical Systems benefited from new program ramps and increased demand in construction markets, and we continue to work closely with Zoox to support their production plans. Global Seating delivered solid growth while executing the footprint initiatives in China, the U.S., and the U.K. We expect these initiatives to lower our cost base over time. We expect the combination of new business ramps, continued operational improvement and execution in our key end markets to support further earnings growth into 2027.”

Angie O’Leary, Chief Financial Officer, added, “The third quarter marks a meaningful step in our transition toward profitable growth, with stronger volume translating into higher adjusted margins and positive adjusted EPS. As growth accelerates, our financial priorities remain clear: converting higher earnings into cash, strengthening the balance sheet and investing in the working capital and capacity needed to support new business. We made progress in each area this quarter, including reducing net leverage to approximately 2.7 times. We remain focused on driving profitable growth and progressing toward our net leverage goal of approximately two times. Based on our performance through the first nine months of the year, and our expectations for the fourth quarter, we are raising our full-year revenue outlook. We are also reducing the top end of the Adjusted EBITDA guidance range, reflecting incremental expenses related to the CEO succession.”

CEO Succession Plan

The Company also announced that its Board of Directors (the “Board”) has appointed David Ruppel as the Company’s next President and Chief Executive Officer and a member of the Board, in each case effective November 9, 2026. Mr. Ruppel will succeed James Ray, who will step down as President and Chief Executive Officer and as a member of the Board on November 9, 2026 and will remain with CVG as a Senior Advisor through his retirement on January 5, 2027.

The Board extends its sincere gratitude to Mr. Ray for his outstanding leadership and the significant contributions he has made to CVG during his tenure and appreciates his continued counsel as Senior Advisor to support a seamless transition. During his nearly three years as CEO, Mr. Ray guided the Company through challenging end market conditions, refinanced its balance sheet, and transformed its operating structure to sharpen CVG’s focus on profitable growth. Mr. Ray’s resignation did not result from any disagreement with the Company on any matter relating to its operations, policies or practices.

Mr. Ruppel brings more than 25 years of operational and general management experience across many of CVG’s key end markets, including commercial vehicles, electrical systems, and industrials. He currently serves as Senior Vice President and General Manager, Transportation & Logistics at Littelfuse, Inc., with global P&L responsibility for a $700 million segment, having previously led its Commercial Vehicle products business. His career also spans automotive and aerospace & defense, giving him a broad perspective on the customers, technologies, and demand cycles that shape CVG’s business. Prior to Littelfuse, Mr. Ruppel served as President of IDEX Optical Technologies and President of Montevideo Technology, Inc., leading global businesses through growth, acquisition integration, and operational transformation. Prior to that, he spent approximately 20 years in operational and general management roles at Herman Miller, Eaton, and Cooper Industries, including deep experience in electrical power management and manufacturing at Cooper and Eaton.

Mr. Ruppel holds an Executive Master of Business Administration from Marquette University and a Bachelor of Science in Management from Cardinal Stritch University.

“We have found an exceptional leader whose deep operating experience and strong record of execution position him well to advance CVG’s strategy and drive growth,” said William C. Johnson, Chairman of the Board. “David is a seasoned, results-oriented executive who has led complex global businesses, including in the commercial vehicle and electrical markets that are central to the Company. He is the right leader to guide CVG through its next phase of growth, and I am confident that this transition will be smooth.”

Mr. Ruppel said, “I am honored to be appointed President and CEO and thank the Board for its confidence. I look forward to partnering with our talented employees around the world as we execute our strategy and deliver value for our customers and shareholders. CVG is a diverse organization with a global footprint and broad product portfolio, and I am excited for the opportunity to lead it. Having spent my career in markets closely aligned with CVG’s, I see a strong foundation with clear potential to deliver profitable growth.”

Third Quarter Financial Results from Continuing Operations
(amounts in millions except per share data and percentages)

  Third Quarter        
    2026       2025     $ Change   % Change
Revenues $ 208.1     $ 152.5     $ 55.6   36.5%
Gross profit $ 28.1     $ 16.0     $ 12.1   75.6%
Gross margin   13.5 %     10.5 %        
Adjusted gross profit 1 $ 28.8     $ 18.4     $ 10.4   56.5%
Adjusted gross margin 1   13.8 %     12.1 %        
Operating income $ 7.7     $ (1.1 )   $ 8.8   NM2
Operating margin   3.7 %   (0.7) %        
Adjusted operating income 1 $ 5.6     $ 1.6     $ 4.0   250.0%
Adjusted operating margin 1   2.7 %     1.0 %        
Net income (loss) from continuing operations $ 5.6     $ (6.8 )   $ 12.4   NM2
Adjusted net income (loss) from continuing operations 1 $ 1.2     $ (4.6 )   $ 5.8   NM2
Earnings (loss) per share, diluted $ 0.14     $ (0.20 )   $ 0.34   NM2
Adjusted earnings (loss) per share, diluted 1 $ 0.03     $ (0.14 )   $ 0.17   NM2
Adjusted EBITDA 1 $ 8.5     $ 4.6     $ 3.9   84.8%
Adjusted EBITDA margin 1   4.1 %     3.0 %        
1   See Appendix A for GAAP to Non-GAAP reconciliation        
2   Not meaningful        


Consolidated Results from Continuing Operations

Third Quarter 2026 Results

  • Third quarter 2026 revenues were $208.1 million, compared to $152.5 million in the prior year period, an increase of 36.5%. The overall increase in revenues was primarily due to increased customer demand in global markets and the ramp of previously awarded new business wins across all three of our segments. 
  • Operating income in the third quarter 2026 was $7.7 million, which included $3.1 million gain on sale of assets, up $8.7 million compared to an operating loss of $1.1 million in the prior year period. Third quarter 2026 adjusted operating income was $5.6 million, compared to adjusted operating income of $1.6 million in the prior year period. The increase in adjusted operating income was primarily attributable to the impact of higher sales volumes and operational efficiency improvements, partially offset by higher SG&A expense, driven primarily by share-based compensation, increased performance-based incentive compensation, and recruiting costs related to the CEO succession process.
  • Interest associated with debt and other expenses was $3.4 million and $4.1 million for the third quarter 2026 and 2025, respectively, with the decrease for the third quarter 2026 due to lower debt balances.
  • Net income from continuing operations was $5.6 million, or $0.14 per diluted share, for the third quarter 2026 compared to net loss of $6.8 million, or $(0.20) per diluted share, in the prior year period. Net income includes a $4.1 million pre-tax warrant liability revaluation benefit. Third quarter 2026 adjusted net income from continuing operations was $1.2 million, or $0.03 per diluted share, compared to adjusted net loss of $4.6 million, or $(0.14) per diluted share.

On September 30, 2026, the Company had $34.2 million of outstanding borrowings on its U.S. revolving credit facility and $1.5 million outstanding borrowings on its China credit facility, $39.8 million of cash and $83.3 million of availability from the credit facilities (subject to customary borrowing base and other conditions), resulting in total liquidity of $123.1 million.

Third Quarter 2026 Segment Results

Global Seating Segment

  • Revenues were $84.7 million compared to $68.7 million for the prior year period, an increase of 23.3%, due primarily to increased customer demand in North America and Asia-Pacific markets.
  • Operating income was $3.6 million, compared to $1.4 million in the prior year period, an increase of $2.2 million, driven by higher sales and improved gross margin performance. Third quarter 2026 adjusted operating income was $4.6 million compared to $2.9 million in the prior year period.

Global Electrical Systems Segment

  • Revenues were $64.4 million compared to $49.5 million in the prior year period, an increase of 30.2%, primarily as a result of ramping new business wins and increased customer demand in construction markets.
  • Operating income was $3.7 million compared to operating income of $0.8 million in the prior year period. The increase in operating income was primarily attributable to higher volume and product mix.

Trim Systems and Components Segment

  • Revenues were $58.9 million compared to $34.3 million in the prior year period, an increase of 71.9%, primarily due to higher sales volume as a result of increased customer demand in North America, including improved product mix.
  • Operating income was $5.8 million compared to operating loss of $0.9 million in the prior year period. The increase in operating income was primarily attributable to higher demand, improved operational efficiencies, and a gain on sale of assets. Third quarter 2026 adjusted operating income was $2.7 million compared to an adjusted operating loss of $0.3 million in the prior year period.

Outlook

CVG updated the Company’s outlook for the full year 2026, based on current market conditions:

Metric Prior 2026 Outlook ($ millions) Updated 2026 Outlook ($ millions)
Revenues $725 – $755 $755 – $775
Adjusted EBITDA $26 – $31 $26 – $29
Free Cash Flow Positive Positive

This outlook reflects, among others, current industry forecasts for North America Class 8 truck builds. According to ACT Research, 2026 North American Class 8 truck production levels are expected to be at 272,442 units, up 8% versus the 2025 actual Class 8 truck builds of 251,251 units.

The outlook for the Construction end market reflects high-single digit growth in 2026.

Our long-term incentive awards are designed to align executive compensation with shareholder returns. Our adjusted EBITDA outlook incorporates current estimates of long-term performance shares settled in cash. Under GAAP accounting, such awards are remeasured each reporting period. Therefore, changes in our share price could materially affect our Adjusted EBITDA outlook. While this creates periodic earnings volatility under GAAP, it does not represent a corresponding change in our underlying cost structure. (see Appendix A)

GAAP to Non-GAAP Reconciliation

A reconciliation of GAAP to non-GAAP financial measures referenced in this release is included as Appendix A to this release.

Conference Call

A conference call to discuss this press release is scheduled for Tuesday, November 3, 2026, at 8:30 a.m. ET. Management intends to reference the Q3 2026 Earnings Call Presentation during the conference call. To participate, dial (833) 461-5787 using conference code 592968497. International participants dial (585) 542-9983 using conference code 592968497.

This call is being webcast and can be accessed through the “Investors” section of CVG’s website at ir.cvgrp.com, where it will be archived and available for replay for one year.

Company Contact
Michelle Hards
Vice-President, Investor Relations / Corporate Financial Planning & Analysis
CVG
IR@cvgrp.com

Investor Relations Contact
Ross Collins or Nathan Skown
Alpha IR Group
CVGI@alpha-ir.com

About CVG

CVG is a global provider of systems, assemblies and components to global commercial vehicle markets and electric vehicle markets. We deliver real solutions to complex design, engineering and manufacturing problems while creating positive change for our customers, industries and communities we serve. Information about the Company and its products is available on the internet at www.cvgrp.com.

Forward-Looking Statements

This press release contains forward-looking statements that are subject to risks and uncertainties. These statements often include words such as “believe”, “anticipate”, “plan”, “expect”, “intend”, “will”, “should”, “could”, “would”, “project”, “continue”, “likely”, and similar expressions. In particular, this press release may contain forward-looking statements about the Company’s expectations for future periods with respect to its plans to improve financial results, the future of the Company’s end markets, including, but not limited to, global commercial vehicle markets and electric vehicle markets, changes in the North America Class 8 and Class 5-7 truck build rates, performance of the global construction and agricultural equipment businesses, the Company’s prospects in the global commercial vehicle markets and electric vehicle markets, the Company’s initiatives to address customer needs, organic growth, the Company’s strategic plans and plans to focus on certain segments, competition faced by the Company, volatility in and disruption to the global economic environment including global supply chain constraints, inflation and labor shortages, tariffs and counter-measures, financial covenant compliance, anticipated effects of acquisitions or divestitures, production of new products, plans for capital expenditures, and the Company’s financial position or other financial information. These statements are based on certain assumptions that the Company has made in light of its experience as well as its perspective on historical trends, current conditions, expected future developments and other factors it believes are appropriate under the circumstances. Actual results may differ materially from the anticipated results because of certain risks and uncertainties, including those included in the Company’s filings with the SEC. There can be no assurance that statements made in this press release relating to future events will be achieved. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time. All subsequent written and oral forward-looking statements attributable to the Company or persons acting on behalf of the Company are expressly qualified in their entirety by such cautionary statements.

Other Information

Throughout this document, certain numbers in the tables or elsewhere may not sum due to rounding. Rounding may have also impacted the presentation of certain year-on-year percentage changes.

COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months and Nine Months Ended September 30, 2026 and 2025
(Unaudited)
(Amounts in thousands, except per share amounts)
       
  Three Months Ended   Nine Months Ended
  September 30,
2026
  September 30,
2025
  September 30,
2026
  September 30,
2025
               
Revenues $ 208,091     $ 152,489     $ 574,825     $ 494,240  
Cost of revenues   179,991       136,446       502,181       440,875  
Gross profit   28,100       16,043       72,644       53,365  
Selling, general and administrative expenses   23,531       17,104       65,761       52,222  
Gain on sale of assets   (3,084 )     —       (17,041 )     —  
Operating income (loss)   7,653       (1,061 )     23,924       1,143  
Other (income) expense   686       729       2,465       1,083  
Change in fair value of warrant liabilities   (4,112 )     275       4,309       275  
Loss on extinguishment of debt   419       —       3,406       460  
Interest expense   3,356       4,068       10,398       8,862  
Income (loss) before provision for income taxes   7,304       (6,133 )     3,346       (9,537 )
Provision for income taxes   1,733       687       5,614       4,527  
Net income (loss) from continuing operations $ 5,571     $ (6,820 )     (2,268 )     (14,064 )
Net income (loss) from discontinued operations   —       (260 )     (1,500 )     (2,088 )
Net income (loss)   5,571       (7,080 )     (3,768 )     (16,152 )
Basic earnings (loss) per share              
Income (loss) from continuing operations $ 0.15     $ (0.20 )   $ (0.06 )   $ (0.42 )
Income (loss) from discontinued operations $ —     $ (0.01 )   $ (0.04 )   $ (0.06 )
Diluted earnings (loss) per share              
Income (loss) from continuing operations $ 0.14     $ (0.20 )   $ (0.06 )   $ (0.42 )
Income (loss) from discontinued operations $ —     $ (0.01 )   $ (0.04 )   $ (0.06 )
Weighted average shares outstanding:              
Basic   37,607       33,885       37,291       33,793  
Diluted   39,160       33,885       37,291       33,793  

COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Amounts in thousands, except per share amounts)
       
ASSETS September 30, 2026   December 31, 2025
Current assets:      
Cash $ 39,777     $ 33,282  
Accounts receivable, net   125,523       86,262  
Inventories   141,906       118,557  
Other current assets   30,098       25,226  
Total current assets   337,304       263,327  
Property, plant and equipment, net   63,410       66,638  
Intangible assets, net   2,929       3,350  
Deferred income taxes, net   11,228       11,349  
Other assets, net   69,215       47,050  
Total assets $ 484,086     $ 391,714  
LIABILITIES AND STOCKHOLDERS’ EQUITY      
Current liabilities:      
Accounts payable $ 109,206     $ 74,180  
Accrued liabilities and other   62,034       31,800  
Current portion of long-term debt and short-term debt   4,342       2,371  
Total current liabilities   175,582       108,351  
Long-term debt   91,750       104,004  
Pension and other post-retirement benefits   6,694       6,902  
Other long-term liabilities   68,884       39,100  
Total liabilities $ 342,910     $ 258,357  
Stockholders’ equity:      
Preferred stock $ —     $ —  
Common stock   377       342  
Treasury stock, at cost   (17,320 )     (16,706 )
Additional paid-in capital   290,070       272,903  
Retained deficit   (100,601 )     (96,832 )
Accumulated other comprehensive loss   (31,350 )     (26,350 )
Total stockholders’ equity   141,176       133,357  
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 484,086     $ 391,714  

COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
BUSINESS SEGMENT FINANCIAL INFORMATION 
(Unaudited)
(Amounts in thousands)
   
  Three Months Ended September 30,
  Global Seating   Global Electrical
Systems
  Trim Systems and
Components
  Corporate/Other   Total
  2026 2025   2026   2025   2026   2025   2026   2025   2026   2025
Revenues $ 84,713   $ 68,707   $ 64,447   $ 49,491   $ 58,931     $ 34,291     $ —     $ —     $ 208,091     $ 152,489  
Gross profit (loss)   12,106     8,516     8,977     5,321     7,017       2,206       —       —       28,100       16,043  
Selling, general & administrative expenses   8,505     7,108     5,303     4,483     4,348       3,136       5,375       2,377       23,531       17,104  
Gain on sale of assets   —     —     —     —     (3,084 )     —       —       —       (3,084 )     —  
Operating income (loss) $ 3,601   $ 1,408   $ 3,674   $ 838   $ 5,753     $ (930 )   $ (5,375 )   $ (2,377 )   $ 7,653     $ (1,061 )

  Nine Months Ended September 30,
  Global Seating   Global Electrical
Systems
  Trim Systems and
Components
  Corporate/Other   Total
  2026   2025   2026   2025     2026     2025   2026   2025   2026   2025
Revenues $ 239,232     $ 216,574   $ 183,925   $ 153,527   $ 151,668     $ 124,139   $ —     $ —     $ 574,825     $ 494,240
Gross profit (loss)   33,672       27,537     21,646     15,222     17,326       10,606     —       —       72,644       53,365
Selling, general & administrative expenses   24,026       21,092     16,299     14,260     12,534       10,083     12,902       6,787       65,761       52,222
Gain on sale of assets   (13,716 )     —     —     —     (3,084 )     —     (241 )     —       (17,041 )     —
Operating income (loss) $ 23,362     $ 6,445   $ 5,347   $ 962   $ 7,876     $ 523   $ (12,661 )   $ (6,787 )   $ 23,924     $ 1,143


COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
Appendix A: Reconciliation of GAAP to Non-GAAP Financial Measures 
(Unaudited)
(Amounts in thousands, except per share amounts and percentages)

  Three Months Ended   Nine Months Ended
  September 30,
2026
  September 30,
2025
  September 30,
2026
  September 30,
2025
Gross profit $ 28,100     $ 16,043     $ 72,644     $ 53,365  
Restructuring   684       2,375       2,622       4,016  
Adjusted gross profit $ 28,784     $ 18,418     $ 75,266     $ 57,381  
% of revenues   13.8 %     12.1 %     13.1 %     11.6 %

  Three Months Ended   Nine Months Ended
  September 30,
2026
  September 30,
2025
  September 30,
2026
  September 30,
2025
Operating income $ 7,653     $ (1,061 )   $ 23,924     $ 1,143  
Restructuring   999       2,703       3,233       4,545  
Gain on sale of fixed assets   (3,084 )     —       (17,041 )     —  
Total operating income adjustments   (2,085 )     2,703       (13,808 )     4,545  
Adjusted operating income $ 5,568     $ 1,642     $ 10,116     $ 5,688  
% of revenues   2.7 %     1.1 %     1.8 %     1.2 %

  Three Months Ended   Nine Months Ended
  September 30,
2026
  September 30,
2025
  September 30,
2026
  September 30,
2025
Net income (loss) from continuing operations $ 5,571     $ (6,820 )   $ (2,268 )   $ (14,064 )
Operating income adjustments   (2,085 )     2,703       (13,808 )     4,545  
Loss on early extinguishment of debt   419       —       3,406       460  
Warrant fair value adjustment   (4,112 )     275       4,309       275  
Adjusted provision for income taxes1   1,445       (745 )     1,523       (1,320 )
Adjusted net income (loss) from continuing operations $ 1,238     $ (4,587 )   $ (6,838 )   $ (10,104 )
               
Diluted EPS $ 0.14     $ (0.20 )   $ (0.06 )   $ (0.42 )
Adjustments to diluted EPS $ (0.11 )   $ 0.06     $ (0.12 )   $ 0.12  
Adjusted diluted EPS $ 0.03     $ (0.14 )   $ (0.18 )   $ (0.30 )

1.  Reported Tax Provision adjusted for tax effect of special charges at 25%.

  Three Months Ended   Nine Months Ended
  September 30,
2026
  September 30,
2025
  September 30,
2026
  September 30,
2025
Net income (loss) from continuing operations $ 5,571     $ (6,820 )   $ (2,268 )   $ (14,064 )
Interest expense   3,356       4,068       10,398       8,862  
Provision for income taxes   1,733       687       5,614       4,527  
Depreciation expense   3,453       3,588       10,668       10,540  
Amortization expense   134       141       406       424  
EBITDA $ 14,247     $ 1,664     $ 24,818     $ 10,289  
% of revenues   6.8 %     1.1 %     4.3 %     2.1 %
               
EBITDA adjustments              
Restructuring $ 999     $ 2,703     $ 3,233     $ 4,545  
Gain on sale of fixed assets   (3,084 )     —       (17,041 )     —  
Loss on extinguishment of debt   419       —       3,406       460  
Warrant fair value adjustment   (4,112 )     275       4,309       275  
Adjusted EBITDA $ 8,469     $ 4,642     $ 18,725     $ 15,569  
% of revenues   4.1 %     3.0 %     3.3 %     3.2 %
               
Long-term incentive compensation items impacting EBITDA:              
Share-based compensation $ 3,052     $ 1,037     $ 5,508     $ 2,788  
Performance shares settled in cash   (366 )     199       1,614       538  
  $ 2,686     $ 1,236     $ 7,122     $ 3,326  

  Three Months Ended September 30, 2026
  Global
Seating
  Global
Electrical
Systems
  Trim Systems
and
Components
  Corporate/Other   Total
Operating income (loss) $ 3,601     $ 3,674     $ 5,754     $ (5,375 )   $ 7,654  
Restructuring   974       25       —       —       999  
Gain on sale of fixed assets   —       —       (3,084 )     —       (3,084 )
Adjusted operating income (loss) $ 4,575     $ 3,699     $ 2,670     $ (5,375 )   $ 5,569  
% of revenues   5.4 %     5.7 %     4.5 %         2.7 %

  Nine months ended September 30, 2026
  Global
Seating
  Global
Electrical
Systems
  Trim Systems
and
Components
  Corporate/Other   Total
Operating income (loss) $ 23,362     $ 5,347     $ 7,876     $ (12,661 )   $ 23,924  
Restructuring   2,536       534       163       —       3,233  
Gain on sale of fixed assets   (13,716 )     —       (3,084 )     (241 )     (17,041 )
Adjusted operating income (loss) $ 12,182     $ 5,881     $ 4,955     $ (12,902 )   $ 10,116  
% of revenues   5.1 %     3.2 %     3.3 %         1.8 %

  Three Months Ended September 30, 2025
  Global
Seating
  Global
Electrical
Systems
  Trim Systems
and
Components
  Corporate/Other   Total
Operating income (loss) $ 1,408     $ 838     $ (930 )   $ (2,377 )   $ (1,061 )
Restructuring   1,534       549       620       —       2,703  
Adjusted operating income (loss) $ 2,942     $ 1,387     $ (310 )   $ (2,377 )   $ 1,642  
% of revenues   4.3 %     2.8 %   (0.9) %         1.1 %

  Nine months ended September 30, 2025
  Global
Seating
  Global
Electrical
Systems
  Trim Systems
and
Components
  Corporate/Other   Total
Operating income (loss) $ 6,445     $ 962     $ 523     $ (6,787 )   $ 1,143  
Restructuring   1,892       1,618       907       127     $ 4,544  
Adjusted operating income (loss) $ 8,337     $ 2,580     $ 1,430     $ (6,660 )   $ 5,687  
% of revenues   3.8 %     1.7 %     1.2 %         1.2 %

The following tables present reconciliations of the captions within CVG’s Condensed Consolidated Statements of Cash Flows to Free cash flow, attributable to continuing operations, discontinued operations, and total CVG for the three and nine months ended September 30, 2026 and 2025.

  Three Months Ended   Nine Months Ended
  September 30,
2026
  September 30,
2025
  September 30,
2026
  September 30,
2025
CONTINUING OPERATIONS              
Cash flows from operating activities $ 1,562     $ (1,686 )   $ 1,685     $ 32,049  
Purchases of property, plant and equipment   (5,072 )     (1,818 )     (10,807 )     (7,089 )
Proceeds from disposal/sale of property, plant and equipment   4,110       58       20,032       58  
Free cash flow from continuing operations $ 600     $ (3,446 )   $ 10,910     $ 25,018  
               
DISCONTINUED OPERATIONS              
Cash flows from operating activities $ —     $ —     $ —     $ 306  
Free cash flow from discontinued operations $ —     $ —     $ —     $ 306  
               
TOTAL COMPANY              
Cash flows from operating activities $ 1,562     $ (1,686 )   $ 1,685     $ 32,355  
Purchases of property, plant and equipment   (5,072 )     (1,818 )     (10,807 )     (7,089 )
Proceeds from disposal/sale of property, plant and equipment   4,110       58       20,032       58  
Free cash flow $ 600     $ (3,446 )   $ 10,910     $ 25,324  


Use of Non-GAAP Measures

This earnings release contains financial measures that are not calculated in accordance with U.S. generally accepted accounting principles (“GAAP”). In general, the non-GAAP measures exclude items that (i) management believes reflect the Company’s multi-year corporate activities; or (ii) relate to activities or actions that may have occurred over multiple or in prior periods without predictable trends. Management uses these non-GAAP financial measures internally to evaluate the Company’s performance, engage in financial and operational planning and to determine incentive compensation.

Management provides these non-GAAP financial measures to investors as supplemental metrics to assist readers in assessing the effects of items and events on the Company’s financial and operating results and in comparing the Company’s performance to that of its competitors and to comparable reporting periods. The non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies.

The non-GAAP financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP. The financial results calculated in accordance with GAAP and reconciliations to those financial statements set forth above should be carefully evaluated.

Raised Quarterly Dividend by 4% and Delivered 2% Quarter-over-Quarter Net Production Growth 

Sharpened Focus on California through Uinta Basin Sale and Closing of Crimson Midstream Acquisition

LONG BEACH, Calif., Nov. 02, 2026 (GLOBE NEWSWIRE) — California Resources Corporation (NYSE: CRC) today reported its financial and operating results for the third quarter of 2026. The Company plans to host a conference call and webcast at 1 p.m. ET (10 a.m. PT) on Tuesday, November 3, 2026. Conference call details can be found within this release.

Third Quarter Highlights

  • Delivered average net production of 152 thousand barrels of oil equivalent per day (MBoe/d) (80% oil)
  • Reported a net loss of $315 million which includes the non-cash loss of $540 million from changes in the fair value of outstanding commodity derivatives, adjusted net income1 of $104 million and $341 million of adjusted EBITDAX1 which exceeded quarterly guidance
  • Generated net cash provided by operating activities of $305 million, deployed $158 million of total capital and delivered $147 million of free cash flow1
  • Returned $66 million to shareholders, including $36 million in dividends and $30 million in share repurchases2
  • Increased quarterly dividend by 4%, reinforcing commitment to sustainable shareholder returns; declared quarterly dividend of $0.42/share to be paid in the fourth quarter of 20262
  • Ended the quarter with $1,280 million in borrowing capacity and $35 million in available cash and cash equivalents3, representing $1,315 million of liquidity1, 3

Other Highlights

  • Announced a memorandum of understanding4 (MOU) with Bloom Energy to jointly evaluate and target the potential development of 1 gigawatt (GW) or more of solid-oxide fuel cell power generation paired with carbon capture and storage. See California Resources Corporation Announces Strategic Collaboration with Bloom Energy to Advance Decarbonized Power Across California for additional information
  • Signed agreement to divest its Uinta Basin (Utah) assets for total cash consideration of approximately $90 million, subject to customary purchase price adjustments. The transaction is expected to close by year-end, subject to certain third-party consents and other customary closing conditions. See California Resources Corporation Announces Divestiture of Uinta Basin Assets for additional information
  • Closed its all-cash acquisition of Crimson Midstream Holdings, LLC (“Crimson”), strengthening CRC’s Leading Energy Infrastructure Platform and expanding options for potential longer-term development of CO₂ transportation across California. See California Resources Corporation Completes Acquisition of Crimson for additional information
  • Published the 2025 Sustainability Update providing an overview of CRC’s sustainability efforts and performance

“Our team continues to execute exceptionally well through strong operational performance, synergy realization from our strategic initiatives and impressive free cash flow,” said Francisco Leon, CRC’s President and Chief Executive Officer. “Through continued capital discipline and the ongoing focus on sustainable efficiency gains, we are improving free cash flow and our liquidity profile. In addition, we remain committed to our shareholder capital return program with share repurchases and dividends, the latter demonstrated by the 4% dividend per share increase we announced today. We have also made significant progress on strategic priorities, including the Crimson pipeline acquisition, along with the Uinta Basin asset sale and Bloom Energy partnership. These initiatives broaden and strengthen our commitment to the Golden State while continuing to deliver value to all CRC constituents including our shareholders and California communities.”

Third Quarter 2026 Results

  • Net NGL and natural gas production exceeded guidance by approximately 1 MBoe/d, supported by the new Belridge-Elk Hills connection and California’s first carbon capture and storage (CCS) project at CRC’s Elk Hills Cryogenic Gas Plant, which led to increased gas processing and NGL recovery
  • Electricity revenue net of electricity generation expenses exceeded guidance primarily due to higher prices for resource adequacy revenue and sales from electricity delivered to the wholesale market as Elk Hills power plant ran at a higher operational capacity
  • Operating expenses were higher than anticipated and increased over the prior period, primarily due to higher prices for natural gas purchased and used in steamflood operations, and higher workover activity
Select Production, Price and Financial Results and Non-GAAP Measures   3rd Quarter     2nd Quarter
($ in millions except production and prices)   2026     2026
Net oil production per day (MBbl/d)     121         120  
Realized oil price without derivative settlements ($ per Bbl)   $ 83.42       $ 91.55  
Realized oil price with derivative settlements ($ per Bbl)1   $ 72.46       $ 76.43  
Net NGL production per day (MBbl/d)     11         10  
Realized NGL price ($ per Bbl)   $ 48.57       $ 49.62  
Net natural gas production per day (Mmcf/d)     123         115  
Realized natural gas price ($ per Mcf)   $ 3.52       $ 1.84  
Net total production per day (MBoe/d)     152         149  
           
Margin from purchased commodities1   $ 15       $ 11  
Electricity revenue net of electricity generation expenses1   $ 35       $ (4 )
Net (loss) gain from commodity sales derivatives1   $ (675 )     $ 205  
Other operating expenses net of other revenue1   $ 35       $ 56  

Select Financial Statement Data and Non-GAAP Measures:   3rd Quarter     2nd Quarter
($ and shares in millions, except per share amounts)   2026     2026
Total operating revenues before net (loss) gain from commodity derivatives1   $ 1,096       $ 1,092  
           
Operating costs   $ 386       $ 347  
General and administrative expenses   $ 89       $ 97  
Adjusted general and administrative expenses1   $ 79       $ 89  
Taxes other than on income   $ 81       $ 66  
Transportation costs   $ 31       $ 30  
Operating (loss) income   $ (407 )     $ 511  
Interest and debt expense, net   $ 26       $ 28  
Income tax benefit   $ (113 )     $ (56 )
Deferred income tax benefit   $ (113 )     $ (55 )
Net (loss) income   $ (315 )     $ 514  
Weighted-average common shares outstanding – diluted     88.7         89.3  
Net (loss) income per share – diluted   $ (3.55 )     $ 5.76  
           
Adjusted net income1   $ 104       $ 88  
Adjusted net income per share1 – diluted   $ 1.17       $ 0.99  
Net cash provided by operating activities   $ 305       $ 263  
Net cash provided by operating activities before net changes in operating assets and liabilities1   $ 300       $ 300  
Capital investments   $ 158       $ 149  
Adjusted EBITDAX1   $ 341       $ 338  
Free cash flow1   $ 147       $ 114  


Fourth Quarter 2026 Guidance and Preliminary 2027 Outlook

The following table provides select fourth quarter 2026E guidance5. Guidance includes the financial results of the Uinta Basin through year-end 2026, while the preliminary 2027 outlook excludes the Uinta. CRC ran an average of five rigs during the third quarter of 2026 and similarly, expects to run an average of five rigs during the fourth quarter of 2026. CRC plans to enter 2027 with six rigs in California. See Attachment 2 for CRC’s fourth quarter 2026E guidance.

CRC Guidance 4Q26E
Net Production (MBoe/d) 150 – 152
Percentage Oil 79 %
Capital Investments ($ millions) $110 – $130
Adjusted EBITDAX1 ($ millions) $340 – $380

Leon added, “As we look to 2027, CRC is moving from acquisition to optimization. Having built, in our view, California’s leading energy infrastructure platform, our focus now turns to running it better by lowering costs, improving capital efficiency and putting our midstream, power and carbon opportunities to work. That strategy positions us to strengthen free cash flow and continue delivering meaningful returns to our shareholders.”

2027 drilling, completions and workover capital is expected to be $450 – $475 million. Planned activity levels will be supported by the Company’s growing permit inventory and ongoing operational efficiencies. CRC remains focused on disciplined capital allocation, maintaining a strong balance sheet and delivering sustainable shareholder returns. CRC intends to provide full-year 2027 guidance with its fourth quarter and year-end 2026 earnings release. The Company has flexibility to adjust its 2027 capital program to reflect changes in commodity prices and other market factors.

Shareholder Returns

CRC is committed to sustainably returning cash to shareholders through dividends and repurchases of its common stock. In the third quarter of 2026, CRC repurchased 0.6 million shares of its common stock for $30 million at an average price of $53.48 per share and returned $36 million in dividends to shareholders. Since 2021, the Company has returned approximately $1,721 million to shareholders, including $1,210 million in share repurchases and $511 million in dividends. As of September 30, 2026, CRC had $570 million remaining for share repurchases under its authorized Share Repurchase Program through December 31, 20272.

On November 2, 2026, CRC’s Board of Directors amended its cash dividend policy to increase the anticipated total annual dividend by approximately 4% to $1.68, payable to shareholders in quarterly increments of $0.42 per share of common stock. The Board of Directors also declared a quarterly cash dividend of $0.42 per share of common stock, payable to shareholders of record on December 4, 2026. The dividend is expected to be paid on December 18, 20262.

Balance Sheet and Liquidity

As of September 30, 2026, CRC had $35 million in available cash and cash equivalents3, $1,280 million in available borrowing capacity under its Revolving Credit Facility (which reflects $1,460 million of borrowing capacity less $180 million of outstanding letters of credit) and liquidity of $1,315 million.

In October 2026, CRC entered into a new amendment to its Revolving Credit Facility to, among other things, extend the maturity date to March 2030, increase the elected commitments of its lenders to $1,470 million, re-affirm its borrowing base at $1,500 million, and implement certain other technical amendments.

Upcoming Investor Conferences

CRC is scheduled to participate in the following events through year-end 2026:

  • Goldman Sachs 7th Annual Carbonomics Conference, November 10, London, UK
  • Wolfe Global Oil & Gas Conference 2026, November 18, Virtual
  • 2026 Stephens Annual Investment Conference, November 19, Nashville, TN
  • Capital One Securities 21st Annual Energy Conference, December 1, New Orleans, LA
  • UBS 30th Annual Global Technology and AI Conference 2026, December 2, Scottsdale, AZ
  • Mizuho Power, Energy & Infrastructure Conference 2026, December 8, New York City, NY
  • Bernstein 5th Annual Industrials & Energy Forum, December 9, New York City, NY
  • 25th Annual Wells Fargo Energy and Power Symposium, December 9, New York City, NY
  • Stifel 2026 Frontier Tech 2.0 Energy Summit, December 10, New York City, NY

CRC plans to post its presentation materials to its website on the day of the event. See the Events and Presentations page under the Investor Relations section at www.crc.com.

Conference Call Details

A conference call and webcast is planned for 1 p.m. ET (10 a.m. PT) on Tuesday, November 3, 2026. To participate in the call, dial (877) 328-5505 (International calls dial +1 (412) 317-5421) or access via webcast at www.crc.com. Participants may also pre-register for the conference call at https://dpregister.com/sreg/10211602/104c2aa7a86. A digital replay of the conference call will be available for approximately 90 days.

1 See Attachment 3 for the non-GAAP financial measures of adjusted net income (loss), adjusted net income (loss) per share – basic and diluted, net cash provided by operating activities before net changes in operating assets and liabilities, adjusted EBITDAX, free cash flow, free cash flow before net changes in operating assets and liabilities, adjusted general and administrative expenses, total operating revenues before net (loss) gain from commodity derivatives, margin from purchased commodities, electricity revenue net of electricity generation expenses, other operating expenses net of other revenue and liquidity, including reconciliations to the most directly comparable GAAP measure without unreasonable effort. See Attachment 2 for the 4Q26 estimates of the non-GAAP measures of adjusted general and administrative expenses, margin from purchased commodities, electricity revenue net of electricity generation expenses and other operating expenses net of other revenue and reconciliations to its most directly comparable GAAP measure. The 4Q26 estimates of some non-GAAP measures cannot be reconciled to its most directly comparable GAAP measure without unreasonable effort. See Attachment 1 for a reconciliation of drilling completion and workover capital to total capital investments, and non-cash commodity derivative (loss) gain from combined derivatives to net (loss) gain from combined derivatives, reported under GAAP.
2 All of CRC’s future quarterly dividends and share repurchases are subject to commodity prices, debt agreement covenants and Board of Directors’ approval. The total value of shares purchased excludes commissions and excise taxes. Commissions paid on share repurchases were not significant in all periods presented.
3 Excludes restricted cash of $13 million.
4 MOUs are non-binding agreements. The projects and transactions described in an MOU are subject to certain conditions precedent, typically including the negotiation of definitive documents, a final investment decision by the parties and receipt of EPA Class VI permits and other regulatory approvals.
5 4Q26 guidance assumes Brent price of $102.90 per barrel of oil, NGL realizations as a percentage of Brent consistent with prior years and a NYMEX gas price of $3.25 per mcf.

About California Resources Corporation

California Resources Corporation (CRC) is an independent energy and carbon management company advancing the energy transition. CRC is committed to environmental stewardship while safely providing local, responsibly sourced energy. CRC is also focused on maximizing the value of its land, mineral ownership, and energy expertise for decarbonization by developing CCS and other emissions reducing projects. For more information about CRC, please visit www.crc.com.

About Carbon TerraVault

Carbon TerraVault (CTV), CRC’s carbon management business, develops services to capture, transport and permanently store carbon dioxide (CO2) for its customers. CTV is advancing a portfolio of carbon capture and storage (CCS) projects, including CTV I, which is now operational and injecting CO2 for permanent sequestration in a depleted reservoir deep underground. For more information, visit www.carbonterravault.com.

Forward-Looking Statements

Information set forth in this communication, including financial estimates and statements as to the effects of the Berry Merger and the Crimson acquisition, constitute “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other securities laws. All statements other than historical facts are forward-looking statements, and include statements regarding the benefits of the Berry Merger and the Crimson acquisition, CRC’s future financial position, business strategy, projected revenues, earnings, costs, capital expenditures and plans and objectives and intentions of management for the future. Words such as “expect,” “could,” “may,” “anticipate,” “intend,” “plan,” “ability,” “believe,” “seek,” “see,” “will,” “would,” “estimate,” “forecast,” “target,” “guidance,” “outlook,” “opportunity” or “strategy” or similar expressions are generally intended to identify forward-looking statements. These forward-looking statements are based upon the current beliefs and expectations of the management of CRC and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in, projected in, or implied by, such statements.

Although CRC believes the expectations and forecasts reflected in its forward-looking statements are reasonable, they are inherently subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond its control. No assurance can be given that such forward-looking statements will be correct or achieved or that the assumptions are accurate or will not change over time. Particular uncertainties that could cause CRC’s actual results to be materially different than those expressed in its forward-looking statements are described in its most recent Annual Report on Form 10-K and its other periodic filings with the SEC. These factors include, but are not limited to: fluctuations in commodity prices; production levels and/or pricing by OPEC, OPEC+ or U.S. producers; government policy, war and political conditions and events; changes in price realizations; integration efforts and projected synergies and other benefits in connection with the Berry Merger, Crimson acquisition and other acquisitions; divestitures and joint ventures, including the Uinta divestiture; regulatory actions and changes that affect the oil and gas industry generally and CRC in particular; the efforts of activists to delay or prevent oil and gas activities or the development of CRC’s carbon management segment; changes in business strategy and the ability and financial resources to execute its capital plan in a timely manner; lower-than-expected production; changes to estimates of reserves and related future cash flows; the recoverability of resources and unexpected geologic conditions; general economic conditions and trends; results from operations and competition in the industries in which it operates; CRC’s ability to realize the anticipated benefits from prior or future efforts to reduce costs and improve capital efficiencies; environmental risks and liability; the benefits contemplated by its energy transition strategies and initiatives; CRC’s ability to successfully identify, develop and finance carbon capture, transportation and storage projects, power projects and other renewable energy efforts, including those contemplated by the Bloom MOU; changes in transportation costs and CRC’s ability to develop midstream opportunities; delays from government approvals and otherwise that could affect the timing of projects; future dividends and share repurchases and de-leveraging efforts; and natural disasters, accidents, mechanical failures, power outages, labor difficulties, cybersecurity breaches or attacks or other catastrophic events.

CRC cautions you not to place undue reliance on forward-looking statements contained in this document, which speak only as of the date hereof, and CRC is under no obligation, and expressly disclaims any obligation to update, alter or otherwise revise any forward-looking statements, whether as a result of new information, future events or otherwise. This communication may also contain information from third-party sources. This data may involve a number of assumptions and limitations, and CRC has not independently verified them and does not warrant the accuracy or completeness of such third-party information.

Contacts:

Daniel Juck (Investor Relations)
818-661-3700
CRC_IR@crc.com
Hailey Bonus (Media)
714-874-7732
CRC.Communications@crc.com

Attachment 1
STATEMENTS OF OPERATIONS, SELECT FINANCIAL INFORMATION
                     
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ and shares in millions, except per share amounts)   2026   2026   2025   2026   2025
                     
Statements of Operations:                    
Revenues                    
Oil, natural gas and natural gas liquids sales   $ 1,002     $ 1,056     $ 715     $ 2,963     $ 2,231  
Net (loss) gain from commodity derivatives     (675 )     205       (23 )     (1,318 )     140  
Revenue from marketing of purchased commodities     40       26       58       107       178  
Electricity revenue     46       6       101       63       181  
Other revenue     8       4       4       22       15  
Total operating revenues     421       1,297       855       1,837       2,745  
                     
Operating Expenses                    
Operating costs     386       347       316       1,098       927  
General and administrative expenses     89       97       87       292       238  
Depreciation, depletion and amortization     137       131       123       401       382  
Asset impairment     —       —       2       —       2  
Taxes other than on income     81       66       70       214       187  
Costs related to marketing of purchased commodities     25       15       44       63       135  
Electricity generation expenses     11       10       11       26       26  
Transportation costs     31       30       19       87       59  
Accretion expense     26       27       28       80       85  
Net (gain) loss on natural gas purchase derivatives     (1 )     5       27       28       24  
Measurement period adjustments, net     —       (2 )     —       (2 )     1  
Other operating expenses, net     43       60       29       157       127  
Total operating expenses     828       786       756       2,444       2,193  
Loss on asset divestitures     —       —       (1 )     —       (1 )
Operating (Loss) Income     (407 )     511       98       (607 )     551  
                     
Non-Operating (Expenses) Income                    
Interest and debt expense, net     (26 )     (28 )     (25 )     (83 )     (77 )
Equity loss from unconsolidated subsidiaries     (1 )     (2 )     (2 )     (5 )     (3 )
Loss on early extinguishment of debt     —       (28 )     —       (49 )     (1 )
Other non-operating income, net     6       5       4       14       9  
                     
(Loss) Income Before Income Taxes     (428 )     458       75       (730 )     479  
Income tax benefit (provision)     113       56       (11 )     218       (128 )
Net (Loss) Income   $ (315 )   $ 514     $ 64     $ (512 )   $ 351  
                     
Net (loss) income per share – basic   $ (3.55 )   $ 5.79     $ 0.76     $ (5.77 )   $ 4.00  
Net (loss) income per share – diluted   $ (3.55 )   $ 5.76     $ 0.76     $ (5.77 )   $ 3.97  
                     
Adjusted net income   $ 104     $ 88     $ 123     $ 271     $ 319  
Adjusted net income per share – basic   $ 1.17     $ 0.99     $ 1.47     $ 3.06     $ 3.63  
Adjusted net income per share – diluted(1)   $ 1.17     $ 0.99     $ 1.46     $ 3.03     $ 3.61  
                     
Weighted-average common shares outstanding – basic     88.7       88.8       83.7       88.7       87.8  
Weighted-average common shares outstanding – diluted(1)     88.7       89.3       84.4       88.7       88.4  
                     
Effective tax rate     26 %   (12) %     15 %     30 %     27 %
                     
                     
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ in millions)   2026   2026   2025   2026   2025
Cash Flow Data:                    
Net cash provided by operating activities   $ 305     $ 263     $ 279     $ 667     $ 630  
Net cash used in investing activities   $ (245 )   $ (153 )   $ (87 )   $ (534 )   $ (217 )
Net cash used in financing activities   $ (68 )   $ (94 )   $ (68 )   $ (217 )   $ (589 )
                     
    September 30   December 31,            
($ in millions)   2026   2025            
Select Balance Sheet Information:                    
Total current assets   $ 820     $ 938              
Property, plant and equipment, net   $ 5,975     $ 5,905              
Total current liabilities   $ 1,622     $ 1,050              
Long-term debt, net   $ 1,281     $ 1,283              
Noncurrent asset retirement obligations   $ 888     $ 913              
Total stockholders’ equity   $ 3,025     $ 3,674              
                     
                     
(1) Adjusted net income per share – diluted for the three months ended September 30, 2026 is calculated using weighted average shares outstanding of 89.2 million shares. Adjusted net income per share – diluted for the nine months ended September 30, 2026 is calculated using weighted average shares outstanding of 89.3 million shares.

GAINS AND LOSSES FROM COMMODITY DERIVATIVES    
 
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ millions)   2026   2026   2025   2026   2025
                     
Non-cash (loss) gain from commodity sales derivatives   $ (554 )   $ 370     $ (32 )   $ (976 )   $ 130  
Net settlements and premiums     (121 )     (165 )     9       (342 )     10  
Net (loss) gain from commodity sales derivatives   $ (675 )   $ 205     $ (23 )   $ (1,318 )   $ 140  
                     
         
Non-cash (gain) loss from natural gas purchase derivatives   $ (14 )   $ (20 )   $ 24     $ (22 )   $ 2  
Settlements     13       25       3       50       22  
Net (gain) loss from natural gas purchase derivatives   $ (1 )   $ 5     $ 27     $ 28     $ 24  
                     
                     
Non-cash (loss) gain from combined commodity derivatives   $ (540 )   $ 390     $ (56 )   $ (954 )   $ 128  
Net settlements and premiums from combined derivatives     (134 )     (190 )     6       (392 )     (12 )
Net (loss) gain from combined commodity derivatives   $ (674 )   $ 200     $ (50 )   $ (1,346 )   $ 116  
                     

CAPITAL INVESTMENTS        
                     
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ millions)   2026   2026   2025   2026   2025
                     
Facilities   $ 22   $ 38   $ 28   $ 97   $ 53
Drilling and completions     115     77     26     245     60
Workovers     18     24     17     59     51
Other     —     6     1     15     1
Oil and natural gas segment     155     145     72     416     165
Carbon management segment     1     3     15     16     22
Corporate and other     2     1     4     6     15
Total capital investment   $ 158   $ 149   $ 91   $ 438   $ 202
 

LIQUIDITY
         
($ millions)   September 30, 2026   December 31, 2025
Available cash and cash equivalents(1)   $ 35     $ 117  
         
Revolving credit facility:        
Borrowing capacity     1,460       1,460  
Outstanding letters of credit     (180 )     (176 )
Availability   $ 1,280     $ 1,284  
         
Liquidity   $ 1,315     $ 1,401  
         
(1) Excludes restricted cash of $13 million and $15 million at September 30, 2026 and December 31, 2025, respectively.

            Attachment 2
CRC GUIDANCE   Consolidated
4Q26E
  Oil and Natural Gas
Segment
  Carbon Management
Segment
Net production (MBoe/d)   150 – 152        
Net oil production (%)   79%        
Operating costs ($ millions)   $370 – $390   $370 – $390    
General and administrative expenses ($ millions)   $95 – $99   $12 – $16   $0 – $2
Adjusted general and administrative expenses ($ millions)   $83 – $93   $12 – $16   $0 – $2
Depreciation, depletion and amortization ($ millions)   $128 – $140   $120 – $130    
Capital investments ($ millions)   $110 – $130   $110 – $125   $0 – $2
Adjusted EBITDAX ($ millions)   $340 – $380        
             
Margin from purchased commodities ($ millions) (1)   $11 – $15        
Electricity revenue net of electricity generation expenses ($ millions)   $5 – $11        
Other operating expenses net of other revenue ($ millions) (2)   $20 – $30       $4 – $12
Transportation costs ($ millions)   $30 – $35   $20 – $24    
Taxes other than on income  ($ millions)   $68 – $78   $60 – $66    
Interest and debt expense ($ millions)   $28 – $32        
             
Other Assumptions:            
Brent ($/Bbl)   $102.90        
NYMEX ($/Mcf)   $3.25        
Price realization oil – % of Brent:   91% – 93%        
Price realization NGLs – % of Brent:   55% – 62%        
Price realization natural gas – % of NYMEX:   110% – 116%        
             
Current income tax provision ($ millions) (3)   $(2) – $2        
Effective tax rate   27% – 31%        

(1) Margin from purchased commodities is calculated as the difference between revenue from marketing of purchased commodities and costs related to marketing of purchased commodities, and excludes costs of transportation.
(2) Other operating expenses net of other revenue is calculated as the difference between other revenue and other operating expenses, net and includes exploration expense and CMB expenses. CMB expenses includes lease cost for sequestration easements, advocacy, and other startup related costs.
See Attachment 3 for management’s disclosure of its use of these non-GAAP measures and how these measures provide useful information to investors about CRC’s results of operations and financial condition.
(3) Current income tax composition is subject to variability and depends on a number of factors, including but not limited to, final taxable income determinations, the availability and utilization of net operating loss carryforwards (NOLs), applicable tax credits, and other differences between book and taxable income. Accordingly, the current provision may vary from period to period and should not be viewed as indicative of future tax obligations.

FORWARD LOOKING NON-GAAP RECONCILIATIONS
 
    4Q26E
    Consolidated   Oil and Natural Gas
Segment
  Carbon Management
Segment
($ millions)   Low   High   Low   High   Low   High
General and administrative expenses   $ 95     $ 99     $ 12   $ 16   $ —   $ 2
Equity-settled stock-based compensation     (12 )     (6 )     —     —     —     —
Estimated adjusted general and administrative expenses   $ 83     $ 93     $ 12   $ 16   $ —   $ 2
                         

         
    Consolidated
    4Q26E
($ millions)   Low   High
Revenue from marketing of purchased commodities   $ 30     $ 46  
Costs related to marketing of purchased commodities     (19 )     (31 )
Margin from purchased commodities   $ 11     $ 15  
         

         
    Consolidated
    4Q26E
($ millions)   Low   High
Electricity revenues   $ 11     $ 21  
Electricity generation expenses     (6 )     (10 )
Electricity revenue net of electricity generation expenses   $ 5     $ 11  
         

         
    Consolidated
    4Q26E
($ millions)   Low   High
Other operating expenses, net   $ 39     $ 53  
Other revenue     (19 )     (23 )
Other operating expenses net of other revenue   $ 20     $ 30  
         

Attachment 3
NON-GAAP RECONCILIATIONS
 
To supplement the presentation of its financial results prepared in accordance with U.S. generally accepted accounting principles (GAAP), management uses certain non-GAAP measures to assess its financial condition, results of operations and cash flows. These measures are also widely used by the industry, the investment community and CRC’s lenders. Although these are non-GAAP measures, the amounts included in the calculations were computed in accordance with GAAP. Certain items excluded from these non-GAAP measures are significant components in understanding and assessing CRC’s financial performance, such as CRC’s cost of capital and tax structure, as well as the effect of acquisition and development costs of CRC’s assets. Management believes that the non-GAAP measures presented, when viewed in combination with CRC’s financial and operating results prepared in accordance with GAAP, provide a more complete understanding of the factors and trends affecting the Company’s performance. The non-GAAP measures presented herein may not be comparable to other similarly titled measures of other companies. Below are additional disclosures regarding each of these non-GAAP measures, including reconciliations to their most directly comparable GAAP measure where applicable.

ADJUSTED NET INCOME (LOSS)
 
Adjusted net income (loss) and adjusted net income (loss) per share are non-GAAP measures. CRC defines adjusted net income as net income excluding the effects of significant transactions and events that affect earnings but vary widely and unpredictably in nature, timing and amount. These events may recur, even across successive reporting periods. Management believes these non-GAAP measures provide useful information to the industry and the investment community interested in comparing CRC’s financial performance between periods. Reported earnings are considered representative of management’s performance over the long term. Adjusted net income (loss) is not considered to be an alternative to net income (loss) reported in accordance with GAAP. The following table presents a reconciliation of the GAAP financial measure of net income and net income attributable to common stock per share to the non-GAAP financial measures of adjusted net income and adjusted net income per share.
         
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ millions, except per share amounts)     2026       2026       2025       2026       2025  
Net (loss) income   $ (315 )   $ 514     $ 64     $ (512 )   $ 351  
Unusual, infrequent and other items:                    
Non-cash derivative loss (gain) on Brent based commodity contracts     554       (370 )     32       976       (130 )
Non-cash derivative (gain) loss on natural gas derivative contracts     (14 )     (20 )     24       (22 )     2  
Asset impairment     —       —       2       —       2  
Severance and termination costs     —       —       —       25       8  
Merger-related costs     3       1       6       5       10  
Net loss on asset divestitures     —       —       1       —       1  
Loss on early extinguishment of debt     —       28       —       49       1  
Offshore platform expense     6       10       5       26       7  
Litigation and settlements     —       —       1       —       26  
Measurement period adjustments, net     —       (2 )     —       (2 )     1  
Other, net     23       12       11       43       27  
Total unusual, infrequent and other items     572       (341 )     82       1,100       (45 )
Income tax (benefit) provision of adjustments at the combined tax rate     (153 )     (85 )     (23 )     (317 )     13  
                     
Adjusted net income   $ 104     $ 88     $ 123     $ 271     $ 319  
                     
Net income (loss) per share – basic   $ (3.55 )   $ 5.79     $ 0.76     $ (5.77 )   $ 4.00  
Net income (loss) per share – diluted   $ (3.55 )   $ 5.76     $ 0.76     $ (5.77 )   $ 3.97  
Adjusted net income per share – basic   $ 1.17     $ 0.99     $ 1.47     $ 3.06     $ 3.63  
Adjusted net income per share – diluted   $ 1.17     $ 0.99     $ 1.46     $ 3.03     $ 3.61  

ADJUSTED EBITDAX
 
CRC defines adjusted EBITDAX as earnings before interest expense; income taxes; depreciation, depletion and amortization; exploration expense; other unusual, infrequent and out-of-period items; and other non-cash items. CRC believes this measure provides useful information in assessing its financial condition, results of operations and cash flows and is widely used by the industry, the investment community and its lenders. Although this is a non-GAAP measure, the amounts included in the calculation were computed in accordance with GAAP. Certain items excluded from this non-GAAP measure are significant components in understanding and assessing CRC’s financial performance, such as its cost of capital and tax structure, as well as depreciation, depletion and amortization of CRC’s assets. This measure should be read in conjunction with the information contained in CRC’s financial statements prepared in accordance with GAAP. A version of adjusted EBITDAX is a material component of certain of its financial covenants under CRC’s Revolving Credit Facility and is provided in addition to, and not as an alternative for, income and liquidity measures calculated in accordance with GAAP.
 
These materials include forward-looking non-GAAP financial measures, including adjusted EBITDAX. CRC is unable to provide a reconciliation of such forward-looking non-GAAP measures to the most directly comparable forward-looking GAAP financial measures because certain information needed to reconcile these measures is dependent on future events, many of which are outside of CRC’s control and cannot be reasonably predicted at this time. These items include, but are not limited to, changes in working capital, the timing and amount of capital accruals, and other non-cash or unusual items. Accordingly, a quantitative reconciliation is not available without unreasonable efforts.
 
The following table represents a reconciliation of the GAAP financial measures of net income and net cash provided by operating activities to the non-GAAP financial measure of adjusted EBITDAX. CRC has included non-GAAP measures of adjusted EBITDAX for its oil and gas segment and its carbon management segment below. Management believes these segment non-GAAP measures are useful for investors to understand the results of our core businesses.
 
         
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ millions, except per BOE amounts)     2026       2026       2025       2026       2025  
Net (loss) income   $ (315 )   $ 514     $ 64     $ (512 )   $ 351  
Interest and debt expense     26       28       25       83       77  
Depreciation, depletion and amortization     137       131       123       401       382  
Income tax (benefit) provision     (113 )     (56 )     11       (218 )     128  
Interest income     —       —       (1 )     (1 )     (6 )
Equity loss from unconsolidated subsidiaries     1       2       2       5       3  
Exploration expense     —       27       —       27       1  
Unusual, infrequent and other items (1)     572       (341 )     82       1,100       (45 )
Non-cash items     —               —      
Accretion expense     26       27       28       80       85  
Stock-based compensation     9       8       5       24       18  
Pension and post-retirement benefits     (2 )     (2 )     (1 )     (6 )     (4 )
Adjusted EBITDAX   $ 341     $ 338     $ 338     $ 983     $ 990  
                     
Net cash provided by operating activities   $ 305     $ 263     $ 279     $ 667     $ 630  
Cash interest payments     44       26       6       71       56  
Cash interest received     —       —       (1 )     (1 )     (6 )
Cash income taxes     —       16       6       16       45  
Exploration expense     —       27       —       27       1  
Working capital changes     (8 )     6       48       203       264  
Adjusted EBITDAX   $ 341     $ 338     $ 338     $ 983     $ 990  
                     
Net (loss) income per Boe   $ (22.51 )   $ 37.93     $ 5.09     $ (12.36 )   $ 9.31  
Adjusted EBITDAX per Boe   $ 24.37     $ 24.94     $ 26.90     $ 23.73     $ 26.25  
                     
(1) See Adjusted Net Income (Loss) reconciliation.

SEGMENT ADJUSTED EBITDAX
 
This measure should be read in conjunction with Note 16 Segment Information in CRC’s 2025 Annual Report. A reconciliation of the non-GAAP measure of segment adjusted EBITDAX cannot be reconciled to the comparable measure of operating cash flow prepared in accordance with GAAP without unreasonable effort.
         
Oil and Natural Gas Segment   3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ millions)     2026       2026       2025       2026       2025  
Segment profit   $ 360     $ 427     $ 182     $ 1,071     $ 642  
Depreciation, depletion and amortization     128       124       118       379       365  
Exploration expense     —       27       —       27       1  
Accretion expense     26       27       28       80       85  
Adjusted income items     11       3       4       18       7  
Adjusted EBITDAX – Oil and Natural Gas   $ 525     $ 608     $ 332     $ 1,575     $ 1,100  
                     
Carbon Management Segment                    
Segment loss   $ (14 )   $ (13 )   $ (21 )   $ (39 )   $ (66 )
Interest on contingent liability (related to Carbon TerraVault JV)     3       3       3       9       8  
Equity loss from unconsolidated subsidiary     1       2       2       4       4  
Depreciation, depletion and amortization     2       —       —       2       —  
Adjusted income items     —       —       2       —       2  
Adjusted EBITDAX – Carbon Management   $ (8 )   $ (8 )   $ (14 )   $ (24 )   $ (52 )
                     

FREE CASH FLOW
                     
Management uses free cash flow, which is defined by CRC as net cash provided by operating activities less capital investments, as a measure of liquidity. The following table presents a reconciliation of CRC’s net cash provided by operating activities to free cash flow.
                     
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ millions)     2026       2026       2025       2026       2025  
                     
Net cash provided by operating activities   $ 305     $ 263     $ 279     $ 667     $ 630  
Capital investments     (158 )     (149 )     (91 )     (438 )     (202 )
Free cash flow   $ 147     $ 114     $ 188     $ 229     $ 428  
                     

FREE CASH FLOW BEFORE NET CHANGES IN OPERATING ASSETS AND LIABILITIES
                     
Management uses free cash flow before changes in operating assets and liabilities, which is defined by CRC as net cash provided by operating activities less net changes in operating assets and liabilities and capital investments, as a measure of liquidity. The following table presents a reconciliation of CRC’s net cash provided by operating activities to free cash flow before net changes in operating assets and liabilities.
                     
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ millions)     2026       2026       2025       2026       2025  
                     
Net cash provided by operating activities   $ 305     $ 263     $ 279     $ 667     $ 630  
Net changes in operating assets and liabilities     (5 )     37       43       180       165  
Net cash provided by operating activities before net changes in operating assets and liabilities     300       300       322     $ 847     $ 795  
Capital investments     (158 )     (149 )     (91 )     (438 )     (202 )
Free cash flow before net changes in operating assets and liabilities   $ 142     $ 151     $ 231     $ 409     $ 593  

ADJUSTED GENERAL & ADMINISTRATIVE EXPENSES
                     
Management uses a measure called adjusted general and administrative (G&A) expenses and adjusted G&A per BOE to provide useful information to investors interested in comparing CRC’s costs between periods and performance to its peers.
                     
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ millions)     2026       2026       2025       2026       2025  
General and administrative expenses   $ 89     $ 97     $ 87     $ 292     $ 238  
Stock-based compensation and other     (10 )     (8 )     (5 )     (25 )     (18 )
Adjusted G&A expenses   $ 79     $ 89     $ 82     $ 267     $ 220  
                     
G&A per BOE   $ 6.36     $ 7.16     $ 6.92     $ 7.05     $ 6.31  
Adjusted G&A per BOE   $ 5.65     $ 6.57     $ 6.52     $ 6.44     $ 5.83  
                     

TOTAL OPERATING REVENUES BEFORE NET (LOSS) GAIN FROM COMMODITY DERIVATIVES
                     
Management uses a measure called total operating revenues before net (loss) gain from commodity derivatives, which is calculated as the difference between total operating revenues less net (loss) gain from commodity derivatives.
                     
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ millions)     2026       2026     2025       2026     2025
Total operating revenues   $ 421     $ 1,297   $ 855     $ 1,837     $ 2,745
Less: Net gain (loss) from commodity derivatives     (675 )     205     (23 )     (1,318 )     140
Total operating revenues before net gain (loss) from commodity derivatives   $ 1,096     $ 1,092   $ 878     $ 3,155     $ 2,605
                     

MARGIN FROM PURCHASED COMMODITIES
                     
Management uses a measure called margin from purchased commodities, which is calculated as the difference between revenue from purchased commodities and costs related to purchased commodities. This non-GAAP measure excludes transportation costs.
                     
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ millions)     2026       2026       2025       2026       2025  
Revenue from purchased commodities   $ 40     $ 26     $ 58     $ 107     $ 178  
Costs related to purchased commodities     (25 )     (15 )     (44 )     (63 )     (135 )
Margin from purchased commodities   $ 15     $ 11     $ 14     $ 44     $ 43  
                     

ELECTRICITY REVENUE NET OF ELECTRICITY GENERATION EXPENSES
                     
Management uses a measure called electricity revenue net of electricity generation expenses, which is calculated as the difference between electricity revenue and electricity generation expenses.
                     
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ millions)     2026       2026       2025       2026       2025  
Electricity revenue   $ 46     $ 6     $ 101     $ 63     $ 181  
Electricity generation expenses     (11 )     (10 )     (11 )     (26 )     (26 )
Electricity revenue net of electricity generation expenses   $ 35     $ (4 )   $ 90     $ 37     $ 155  
                     

OTHER OPERATING EXPENSES NET OF OTHER REVENUE
                     
Management uses a measure called other operating expenses net of other revenue, which is calculated as the difference between other operating expenses, net and other revenue.
                     
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
($ millions)     2026       2026       2025       2026       2025  
Other operating expenses, net   $ 43     $ 60     $ 29     $ 157     $ 127  
Other revenue     (8 )     (4 )     (4 )     (22 )     (15 )
Other operating expenses net of other revenue   $ 35     $ 56     $ 25     $ 135     $ 112  
                     

Attachment 4
PRODUCTION STATISTICS
                     
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
Net Production Per Day   2026   2026   2025   2026   2025
Oil (MBbl/d)                    
San Joaquin Basin   93   93   81   94   83
Los Angeles Basin   16   15   17   16   17
Uinta Basin   2   3   —   3   —
Other Basins   10   9   9   9   9
Total   121   120   107   122   109
                     
NGLs (MBbl/d)                    
San Joaquin Basin   10   10   10   10   10
Other Basins   1   —   —   —   —
Total   11   10   10   10   10
                     
Natural Gas (MMcf/d)                    
San Joaquin Basin   101   93   103   96   100
Los Angeles Basin   1   1   1   1   1
Sacramento Basin   10   10   11   10   12
Uinta Basin   9   9   —   9   —
Other Basins   2   2   3   2   2
Total   123   115   118   118   115
                     
Total Net Production (MBoe/d)   152   149   137   152   138
                     

Gross Operated and Net Non-Operated   3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
Production Per Day   2026   2026   2025   2026   2025
Oil (MBbl/d)                    
San Joaquin Basin   99   102   86   101   88
Los Angeles Basin   20   21   21   21   22
Uinta Basin   3   4   —   4   —
Other Basins   11   9   11   10   11
Total   133   136   118   136   121
                     
NGLs (MBbl/d)                    
San Joaquin Basin   11   10   11   10   11
Uinta Basin   1   1   —   1   —
Total   12   11   11   11   11
                     
Natural Gas (MMcf/d)                    
San Joaquin Basin   129   128   133   128   134
Los Angeles Basin   6   6   6   6   6
Sacramento Basin   13   13   14   13   14
Uinta Basin   12   12   —   12   —
Other Basins   3   3   4   3   4
Total   163   162   157   162   158
                     
Total Gross Production (MBoe/d)   172   174   155   174   158
                     

Attachment 5
PRICE STATISTICS
    3rd Quarter   2nd Quarter   3rd Quarter   Nine Months   Nine Months
      2026       2026       2025       2026       2025  
Oil ($ per Bbl)                    
Realized price with derivative settlements   $ 72.46     $ 76.43     $ 67.04     $ 72.76     $ 68.61  
Realized price without derivative settlements   $ 83.42     $ 91.55     $ 66.32     $ 83.08     $ 68.34  
                     
NGLs ($/Bbl)   $ 48.57     $ 49.62     $ 41.04     $ 47.70     $ 46.10  
                     
Natural gas ($/Mcf)                    
Realized price without derivative settlements   $ 3.52     $ 1.84     $ 3.47     $ 2.99     $ 3.46  
                     
Index Prices                    
Brent oil ($/Bbl)   $ 91.36     $ 96.87     $ 68.13     $ 88.71     $ 69.94  
WTI oil ($/Bbl)   $ 85.79     $ 92.79     $ 64.93     $ 83.50     $ 66.70  
NYMEX average monthly settled price ($/MMBtu)   $ 2.96     $ 2.90     $ 3.07     $ 3.63     $ 3.39  
                     
Realized Prices as Percentage of Index Prices                    
Oil with derivative settlements as a percentage of Brent     79 %     79 %     98 %     82 %     98 %
Oil without derivative settlements as a percentage of Brent     91 %     95 %     97 %     94 %     98 %
                     
Oil with derivative settlements as a percentage of WTI     84 %     82 %     103 %     87 %     103 %
Oil without derivative settlements as a percentage of WTI     97 %     99 %     102 %     99 %     102 %
                     
NGLs as a percentage of Brent     53 %     51 %     60 %     54 %     66 %
NGLs as a percentage of WTI     57 %     53 %     63 %     57 %     69 %
                     
Natural gas without derivative settlements as a percentage of NYMEX contract month average     119 %     63 %     113 %     82 %     102 %

Attachment 6
THIRD QUARTER 2026 DRILLING ACTIVITY
    San Joaquin   Los Angeles   Sacramento   Uinta   Other    
Wells Drilled   Basin   Basin   Basin   Basin   Basins   Total
                         
Development Wells                        
Primary   17   —   —   3   —   20
Waterflood   2   6   —   —   —   8
Steamflood   89   —   —   —   —   89
Total (1)   108   6   —   3   —   117
                         
                         
NINE MONTHS 2026 DRILLING ACTIVITY
    San Joaquin   Los Angeles   Sacramento   Uinta   Other    
Wells Drilled   Basin   Basin   Basin   Basin   Basins   Total
                         
Development Wells                        
Primary   40   —   —   4   —   44
Waterflood   52   7   —   —   —   59
Steamflood   172   —   —   —   —   172
Total (1)   264   7   —   4       275
                         
(1) Includes steam injectors and drilled but uncompleted wells, which are not included in the SEC definition of wells drilled.

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