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AtlasClear Holdings Announces Share Purchases by Executive Leadership and Directors

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

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

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

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

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

About AtlasClear Holdings, Inc.

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

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

Forward-Looking Statements

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

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

Company Contact:

AtlasClear Holdings, Inc.
Email: [email protected]

Investor Relations Contact:

Jeff Ramson, CEO
PCG Advisory, Inc.
Email: [email protected]



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Prospect Floating Rate and Alternative Income Fund Announces a 14.46% Annualized Total Cash Common Shareholder Distribution Rate on Net Asset Value for September 2026

NEW YORK, Sept. 28, 2026 (GLOBE NEWSWIRE) — Prospect Floating Rate and Alternative Income Fund, Inc. (“Prospect Floating Rate and Alternative Income Fund” or the “Fund”), announced today that the Fund’s Board of Directors has declared the monthly “base” cash common shareholder distribution and its quarterly cash “bonus” common shareholder distribution for September 2026.

The annualized total “base” cash distribution is $0.3890 per share (10.00% annualized percentage rate based on the net asset value as of June 30, 2026 of $3.89), for distribution with a record date of September 30, 2026 and a payment date of October 7, 2026.

Monthly Base Cash Shareholder Distribution Record Date Payment Date Total Amount

($ per share)
September 2026 September 30, 2026 October 7, 2026 $0.03242


The Fund’s Board of Directors has also declared a quarterly cash “bonus” distribution, as follows:

Quarterly Bonus Cash Shareholder Distribution Record Date Payment Date Total Amount

($ per share)
September 2026 September 30, 2026 October 7, 2026 $0.04333


The annualized total “bonus” cash distribution is $0.17332 per share (4.46% annualized percentage rate based on the net asset value as of June 30, 2026 of $3.89), for distribution with a record date of September 30, 2026 and a payment date of October 7, 2026.

The total annualized cash distribution is $0.56232 (14.46% annualized percentage rate based on the net asset value as of June 30, 2026 of $3.89), for a distribution with a record date of September 30, 2026.

Distributions shall first be treated as a distribution of taxable investment company income undistributed from the prior year and then treated as a distribution of taxable investment company income for the current year. This treatment will not affect tax reporting to shareholders.

About Prospect Floating Rate and Alternative Income Fund

Prospect Floating Rate and Alternative Income Fund is an externally managed, non-diversified, closed-end management investment company that has elected to be regulated as a business development company. The Fund invests primarily in the floating rate loans of privately-owned U.S. middle market companies. These investments are generally sourced by Prospect Capital Management L.P, our investment adviser. For more information, visit pfloat.com.

About Prospect Capital Management L.P.

Prospect Capital Management L.P. (“Prospect”), headquartered in New York City, is an SEC-registered investment adviser that, along with its predecessors and affiliates, has more than 30-years of investing in and managing high-yielding debt and equity investments using both private partnerships and publicly traded closed-end structures. Prospect and its affiliates employ a team of over 100 professionals who focus on credit-oriented investments yielding attractive current income. Prospect, together with its affiliates, has $7.0 billion of assets under management as of June 30, 2026. Prospect is the investment adviser to Prospect Capital Corporation (NASDAQ: PSEC). For more information, call (212) 448-0702 or visit https://www.prospectcap.com.

Investors should consider the investment objectives, risks, and charges and expenses of the Fund(s) before investing. The prospectus contains this and other information about the Fund(s) and should be read carefully before investing. The prospectus may be obtained at
https://www.pfloat.com/prospectus
.

The Prospect Floating Rate and Alternative Income Fund is distributed by Ultimus Fund Distributors, LLC, Member FINRA/SIPC. Prospect Capital is not affiliated with Ultimus Fund Distributors, LLC.

Additional Information

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Past performance is not indicative of future performance. Our distributions may exceed our earnings, and therefore, portions of the distributions that we make may be a return of the money that you originally invested and represent a return of capital to you for tax purposes. The Fund will ordinarily pay distributions from its net investment income, if any, on a monthly basis. Distributions are not guaranteed. Based on current estimates, September 2026 distributions reflect a return of income, and the Fund does not expect any portion of the distributions to be a return of capital. Such a return of capital is not immediately taxable, but reduces your tax basis in our shares, which may result in higher taxes for you even if your shares are sold at a price below your original investment.

Forward-Looking Statements

This press release may contain certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the future performance of Prospect Floating Rate and Alternative Income Fund Words such as “believes,” “expects,” “projects,” and “future” or similar expressions are intended to identify forward-looking statements. Any such statements, other than statements of historical fact, are highly likely to be affected by unknowable future events and conditions, including elements of the future that are or are not under the control of Priority Income Fund, Inc. and that Prospect Floating Rate and Alternative Income Fund may or may not have considered; accordingly, such statements cannot be guarantees or assurances of any aspect of future performance. Actual developments and results are highly likely to vary materially from any forward-looking statements. Such statements speak only as of the time when made, and Prospect Floating Rate and Alternative Income Fund undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.



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

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

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

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

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



Contact: Donny Chia
713-435-1077

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

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

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

What Inner Circle recognition means

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

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

What TTEC Digital’s Microsoft practice delivers

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

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

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

Inner Circle membership benefits

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

Additional Microsoft designations

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

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

About TTEC Digital

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



Media Contact:
Meredith Mathews
[email protected]

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Sangoma Announces Fourth Quarter Fiscal 2026 Results

Sangoma Announces Fourth Quarter Fiscal 2026 Results

Company Separately Announces Definitive Agreement to Be Acquired

TORONTO–(BUSINESS WIRE)–
Sangoma Technologies Corporation (TSX: STC; Nasdaq: SANG) (“Sangoma” or the “Company”), a trusted industry leader uniquely offering businesses a choice of on-premises, cloud-based, or hybrid Communications as a Service solutions, today announced its fourth quarter financial results and consolidated financial statements for the year ended June 30, 2026. All amounts are expressed in US dollars unless otherwise stated.

“During the fourth quarter, we identified and corrected a reporting matter related to certain cancelled and rewritten customer contracts. This led to an adjustment to revenue reported in prior periods and had no impact on our cash flow or cash position. I’m proud of how our team handled this, and our business continued to execute throughout — including new business wins and expansion within our existing customer base. We’re entering fiscal 2027 with a clear strategy focused on accelerating our growth areas, strengthening our core recurring-revenue base, and optimizing the rest of the portfolio,” said Charles Salameh, Chief Executive Officer.

Fourth Quarter of Fiscal 2026 Highlights:

  • Revenue at $49.8 million was 0.21% higher compared to last quarter, revenue mix is in line with the Company’s expectations. Excluding $7.5 million of revenue from VoIP Supply, LLC (“VS”), which was strategically sold to exit low-margin, non-recurring resale activity, revenue was 4% lower year-over-year on a like-for-like basis.

  • Gross profit of $32.3 million representing 65% of total revenue, lower than $35.1 million representing 71% in last quarter. Without the Inventory write-down of $3.0 million (the “Inventory Write-Down”), gross profit of $35.3 million representing 71% of total revenue.

  • Operating expenses1 were $38.5 million, increased by $0.5 million or 1% over the previous quarter, reflecting continuous and focused cost initiatives and prudent cost management.

  • Net loss of $72.5 million ($2.19 loss per share fully diluted) compared to a Net income of $0.2 million ($0.01 income per share fully diluted) over the same quarter in the prior year. Net loss was impacted by a $68.4 million non-cash goodwill impairment charge and the Inventory Write-Down.

  • Adjusted EBITDA2 of $6.5 million representing 13% of total revenue.

  • Quarterly churn remained low, holding at under 1%.

  • Net cash provided by operating activities of $4.6 million in the fourth quarter or 70% as a percentage of Adjusted EBITDA2.

  • Free Cash Flow2 in the fourth quarter of $2.7 million ($0.08 per share fully diluted).

YTD Fiscal 2026 Highlights:

  • Total Revenue for the full year of fiscal 2026 was $200.1 million, Service/Product revenue mix of 92% to 8% was in line with the mix excluding VS in the same period a year ago.

  • Gross profit for the full year of fiscal 2026 was $140.7 million. Gross margin at 70% improved 2% from the same period a year ago. Without the Inventory Write-Down, gross profit of $143.7 million representing 72% of total revenue.

  • Operating expenses1 for the full year of fiscal 2026 was $154.3 million, decreased $8.7 million or 5% over the same period a year ago, reflecting the Company’s disciplined approach to cost savings and operational efficiencies.

  • Net Loss for the full year of fiscal 2026 was $81.1 million ($2.44 loss per share fully diluted) compared to Net Loss of $5.0 million ($0.15 loss per share fully diluted) in the same period a year ago.

  • Adjusted EBITDA2 for the full year of fiscal 2026 was $28.7 million, representing 14% of total revenue.

  • Industry-leading churn at less than 1% for the full year of fiscal 2026.

  • Net cash provided by operating activities for the full year of fiscal 2026 was $23.7 million or 82% as a percentage of Adjusted EBITDA2, reflecting continued healthy cash conversion from operations.

  • Free Cash Flow2 for the full year of fiscal 2026 was $15.7 million ($0.47 per share fully diluted).

  • Total debt at the end of the fourth quarter of fiscal 2026 was $27.3 million, a reduction of approximately 43% from the same period last year.

  • Cash at the end of the fourth quarter of fiscal 2026 was $10.4 million, reflecting a strong progression of operating cash flow in the full year, partially offset by total debt reduction of $20.6 million and share repurchases of $1.0 million.

Subsequent Event

As a result of the strategic review process, on September 28, 2026, the Board approved and entered into a definitive agreement for the sale of the Company, subject to certain closing conditions (the “Transaction”). For further details, please refer to the separate press release issued by the Company today, available on the Company’s website and under its profile on SEDAR+ and EDGAR.

Revision of Previously Reported Quarterly Financial Information

During the fourth quarter of fiscal 2026, the Company identified and corrected an error in service revenue recognized on cancelled contracts subsequent to the date of cancellation. The error was caused by incomplete data migration between the Company’s Salesforce and NetSuite systems (the “ERP Revenue Matter”), as a result of the Company’s ERP implementation on July 1, 2025. The ERP Revenue Matter did not have any impact on any periods prior to July 1, 2025 as the error occurred on transition of our ERP in the current fiscal year. The error had no impact on reported cash flow from operating activities in any reported period. The error overstated the Company’s revenue and understated deferred revenue in each period, the Company has corrected the previously reported revenue and related amounts for the first three quarters of fiscal 2026. Management assessed the materiality of the ERP Revenue Matter on the Q1/26, Q2/26 and Q3/26 interim financial statements for fiscal 2026, individually and in the aggregate, and concluded that the impact was not material to any period. The correction to each period, noted in the table below, will be reflected in the 2026 comparative period interim financial statements when we issue our fiscal 2027 interim financial statements. The correct amounts for the Q1, Q2 and Q3 interim periods have been re-presented below. These updated figures are being used by the Company for comparative purposes herein and will be used for comparative purposes going forward.

The change in general and administration expense in each period also reflects the retrospective allocation, to the quarters to which it relates, of a reduction in the Company’s accrual for performance-based compensation. The Company accrues performance-based bonus expense throughout the year based on then-current projections of annual performance against target. As the ERP Revenue Matter reduced the Company’s projected annual revenue and Adjusted EBITDA, the related bonus accrual has been correspondingly reduced, with the reduction allocated to the first three quarters of fiscal 2026. This reduction to general and administration expense partially offsets the effect of the revenue correction on Adjusted EBITDA and net loss in each period.

 

Three month period ended

September 30, 2025

Three month period ended

December 31, 2025

Three month period ended

March 31, 2026

 

Reported

  

Adjustment

  

As Adjusted

Reported

  

Adjustment

  

As Adjusted

Reported

  

Adjustment

  

As Adjusted

 

$

  

$

  

$

$

  

$

  

$

$

  

$

  

$

Service revenue

$

46,878

  

$

(486)

  

$

46,392

$

47,579

  

$

(1,246)

  

$

46,333

$

46,775

  

$

(1,282)

  

$

45,493

% of total revenue

 

92%

  

 

  

 

92%

 

92%

  

 

  

 

92%

 

92%

  

 

  

 

92%

Product revenue

$

3,940

  

 

—

  

$

3,940

$

3,871

  

 

—

  

$

3,871

$

4,220

  

 

—

  

$

4,220

% of total revenue

 

8%

  

 

  

 

8%

 

8%

  

 

  

 

8%

 

8%

  

 

  

 

8%

Total revenue

$

50,818

  

$

(486)

  

$

50,332

$

51,450

  

$

(1,246)

  

$

50,204

$

50,995

  

$

(1,282)

  

$

49,713

Gross profit

$

36,805

  

$

(486)

  

$

36,319

$

38,246

  

$

(1,246)

  

$

37,000

$

36,361

  

$

(1,282)

  

$

35,079

General & administration

$

7,246

  

$

(176)

  

$

7,070

$

8,807

  

$

(456)

  

$

8,351

$

7,266

  

$

(472)

  

$

6,794

Net loss

$

(2,337)

  

$

(310)

  

$

(2,647)

$

(1,996)

  

$

(790)

  

$

(2,786)

$

(2,335)

  

$

(810)

  

$

(3,145)

Adjusted EBITDA

$

8,297

  

$

(310)

  

$

7,987

$

8,335

  

$

(790)

  

$

7,545

$

7,475

  

$

(810)

  

$

6,665

Guidance for Fiscal 20273 and Conference Call

In light of the Transaction, the Company is not providing guidance for Fiscal 2027 and will not be hosting a conference call to discuss Fiscal 2026 results.

About Sangoma Technologies Corporation

Sangoma (TSX: STC; Nasdaq: SANG) is a leading business communications platform provider with solutions that include its award-winning UCaaS, CCaaS, CPaaS, and Trunking technologies. The enterprise-grade communications suite is developed in-house; available for cloud, hybrid, or on-premises setups. Additionally, Sangoma provides managed services for connectivity, network, and security. A trusted communications partner with over 40 years on the market, Sangoma has over 2.7 million UC seats across a diversified base of over 100,000 customers. Sangoma has been recognized for nine years running in the Gartner UCaaS Magic Quadrant. As the primary developer and sponsor of the open source Asterisk and FreePBX projects, Sangoma is determined to drive innovation in communication technology continuously. For more information, visit www.sangoma.com.

Cautionary Statement Regarding Forward Looking Statements

This press release contains forward-looking information and forward-looking statements (collectively, “forward-looking statements”), including statements regarding the Company’s future financial and operating performance, business strategy, growth opportunities, market outlook, strategic review process and management’s expectations for fiscal 2026 and beyond.

Forward-looking statements are provided for the purpose of presenting information about management’s current expectations and plans relating to the future, and readers are cautioned that such statements may not be appropriate for other purposes. Forward-looking statements include, but are not limited to, statements relating to management’s guidance on revenue and Adjusted EBITDA, expectations regarding demand for the Company’s Products and Services, supply chain dynamics, foreign exchange impacts, cash flows, and other statements that are not historical facts. Words such as “believe”, “could”, “plan”, “estimate”, “expect”, “will”, “intend”, “may”, “potential”, “should”, and similar expressions are intended to identify forward-looking statements.

Although Sangoma believes that the expectations reflected in these forward-looking statements are reasonable, such statements involve known and unknown risks, uncertainties, and other factors that may cause actual results, performance, or achievements to differ materially from those expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: supply chain disruptions, cost inflation, or shipping delays, the Company’s ability to execute its go-to-market strategy, including expansion of subscription and cloud services, changes in customer demand, churn, or adoption of new technologies, macroeconomic and geopolitical developments, including inflation, interest rates, recessions, political instability, conflicts, trade restrictions, sanctions, or tariffs, foreign exchange fluctuations, cybersecurity risks, evolving regulatory and compliance requirements, and data sovereignty changes, the Company’s ability to attract and retain key employees, changes in technology, including the impacts of artificial intelligence, automation, or other innovations that could alter competitive dynamics; and the risks and uncertainties described in the Company’s most recently filed Annual Information Form for the fiscal year ended June 30, 2026.

Forward-looking statements are based on the opinions, estimates, and assumptions of management as of the date of this press release and are inherently subject to significant business, economic, and competitive uncertainties and contingencies. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions, or expectations upon which they are based will occur. Except as required by applicable securities laws, Sangoma undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Non-IFRS Measures and Reconciliation of Non-IFRS Measures

This press release contains references to non-IFRS measures. These measures are used by management to evaluate the performance of the Company and do not have any meaning prescribed by IFRS and therefore may not be comparable to similar measures presented by other reporting issuers. Rather, these measures are provided as additional information to complement those IFRS measures by providing further understanding of our results of operations from management’s perspective should not be considered in isolation nor as a substitute for analysis of our financial information reported under IFRS. These non-IFRS measures are used to provide investors with alternative measures of our operating performance and liquidity and thus highlight trends in our business that may not otherwise be apparent when relying solely on IFRS measures. We also believe that securities analysts, investors and other interested parties frequently use non-IFRS measures to compare issuers. Management also uses non-IFRS measures to facilitate operating performance comparisons from period to period, the preparation of annual operating budgets and forecasts and to determine components of executive compensation. The non-IFRS measures referred to in this press release include “Adjusted EBITDA” and “Free Cash Flow”.

“Adjusted EBITDA” means earnings before income taxes, interest expense (net), share-based compensation, depreciation (including for right-of-use assets), amortization, restructuring and business integration costs, goodwill impairment, change in fair value of consideration payable and loss on sale divestiture of subsidiary.

The IFRS measure most directly comparable to Adjusted EBITDA presented in our financial statements is net income (loss).

The following table reconciles Adjusted EBITDA to net income (loss) for the periods indicated:

in US $000

  

Three month periods ended

 

  

2026

  

2025

  

Change

  

Change

2026

  

2025

  

Change

  

Change

 

  

$

  

$

  

$

  

%

$

  

$

  

$

  

%

Net (loss) income

  

(72,516)

  

209

  

(72,725)

  

(34797)%

(81,094)

  

(5,010)

  

(76,084)

  

1519%

Tax recovery

  

(4,007)

  

(435)

  

(3,572)

  

821%

(5,455)

  

(1,333)

  

(4,122)

  

309%

Interest expense (net)

  

449

  

658

  

(209)

  

(32)%

2,024

  

4,012

  

(1,988)

  

(50)%

Share-based compensation

  

696

  

625

  

71

  

11%

2,486

  

2,908

  

(422)

  

(15)%

Depreciation of property and equipment

  

721

  

993

  

(272)

  

(27)%

3,250

  

4,066

  

(816)

  

(20)%

Depreciation of right-of-use assets

  

374

  

593

  

(219)

  

(37)%

1,508

  

2,564

  

(1,056)

  

(41)%

Amortization of intangibles

  

7,974

  

8,172

  

(198)

  

(2)%

32,112

  

32,768

  

(656)

  

(2)%

Restructuring and business integration costs

  

1,449

  

447

  

1,002

  

224%

2,506

  

961

  

1,545

  

161%

Adjusted EBITDA

  

6,534

  

11,361

  

(4,827)

  

(42)%

28,731

  

41,035

  

(12,304)

  

(30)%

AEBITDA as a % of revenue

  

13%

  

19%

  

 

  

(6)%

14%

  

17%

  

 

  

(3)%

“Free Cash Flow” means cash provided by operating activities less cash used for purchases of property and equipment and capitalized development costs.

The IFRS measure most directly comparable to Free Cash Flow presented in our financial statements is net cash provided by operating activities.

The following table reconciles Free Cash Flow to net cash provided by operating activities for the periods indicated:

in US $000

  

Three month periods ended

 

  

2026

  

2025

  

Change

  

Change

2026

  

2025

  

Change

  

Change

 

  

$

  

$

  

$

  

%

$

  

$

  

$

  

%

Net cash provided by operating activities

  

4,568

  

7,126

  

(2,558)

  

(36)%

23,702

  

41,786

  

(18,084)

  

(43)%

Purchase of property and equipment

  

(221)

  

(822)

  

601

  

(73)%

(1,784)

  

(2,391)

  

607

  

(25)%

Development costs

  

(1,610)

  

(1,510)

  

(100)

  

7%

(6,246)

  

(6,448)

  

202

  

(3)%

Free Cash Flow

  

2,737

  

4,794

  

(2,057)

  

(43)%

15,672

  

32,947

  

(17,275)

  

(52)%

 

Sangoma Technologies Corporation

Adrian Back

Interim Chief Financial Officer

[email protected]

KEYWORDS: North America Canada

INDUSTRY KEYWORDS: Security Technology VoIP Telecommunications Software Networks

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Faraday Future Announces Strategic Upgrade into Robotaxi and EAI Cabin Technology Operator and Physical AI Investment Holding Company; To Combine Its Robotics Business at Approx. $200 Million Valuation with AIxC (soon FFR) for a Standalone Listing

Faraday Future Announces Strategic Upgrade into Robotaxi and EAI Cabin Technology Operator and Physical AI Investment Holding Company; To Combine Its Robotics Business at Approx. $200 Million Valuation with AIxC (soon FFR) for a Standalone Listing

  • FFAI is upgrading into a Robotaxi and EAI Cabin (Intelligent cabin) shared mobility operations company and a Physical AI investment holding company. Evolving its automotive business from an EV manufacturer to a Robotaxi shared-mobility operator. FF aims to advance its “Four Future Trends” concept, once again helping to drive automotive-industry transformation.

  • AIxC proposes to acquire and consolidate FFAI’s robotics assets and businesses at a market-based valuation of approximately $200 million, aiming to become the first Nasdaq-listed pure-play robotics ecosystem company built on a “Four-Core Full-Stack” AI ecosystem in the U.S. Now both the Board of FFAI and AIxC have approved the Term sheet.

  • AIxC will change its name to FF EAI Robotics Ecosystem Inc. on September 30, with its Nasdaq ticker changing from AIXC to FFR, effective at the opening of trading on the same day. Upon completion of the proposed transaction, FFAI is expected to become FFR’s single largest controlling stockholder. This would mark FFAI’s successful incubation of a Nasdaq-listed EAI robotics company. FFAI also plans to continue increasing its ownership in FFR over time.

  • Following completion of the proposed transaction, FFAI is expected to consolidate FFR’s financial results into its own financial statements, subject to FFAI’s resulting ownership interest and applicable accounting standards, and to the definitive agreements.

  • In less than one year, FFAI’s EAI robotics business completed Phase One of its “Built in USA” Acceleration Program, advanced the “One-Brain Multi-Form, Multi-Capability” FF EAI Robot World 2.0, and launched 24 FCC-certified products across three robot forms, with customer deliveries underway. By the end of August, cumulative EAI Device sales and shipments reached 552 units; Q2 average robotics product gross margin exceeded 30%, and cumulative revenue reached approximately $1.52 million. Across the remaining three cores, the EAI Brain entered engineering testing and delivery, Developer Platform 1.0 went live, the EAI Data Factory established an initial commercial closed loop, four Industry Productivity Solutions launched, and RoboShare secured multiple paid orders.

  • Under preliminary projections prepared by FFAI management for the FF EAI Robotics business on a standalone basis, the business is projected to reach positive operating cash flow in the third quarter of 2028. Those projections contemplate unaudited revenue of approximately $7.1 million in 2026 at a positive gross margin and approximately $45.17 million in 2027 at 30.5%, cumulative 2026–2030 revenue of approximately $1.98 billion with gross margins expected to improve over time, along with growing cumulative EAI Device sales exceeding 130,000 units.

  • FFAI plans to adopt an upgraded operating model inspired by Berkshire Hathaway and Alphabet and expects to announce additional strategic upgrade plans for the new FFAI in the near term.

  • Subject to closing of the proposed deal, FFR will provide a standalone platform to highlight and unlock the value of the robotics business, which may gradually reduce reliance on substantially dilutive financing and is expected to significantly reduce FFAI’s potential equity dilution. Following the strategic upgrade of its automotive business, a lighter operating model is expected to help substantially reduce costs. Together, these initiatives are intended to help FFAI’s intrinsic value be better recognized and accelerate the maximization of value for stockholders.

LOS ANGELES–(BUSINESS WIRE)–
Faraday Future Intelligent Electric Inc. (NASDAQ: FFAI) (“Faraday Future,” “FF” or the “Company”), a California-based global EAI ecosystem company, today announced two major strategic business upgrades and value-restructuring initiatives, together with the latest execution progress and key breakthroughs:

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20260928644041/en/

Faraday Future Announces Strategic Upgrade into Robotaxi and EAI Cabin Technology Operator and Physical AI Investment Holding Company; To Combine Its Robotics Business at Approx. $200 Million Valuation with AIxC (soon FFR) for a Standalone Listing

Faraday Future Announces Strategic Upgrade into Robotaxi and EAI Cabin Technology Operator and Physical AI Investment Holding Company; To Combine Its Robotics Business at Approx. $200 Million Valuation with AIxC (soon FFR) for a Standalone Listing

1. To become a Physical AI investment, incubation, and holding company and bring its robotics business into AIxC, which is expected to be renamed FFR;

2. Upgrade its automotive strategy across three areas: entering Robotaxi operations, including potential connectivity with the Cybercab network; extending FF’s EAI cabin technology to other intelligent vehicles; and enabling FF vehicles to connect with Robotaxi networks.

Upon completion of the transaction, FFAI is expected to become AIxC’s single largest controlling stockholder. The specific transaction arrangements remain subject to definitive agreements, Special Committees of Board of Directors of AIxC and FFAI and regulatory approvals, and formal Company announcements.

FFR Targets Positive Operating Cash Flow by Q3 2028 and Top 3 EAI Robotics Ecosystem Companies Overall Over the Next Five Years

Nasdaq-listed AIxC and FFAI have signed a non-binding term sheet for the proposed combination of FFAI’s robotics assets and business with AIxC at a market-based valuation of $200 million. The goal is to become the No. 1 publicly traded pure-play “Four-Core Full-Stack AI” robotics ecosystem company.

The proposed transaction between FFAI and AIxC is expected to include an 18-month lock-up arrangement for shares of the robotics business, with the specific terms subject to definitive agreements between the parties. This arrangement reflects FFAI’s long-term confidence in its robotics business and value. The pre-transaction valuation of AIxC is approximately $55 million.

Upon completion of the transaction, FFAI is expected to continue to participate in the robotics business’s potential value appreciation through its ownership interest. AIxC is expected to discontinue its crypto strategy entirely and transform into a pure-play Robotics Ecosystem Company centered on the Four-Core Full-Stack AI ecosystem, spanning robotics R&D, supply chain, manufacturing, sales, deployment, data and operations.

In less than one year, FFAI’s EAI robotics business has achieved significant progress, exceeding initial expectations. The Company has completed Phase One of its “Built in USA” Acceleration Program and is advancing the “One-Brain Multi-Form, Multi-Capability” FF EAI Robot World 2.0. FFAI has launched 24 products across three robot forms, all of which have received FCC certification, with user deliveries underway.

The Company’s “Four-Core Full-Stack AI” Ecosystem is beginning to take shape. By the end of August, cumulative EAI Device sales and shipments reached 552 units. In the second quarter, the average contribution margin of FFAI’s robotics products exceeded 30%, while cumulative revenue reached approximately $1.52 million.

Progress has also been made across the ecosystem’s other three cores. FFAI’s internally developed EAI Brain has entered engineering testing and delivery. Developer Platform 1.0 is now live, and the EAI Data Factory has established an initial commercial closed loop, including the completion of its first round of real-robot data collection and training. In addition, four Industry Productivity Solutions have been completed and launched, while RoboShare has secured multiple paid orders. RoboShare aims to become one of the top two robot-sharing and rental platforms in the United States.

Under preliminary projections prepared by FFAI management, the FF EAI Robotics business anticipates total revenue from the Four-Core Full-Stack AI ecosystem is expected to reach $7.1 million in 2026, with a positive gross margin. Total revenue is expected to reach $45.17 million in 2027, with gross margin increasing to 30.5% as the business enters a higher-margin phase. Over five years, the projected cumulative revenue of estimated $1.98 billion, with gross margin gradually rising to about 54% in 2030. As the EAI Brain and Developer Platform, Industry Productivity Solutions, EAI Data Factory and service businesses develop, ecosystem revenue as a share of total revenue is expected to increase from 22% in 2026 to 49%, which FFR believes would further demonstrate the value of the “Four-Core Full-Stack AI” ecosystem. FFR also expects to significantly increase R&D investment, with cumulative five-year investment of approximately $300 million to maintain product and technology leadership. The projections are subject to change and may differ materially.

FFAI management projects that EAI Device unit sales are targeted at 2,001 units in 2026 and 7,400 units in 2027, exceeding 130,000 units cumulatively over five years. The data business is expected to grow rapidly, with cumulative five-year data supply exceeding 19 million hours, supporting the continued optimization of the EAI Brain and advancement of its computing capabilities. While peers such as Figure and Agility Robotics pursue a “One Form Does It All” model, FFR believes that relying on a single form to address every use case has inherent limits. Through ongoing “One Brain, Multiple Forms” R&D, FFR intends to support the scaled deployment of multiple robot forms while maintaining strong product competitiveness.

Industry Productivity Solutions are expected to initially focus on education and research, security and inspection, industrial productivity, and service-sector productivity applications, before expanding into additional verticals to accelerate the deployment and application of robots with multiple forms and capabilities.

FFAI Upgrades from EV Manufacturer to Robotaxi + EAI Cabin Technology Operator, Joining Forces with RoboShare to Build a Lighter-Asset Shared Mobility Model

The automotive industry is entering a significant period of transformation shaped by autonomous driving, shared autonomous mobility and mobility services. As early as 2014, FF Founder and Global CEO YT Jia was among the first in the industry to propose the “Four Future Trends” strategy of Electrification, AI, Internet and Sharing. In light of the trend toward more socialized and shared vehicle use, and the new opportunities created by fragmented vehicle-asset ownership, FF plans to explore a lighter-asset model to advance the Four Future Trends, with the aim of upgrading its automotive business into an EAI cabin and Robotaxi shared-operations company and once again becoming a participant in and driver of automotive-industry transformation.

Following its strategic upgrade, FFAI will work with RoboShare to expand its Robotaxi autonomous shared mobility business, including by connecting to the Cybercab network, exploring the deployment of FF’s “3rd aiSpace” EAI cabin technology in other conventional intelligent vehicles, and connecting FF’s own vehicles to Robotaxi networks. By leveraging RoboShare’s sharing platform and operational capabilities, FFAI also plans to pursue opportunities in vehicle-asset onboarding, operations and user services.

FFAI Establishes and Strengthens Its Position as an Investment Holding Company, Advancing Synergies Across Shared Mobility, Robotics and Physical AI to Unlock Ecosystem Value

Alongside the strategic upgrade of its automotive business, FFAI plans to build a more complete Physical AI industrial ecosystem, further expanding its capabilities in industry investment, business incubation and investment holding. The Company aims to gradually establish a development model combining industrial operations, capital investment, and ecosystem collaboration.

As the first U.S. company incubated within the FFAI ecosystem with independent operating capabilities and public-listing potential, FFAI’s robotics business is expected to serve as an important starting point for FFAI to support the independent development of mature businesses and further explore opportunities in Physical AI industry investment, business incubation and investment holding. FFAI intends to use its holding platform to lead top-level strategic planning and its incubation system to rapidly validate and efficiently scale businesses. It also plans to support mature businesses in pursuing independent financing, valuation and development, creating a layered growth structure in which businesses advance independently while reinforcing one another.

By supporting mature businesses in pursuing independent public listings or operations, FFAI expects to reduce the valuation discount associated with bundling all businesses together and reduce the need to continually dilute parent-company stockholders to support mature businesses’ ongoing development. Once independently valued, the value of mature businesses may be separately reflected in the value of FFAI’s equity holdings, potentially supporting the Company’s market value and further unlocking value across the FFAI ecosystem.

Four Dimensions of Value Creation Expected to Reshape FFAI’s Capital Structure and Financial Profile and Open a New Chapter of Independent Growth for FFR

As the first business incubated within the FF ecosystem with independent operating capabilities and public-listing potential, the robotics business is expected to move beyond legacy burdens through independent operations and financing, opening a new cycle of growth for its robotics business. FFAI, meanwhile, plans to further strengthen its investment holding platform position, retain its business-incubation capabilities and participate in the robotics business’s potential value appreciation through its ownership interest. Together, these three changes are expected to unlock four dimensions of value:

Strategic Value: Upon completion of the transaction, FFAI proposes to contribute its robotics business to AIxC to achieve an independent public listing and continues to be AIxC’s single largest controlling stockholder. FFAI would therefore expect to hold an interest in a Nasdaq-listed robotics company initially valued at approximately $200 million. FFAI may consolidate AIxC’s financial statements and continue to participate in the robotics business’s potential value appreciation, further advancing its strategic upgrade and vertical focus on Physical AI.

Business Value: FFAI’s planned Robotaxi shared-operations business may create ecosystem synergies with RoboShare, AIxC’s robot-sharing platform. The integration of resources across robotics, shared mobility and Physical AI may unlock additional business value and new growth opportunities.

Financial Value: Following the independency of the robotics business, its profitability, growth trajectory, funding requirements and uses of capital are expected to be presented with greater clarity. Financial-reporting transparency and quality may improve. As the robotics business’s operating fundamentals continue to strengthen, the relevant results in AIxC’s and FFAI’s consolidated financial statements may also improve materially.

Capital Value: FFR will provide a standalone platform to highlight and unlock the value of the robotics business, gradually reduce reliance on substantially dilutive financing, and seek to maximize stockholder value as soon as possible. At the FFAI level, the Company’s future valuation framework may comprise the value of the holding platform, newly incubated businesses and independently operated mature businesses, providing greater clarity in its valuation structure. Future funding needs of the robotics business are expected to be addressed primarily through AIxC’s independent platform, potentially reducing financing pressure and equity dilution at FFAI. Through its ownership interest in AIxC, FFAI may continue to participate in the robotics business’s potential value appreciation while reinforcing the holding platform’s business-incubation and value-creation capabilities.

FFAI to Operate Under a Model Inspired by Berkshire Hathaway and Alphabet, With Further Strategic Upgrades to Be Announced Soon

Following this strategic upgrade, FFAI plans to operate under a model inspired by Berkshire Hathaway and Alphabet and announce further strategic-upgrade initiatives in the near term.

The parties are advancing the execution of definitive agreements, financing arrangements and transaction closing in an orderly manner. According to FFR, it plans to announce more next-phase strategy and business plan upon completion of the transaction.

At the signing of the definitive agreements, FFAI and FFR plan to enter into an Investor Rights Agreement setting forth governance arrangements agreed by the parties, including rights to nominate members of FFR’s Board of Directors. These arrangements are expected to be like the governance arrangements between FFGP and FFAI.

“Through this strategic upgrade, FF has the opportunity to once again become a driving force in the transformation of the automotive industry,” said YT Jia, Founder and Global CEO of FF. “FFAI plans to combine its robotics business with AIxC to create an independently listed robotics company. FFAI will also unlock value through a more open and resilient approach. This marks a new beginning for both companies and an important step for EAI and Physical AI as they move from exploration to building an industry together and toward a major leap forward.”

The Company will host a conference call and webcast to discuss the proposed transaction, its strategic rationale, expected financial and operational benefits, and the Company’s long-term growth plans. Executives from both organizations will provide additional details regarding the transaction, followed by a question-and-answer session.

Date: September 29, 2026

Time: 8:30 a.m. ET/ 5:30 a.m. PT

Dial-In: 1-877-407-9716 or 1-201-493-6779

Participant Link:https://callme.viavid.com/viavid/?callme=true&passcode=13759533&h=true&info=company&r=true&B=6

Telephone Replay

Replay Dial-In: 1-844-512-2921 or 1-412-317-6671

Access ID: 13762866

ABOUT FARADAY FUTURE

Founded in 2014, Faraday Future (FF) is a U.S.-based Physical AI ecosystem company dedicated to reshaping the future of robotics and mobility solutions through AI innovation and technologies. FF focuses on two major product strategies within the Embodied AI (EAI) robotics business: EAI humanoid and bionic robots, and EAI automotive-focused robots. By building a “Four-Core Full-Stack AI” ecosystem of EAI Brain and Developer Platform, EAI Devices, Industry Productivity Solutions and EAI Data Factory, FF aims to create an evolutionary flywheel: scaled device delivery, data collection and training, continuous evolution of the EAI Brain, stronger product capability, and even larger-scale delivery and deployment. Through this flywheel, FF seeks to maximize its commercial value and lead to the advancement of Physical AI. For more information, please visit Faraday Future’s official website: https://www.ffai.com/

FORWARD LOOKING STATEMENTS

Important factors, that may affect actual results or outcomes include, among others: the Company’s ability to continue as a going concern and improve its liquidity and financial position; the Company’s ability to pay its outstanding obligations, which it currently lacks; the availability of sufficient share capital to meet its current obligations and execute on its strategy; the willingness of convertible debt investors to fund the Company; demand for the Company’s robotics products; the ability of B2B preorder companies to locate customers to purchase our robotics products, on which their nonbinding preorders substantially depend; competition in the robotics industry, which includes companies with far superior experience, funding and name recognition; the ability of the Company to build an EAI education ecosystem that serves both the B2C consumer market and the B2B institutional education market; the acceptance by teachers and students of the Company’s robotics products in the education market; the ability of the Company to expand into additional markets for its robotics products; the Company’s reliance on a single OEM for most of its robotics products; the Company’s reliance on Chinese OEMs for all of its robotics products; the possibility of the federal government banning imports of Chinese robotics products; the Company’s ability to get the planned robotics products to comply with all applicable U.S. rules and regulations; the ability of the robotics OEM to timely supply robotics to the Company; the ability of the Company to close its proposed transaction for the purchase of its robotics business by AIxC; tariff uncertainty for imported products, particularly from China; demand from automobile dealers for robotics products; the ability of the Company to evolve from a standalone EAI vehicle manufacturer into a shared-mobility operator; the Company’s ability to homologate FX vehicles for sale; the Company’s ability to secure the necessary funding to execute on the FX strategy, which is substantial; the Company’s ability to secure an occupancy certificate covering all of its Hanford facility; the Company’s ability to remediate its material weaknesses in internal control over financial reporting and the risks related to the restatement of previously issued consolidated financial statements; the Company’s limited operating history and the significant barriers to growth it faces; the Company’s history of substantial losses and expectation of continued losses; the success of the Company’s payroll expense reduction plan; the Company’s ability to execute on its plans to develop and market its vehicles and the timing of these development programs; the Company’s estimates of the size of the markets for its vehicles and cost to bring those vehicles to market; the rate and degree of market acceptance of the Company’s vehicles; the Company’s ability to cover future warranty claims; the success of other competing manufacturers; the performance and security of the Company’s vehicles; current and potential litigation involving the Company; the Company’s ability to receive funds from, satisfy the conditions precedent of and close on the various financings described elsewhere by the Company; the result of future financing efforts, the failure of any of which could result in the Company seeking protection under the Bankruptcy Code; the Company’s indebtedness; the Company’s ability to use its “at-the-market” program; insurance coverage; general economic and market conditions impacting demand for the Company’s products; potential negative impacts of a reverse stock split; potential cost, headcount and salary reduction actions may not be sufficient or may not achieve their expected results; circumstances outside of the Company’s control, such as natural disasters, climate change, health epidemics and pandemics, terrorist attacks, and civil unrest; risks related to the Company’s operations in China; the success of the Company’s remedial measures taken in response to the Special Committee findings; the Company’s dependence on its suppliers and contract manufacturer; the Company’s ability to develop and protect its technologies; the Company’s ability to protect against cybersecurity risks; and the ability of the Company to attract and retain employees, any adverse developments in existing legal proceedings or the initiation of new legal proceedings, and volatility of the Company’s stock price. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the Company’s Form 10-Q for the quarter ended June 30, 2026, filed with the SEC on August 13, 2026; the quarter ended March 31, 2026, filed with the SEC on May 14, 2026, and Form 10-K filed with the SEC on March 31, 2026, and other documents filed by the Company from time to time with the SEC.

Investors (English): [email protected]

Investors (Chinese): [email protected]

Media: [email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Software EV/Electric Vehicles Professional Services Hardware Robotics Public Transport Technology Autonomous Driving/Vehicles Digital Cash Management/Digital Assets Automotive Artificial Intelligence Transport

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Faraday Future Announces Strategic Upgrade into Robotaxi and EAI Cabin Technology Operator and Physical AI Investment Holding Company; To Combine Its Robotics Business at Approx. $200 Million Valuation with AIxC (soon FFR) for a Standalone Listing
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Viking Acquisition Corp. I to Complete Business Combination with NorthStar Earth & Space Inc.

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

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

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

About Viking

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

About NorthStar

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

No Offer or Solicitation

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

Forward-Looking Statements

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

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

Media Contacts

Viking

Gil Ottensoser
[email protected]

NorthStar

Prosek Partners
[email protected]



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IDT Corporation Reports Record Fourth Quarter and Fiscal Year 2026 Results

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

*

 +22%

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

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


4Q26 HIGHLIGHTS

**

  • Consolidated Results

    • Revenue: +7% to $339.0 million;
    • Gross profit / margin: +18% to $134.8 million / +360 bps to 39.8%;
    • Income from operations: +52% to $33.2 million;
    • Net income attributable to IDT: +29% to $21.7 million;
    • GAAP EPS: Increased to $0.87 from $0.67;
    • Non-GAAP EPS: Increased to $0.94 from $0.76;
    • Adjusted EBITDA: +22% to $41.2 million.
  • Key Businesses / Segments

    • NRS

      • Revenue: +31% to $45.0 million;
      • Income from operations: +105% to $12.0 million;
      • Adjusted EBITDA: +47% to $14.0 million.
    • BOSS Money / Fintech segment

      • BOSS Money digital revenue: +22% to $33.7 million;
      • Fintech segment revenue: +12% to $47.1 million;
      • Fintech segment income from operations: +15% to $5.5 million;
      • Fintech segment Adjusted EBITDA: +17% to $6.5 million.
    • net2phone

      • Subscription revenue: +10% to $24.5 million;
      • Income from operations: +75% to $2.6 million;
      • Adjusted EBITDA: +26% to $4.4 million.
    • Traditional Communications

      • Revenue: +2% to $222.0 million;
      • Gross profit: +0.4% to $41.1 million;
      • Income from operations: +8% to $16.6 million;
      • Adjusted EBITDA: +12% to $19.9 million.


FY 2026 HIGHLIGHTS

  • Consolidated Results

    • Revenue: +5% to $1,298.0 million;
    • Gross profit / margin: +11% to $496.8 million / +200 bps to 38.3%;
    • Income from operations: +21% to $121.2 million;
    • Net income attributable to IDT: +14% to $86.6 million;
    • GAAP EPS: Increased to $3.46 from $3.01;
    • Non-GAAP EPS: Increased to $3.82 from $3.19;
    • Adjusted EBITDA: +17% to $154.6 million.
  • Key Businesses / Segments

    • NRS

      • Revenue: +24% to $159.4 million;
      • Income from operations: +42% to $39.3 million;
      • Adjusted EBITDA: +30% to $45.8 million.
    • BOSS Money / Fintech segment

      • BOSS Money digital revenue: +21% to $119.4 million;
      • Fintech segment revenue: +14% to $176.0 million;
      • Fintech segment income from operations: +40% to $21.5 million;
      • Fintech segment Adjusted EBITDA: +41% to $26.2 million.
    • net2phone

      • Subscription revenue: +11% to $94.9 million;
      • Income from operations: +84% to $9.1 million;
      • Adjusted EBITDA: +33% to $16.1 million.
    • Traditional Communications

      • Revenue: +1% to $865.9 million;
      • Gross profit: (4)% to $162.6 million;
      • Income from operations: (5)% to $63.4 million;
      • Adjusted EBITDA: +1% to $77.3 million.


*

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

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


REMARKS BY SHMUEL JONAS, CEO

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

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

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

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

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

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

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

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


4Q26 AND FY 2026 RESULTS BY SEGMENT


National Retail Solutions (NRS)

(Terminals, accounts and retailer locations at end of period. $ in millions, except for Average Monthly GP per Location.

*

  Numbers may not foot due to rounding.)

​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 4Q26-4Q25 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ FY26-FY25 ​
​ ​ 4Q26 ​ ​ 3Q26 ​ ​ 4Q25 ​ ​ (Δ, % Δ) ​ ​ FY26 ​ ​ FY25 ​ ​ (% Δ) ​
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Retailer locations ​ ​ 35,400 ​ ​ ​ 34,800 ​ ​ ​ 32,700 ​ ​ ​ 2,700 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Active POS terminals ​ ​ 40,400 ​ ​ ​ 39,300 ​ ​ ​ 37,200 ​ ​ ​ 3,200 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Payment processing accounts ​ ​ 29,400 ​ ​ ​ 29,200 ​ ​ ​ 26,500 ​ ​ ​ 2,900 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Revenue ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Merchant Services & Other ​ $ 28.5 ​ ​ $ 25.8 ​ ​ $ 21.8 ​ ​ ​ +31 % ​ $ 102.0 ​ ​ $ 76.8 ​ ​ ​ +33 %
Advertising and Data ​ $ 10.1 ​ ​ $ 5.7 ​ ​ $ 6.8 ​ ​ ​ +49 % ​ $ 32.1 ​ ​ $ 31.1 ​ ​ ​ +3 %
SaaS Fees ​ $ 4.6 ​ ​ $ 4.5 ​ ​ $ 4.1 ​ ​ ​ +12 % ​ $ 17.8 ​ ​ $ 14.7 ​ ​ ​ +21 %
POS Terminal Sales ​ $ 1.8 ​ ​ $ 2.0 ​ ​ $ 1.7 ​ ​ ​ +10 % ​ $ 7.5 ​ ​ $ 6.2 ​ ​ ​ +22 %
Total revenue ​ $ 45.0 ​ ​ $ 38.0 ​ ​ $ 34.3 ​ ​ ​ +31 % ​ $ 159.4 ​ ​ $ 128.8 ​ ​ ​ +24 %
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Gross profit ​ $ 42.6 ​ ​ $ 34.3 ​ ​ $ 30.5 ​ ​ ​ +40 % ​ $ 146.6 ​ ​ $ 116.9 ​ ​ ​ +25 %
Gross profit margin ​ ​ 94.8 % ​ ​ 90.2 % ​ ​ 89.0 % ​ ​ +580 bps​ ​ ​ 92.0 % ​ ​ 90.7 % ​ ​ +130 bps​
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Average monthly GP per location* ​ $ 383 ​ ​ $ 331 ​ ​ $ 315 ​ ​ ​ +22 % ​ $ 352 ​ ​ $ 316 ​ ​ ​ +12 %
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
SG&A ​ $ 27.3 ​ ​ $ 23.4 ​ ​ $ 20.0 ​ ​ ​ +37 % ​ $ 96.1 ​ ​ $ 78.0 ​ ​ ​ +23 %
Technology and development ​ $ 2.8 ​ ​ $ 2.7 ​ ​ $ 2.3 ​ ​ ​ +25 % ​ $ 10.8 ​ ​ $ 8.7 ​ ​ ​ +24 %
Income from operations ​ $ 12.0 ​ ​ $ 8.2 ​ ​ $ 5.8 ​ ​ ​ +105 % ​ $ 39.3 ​ ​ $ 27.8 ​ ​ ​ +42 %
Adjusted EBITDA ​ $ 14.0 ​ ​ $ 9.8 ​ ​ $ 9.5 ​ ​ ​ +47 % ​ $ 45.8 ​ ​ $ 35.4 ​ ​ ​ +30 %
CapEx ​ $ 1.7 ​ ​ $ 0.8 ​ ​ $ 1.3 ​ ​ ​ +28 % ​ $ 5.8 ​ ​ $ 5.4 ​ ​ ​ +8 %

NRS Take-Aways:

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


BOSS Money and Fintech Segment

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

​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 4Q26-4Q25 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ FY26-FY25 ​
​ ​ 4Q26 ​ ​ 3Q26 ​ ​ 4Q25 ​ ​ (% Δ) ​ ​ FY26 ​ ​ FY25 ​ ​ (% Δ) ​
BOSS Money Transactions ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Digital channel ​ ​ 6.6 ​ ​ ​ 6.0 ​ ​ ​ 5.5 ​ ​ ​ +20 % ​ ​ 23.6 ​ ​ ​ 19.6 ​ ​ ​ +20 %
Retail channel ​ ​ 0.9 ​ ​ ​ 0.9 ​ ​ ​ 1.1 ​ ​ ​ (20 )% ​ ​ 3.8 ​ ​ ​ 4.2 ​ ​ ​ (9 )%
Total transactions ​ ​ 7.5 ​ ​ ​ 6.9 ​ ​ ​ 6.6 ​ ​ ​ +14 % ​ ​ 27.4 ​ ​ ​ 23.9 ​ ​ ​ +15 %
Digital as a percentage of total ​ ​ 88.1 % ​ ​ 87.0 % ​ ​ 83.3 % ​ ​ +480 bps​ ​ ​ 86.0 % ​ ​ 82.0 % ​ ​ +400 ​bps
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Fintech Revenue ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
BOSS Money ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Digital channel ​ $ 33.7 ​ ​ $ 31.0 ​ ​ $ 27.6 ​ ​ ​ +22 % ​ $ 119.4 ​ ​ $ 99.0 ​ ​ ​ +21 %
Retail channel ​ $ 8.7 ​ ​ $ 8.6 ​ ​ $ 10.6 ​ ​ ​ (17 )% ​ $ 37.3 ​ ​ $ 40.9 ​ ​ ​ (9 )%
Total BOSS Money ​ $ 42.4 ​ ​ $ 39.7 ​ ​ $ 38.2 ​ ​ ​ +11 % ​ $ 156.7 ​ ​ $ 139.8 ​ ​ ​ +12 %
Other ​ $ 4.6 ​ ​ $ 5.3 ​ ​ $ 3.9 ​ ​ ​ +20 % ​ $ 19.3 ​ ​ $ 14.8 ​ ​ ​ +31 %
Total Revenue ​ $ 47.1 ​ ​ $ 45.0 ​ ​ $ 42.1 ​ ​ ​ +12 % ​ $ 176.0 ​ ​ $ 154.6 ​ ​ ​ +14 %
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Average BOSS Money revenue per transaction* ​ $ 5.68 ​ ​ $ 5.76 ​ ​ $ 5.81 ​ ​ ​ (2 )% ​ $ 5.72 ​ ​ $ 5.85 ​ ​ ​ (2 )%
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Gross profit ​ $ 30.9 ​ ​ $ 28.3 ​ ​ $ 24.9 ​ ​ ​ +24 % ​ $ 109.7 ​ ​ $ 90.7 ​ ​ ​ +21 %
Gross profit margin ​ ​ 65.6 % ​ ​ 62.8 % ​ ​ 59.1 % ​ ​ +650 bps ​ ​ 62.3 % ​ ​ 58.7 % ​ ​ +360 bps
SG&A ​ $ 22.9 ​ ​ $ 20.2 ​ ​ $ 17.8 ​ ​ ​ +28 % ​ $ 77.9 ​ ​ $ 66.2 ​ ​ ​ +18 %
Technology and development ​ $ 2.5 ​ ​ $ 2.5 ​ ​ $ 2.3 ​ ​ ​ +10 % ​ $ 10.2 ​ ​ $ 9.1 ​ ​ ​ +12 %
Income from operations ​ $ 5.5 ​ ​ $ 5.6 ​ ​ $ 4.8 ​ ​ ​ +15 % ​ $ 21.5 ​ ​ $ 15.4 ​ ​ ​ +40 %
Adjusted EBITDA ​ $ 6.5 ​ ​ $ 6.6 ​ ​ $ 5.5 ​ ​ ​ +17 % ​ $ 26.2 ​ ​ $ 18.6 ​ ​ ​ +41 %
CapEx ​ $ 1.0 ​ ​ $ 1.0 ​ ​ $ 0.8 ​ ​ ​ +31 % ​ $ 3.9 ​ ​ $ 3.5 ​ ​ ​ +11 %

BOSS Money and Fintech Take-Aways:

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


net2phone

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

​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 4Q26-4Q25 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ FY26-FY25 ​
​ ​ 4Q26 ​ ​ 3Q26 ​ ​ 4Q25 ​ ​ (% Δ) ​ ​ FY26 ​ ​ FY25 ​ ​ (% Δ) ​
Seats ​ ​ 447 ​ ​ ​ 441 ​ ​ ​ 422 ​ ​ ​ +6 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Revenue ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Subscription revenue* ​ $ 24.5 ​ ​ $ 24.0 ​ ​ $ 22.2 ​ ​ ​ +10 % ​ $ 94.9 ​ ​ $ 85.7 ​ ​ ​ +11 %
Other revenue ​ $ 0.5 ​ ​ $ 0.4 ​ ​ $ 0.5 ​ ​ ​ (8 )% ​ $ 1.7 ​ ​ $ 2.1 ​ ​ ​ (19 )%
Total Revenue ​ $ 24.9 ​ ​ $ 24.4 ​ ​ $ 22.8 ​ ​ ​ +9 % ​ $ 96.6 ​ ​ $ 87.9 ​ ​ ​ +10 %
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Gross profit ​ $ 20.2 ​ ​ $ 19.6 ​ ​ $ 18.1 ​ ​ ​ +11 % ​ $ 77.8 ​ ​ $ 69.7 ​ ​ ​ +12 %
Gross profit margin ​ ​ 81.0 % ​ ​ 80.6 % ​ ​ 79.5 % ​ ​ +140 bps ​ ​ 80.6 % ​ ​ 79.3 % ​ ​ +120 bps
SG&A ​ $ 14.4 ​ ​ $ 14.1 ​ ​ $ 13.3 ​ ​ ​ +9 % ​ $ 56.3 ​ ​ $ 52.4 ​ ​ ​ +8 %
Technology and development ​ $ 3.1 ​ ​ $ 3.1 ​ ​ $ 3.0 ​ ​ ​ +3 % ​ $ 12.3 ​ ​ $ 11.7 ​ ​ ​ +5 %
Income from operations ​ $ 2.6 ​ ​ $ 2.4 ​ ​ $ 1.5 ​ ​ ​ +75 % ​ $ 9.1 ​ ​ $ 4.9 ​ ​ ​ +84 %
Adjusted EBITDA ​ $ 4.4 ​ ​ $ 4.1 ​ ​ $ 3.5 ​ ​ ​ +26 % ​ $ 16.1 ​ ​ $ 12.1 ​ ​ ​ +33 %
CapEx ​ $ 1.6 ​ ​ $ 1.8 ​ ​ $ 1.7 ​ ​ ​ (7 )% ​ $ 6.9 ​ ​ $ 6.6 ​ ​ ​ +4 %



net2phone Take-Aways:

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


Traditional Communications

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

​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 4Q26-4Q25 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ FY26-FY25 ​
​ ​ 4Q26 ​ ​ 3Q26 ​ ​ 4Q25 ​ ​ (% Δ) ​ ​ FY26 ​ ​ FY25 ​ ​ (% Δ) ​
Revenue ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
IDT Digital Payments ​ $ 113.9 ​ ​ $ 103.9 ​ ​ $ 107.0 ​ ​ ​ +6 % ​ $ 429.2 ​ ​ $ 416.3 ​ ​ ​ +3 %
IDT Global ​ $ 56.1 ​ ​ $ 55.6 ​ ​ $ 55.9 ​ ​ ​ +0.4 % ​ $ 231.5 ​ ​ $ 209.6 ​ ​ ​ +10 %
BOSS Revolution ​ $ 44.2 ​ ​ $ 43.4 ​ ​ $ 49.3 ​ ​ ​ (10 )% ​ $ 180.3 ​ ​ $ 211.2 ​ ​ ​ (15 )%
Other ​ $ 7.8 ​ ​ $ 5.5 ​ ​ $ 5.3 ​ ​ ​ +49 % ​ $ 24.9 ​ ​ $ 23.1 ​ ​ ​ +8 %
Total Revenue ​ $ 222.0 ​ ​ $ 208.3 ​ ​ $ 217.4 ​ ​ ​ +2 % ​ $ 865.9 ​ ​ $ 860.2 ​ ​ ​ +1 %
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Gross profit ​ $ 41.1 ​ ​ $ 40.3 ​ ​ $ 41.0 ​ ​ ​ +0.4 % ​ $ 162.6 ​ ​ $ 168.9 ​ ​ ​ (4 )%
Gross profit margin ​ ​ 18.5 % ​ ​ 19.4 % ​ ​ 18.8 % ​ ​ (30 )bps ​ ​ 18.8 % ​ ​ 19.6 % ​ ​ (80 )bps
SG&A ​ $ 18.3 ​ ​ $ 17.9 ​ ​ $ 19.9 ​ ​ ​ (8 )% ​ $ 75.6 ​ ​ $ 79.9 ​ ​ ​ (5 )%
Technology and development ​ $ 5.6 ​ ​ $ 5.6 ​ ​ $ 5.3 ​ ​ ​ +6 % ​ $ 22.5 ​ ​ $ 21.5 ​ ​ ​ +5 %
Income from operations ​ $ 16.6 ​ ​ $ 16.7 ​ ​ $ 15.4 ​ ​ ​ +8 % ​ $ 63.4 ​ ​ $ 66.5 ​ ​ ​ (5 )%
Adjusted EBITDA ​ $ 19.9 ​ ​ $ 19.7 ​ ​ $ 17.8 ​ ​ ​ +12 % ​ $ 77.3 ​ ​ $ 76.4 ​ ​ ​ +1 %
CapEx ​ $ 1.7 ​ ​ $ 1.5 ​ ​ $ 1.4 ​ ​ ​ +22 % ​ $ 6.3 ​ ​ $ 5.3 ​ ​ ​ +21 %



Traditional Communications Take-Aways:

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


OTHER FINANCIAL RESULTS

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

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

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

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

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

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


FY 2027 FINANCIAL OUTLOOK

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

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


DIVIDEND

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


IDT EARNINGS ANNOUNCEMENT INFORMATION

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

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

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


ABOUT IDT CORPORATION

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

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


CONTACT

IDT Corporation Investor Relations
Bill Ulrey
[email protected] 
973-438-3838

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

IDT CORPORATION
  
   
CONSOLIDATED STATEMENTS OF INCOME  
   
(in thousands, except per share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Year ended July 31, ​ 2026 ​ ​ 2025 ​ ​ 2024 ​
REVENUES ​ $ 1,297,960 ​ ​ $ 1,231,495 ​ ​ $ 1,205,778 ​
Direct cost of revenues ​ ​ 801,172 ​ ​ ​ 785,300 ​ ​ ​ 815,621 ​
GROSS PROFIT ​ ​ 496,788 ​ ​ ​ 446,195 ​ ​ ​ 390,157 ​
OPERATING EXPENSES: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Selling, general and administrative (i) ​ ​ 318,346 ​ ​ ​ 287,567 ​ ​ ​ 270,207 ​
Technology and development (i) ​ ​ 55,743 ​ ​ ​ 50,964 ​ ​ ​ 50,554 ​
Severance ​ ​ 1,191 ​ ​ ​ 898 ​ ​ ​ 1,698 ​
Other operating expense, net ​ ​ 343 ​ ​ ​ 6,342 ​ ​ ​ 2,945 ​
TOTAL OPERATING EXPENSES ​ ​ 375,623 ​ ​ ​ 345,771 ​ ​ ​ 325,404 ​
Income from operations ​ ​ 121,165 ​ ​ ​ 100,424 ​ ​ ​ 64,753 ​
Interest income, net ​ ​ 6,567 ​ ​ ​ 6,127 ​ ​ ​ 4,769 ​
Other income (expense), ne ​ ​ 2,245 ​ ​ ​ (713 ) ​ ​ (7,612 )
Income before income taxes ​ ​ 129,977 ​ ​ ​ 105,838 ​ ​ ​ 61,910 ​
(Provision for) benefit from income taxes ​ ​ (34,883 ) ​ ​ (24,699 ) ​ ​ 6,354 ​
NET INCOME ​ ​ 95,094 ​ ​ ​ 81,139 ​ ​ ​ 68,264 ​
Net income attributable to noncontrolling interests ​ ​ (8,461 ) ​ ​ (5,045 ) ​ ​ (3,810 )
NET INCOME ATTRIBUTABLE TO IDT CORPORATION ​ $ 86,633 ​ ​ $ 76,094 ​ ​ $ 64,454 ​
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Earnings per share attributable to IDT Corporation common stockholders: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Basic ​ $ 3.47 ​ ​ $ 3.02 ​ ​ $ 2.55 ​
Diluted ​ $ 3.46 ​ ​ $ 3.01 ​ ​ $ 2.54 ​
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Weighted-average number of shares used in calculation of earnings per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Basic ​ ​ 24,995 ​ ​ ​ 25,188 ​ ​ ​ 25,241 ​
Diluted ​ ​ 25,023 ​ ​ ​ 25,295 ​ ​ ​ 25,398 ​
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
(i) Stock-based compensation included in total operating expenses ​ $ 10,544 ​ ​ $ 3,074 ​ ​ $ 7,397 ​

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






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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

IDT Corporation

Reconciliation of Net Income to Adjusted EBITDA for 4Q26, 3Q26, and 4Q25

(unaudited) in millions. Figures may not foot or cross-foot due to rounding

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

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

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



IDT Corporation

Reconciliation of Net Income to Adjusted EBITDA for FY 2026 and FY 2025

(unaudited) in millions. Figures may not foot or cross-foot due to rounding

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

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



IDT Corporation

Reconciliation of Earnings Per Share (EPS) to Non-GAAP EPS for 4Q26, 4Q25, FY 2026 and FY 2025

(unaudited) in millions, except per share data. Figures may not foot due to rounding

    4Q26     4Q25     FY26     FY25  
        ​       ​       ​       ​
Net income attributable to IDT Corporation   $ 21.7     $ 16.9     $ 86.6     $ 76.1  
Adjustments (add) subtract:       ​       ​       ​       ​
Income tax benefit     –       3.3       –       3.3  
Stock-based compensation     (1.8 )     (0.4 )     (10.5 )     (3.1 )
Severance expense     (0.7 )     (0.3 )     (1.2 )     (0.9 )
Other operating expense, net     (0.3 )     (5.9 )     (0.3 )     (6.3 )
Total adjustments   $ (2.7 )   $ (3.3 )   $ (12.1 )   $ (7.0 )
Income tax effect of total adjustments     (0.9 )     (0.9 )     (3.2 )     (2.3 )
Total adjustments, net of tax     1.8       2.4       8.9       4.7  
Non-GAAP net income   $ 23.5     $ 19.3     $ 95.5     $ 80.8  
        ​       ​       ​       ​
Earnings per share:       ​       ​       ​       ​
Basic   $ 0.87     $ 0.67     $ 3.47     $ 3.02  
Total adjustments, net of tax     0.07       0.09       0.36       0.18  
Non-GAAP – basic   $ 0.95     $ 0.76     $ 3.82     $ 3.20  
        ​       ​       ​       ​
Weighted-average number of shares used in calculation of basic earnings per share     24.9       25.2       25.0       25.2  
        ​       ​       ​       ​
Diluted   $ 0.87     $ 0.67     $ 3.46     $ 3.01  
Total adjustments, net of tax     0.07       0.09       0.36       0.18  
Non-GAAP – diluted   $ 0.94     $ 0.76     $ 3.82     $ 3.19  
        ​       ​       ​       ​
Weighted-average number of shares used in calculation of diluted earnings per share     24.9       25.2       25.0       25.3  



IDT Corporation

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

        ​       ​       ​       ​   Trailing Twelve  
        ​       ​       ​       ​   Months (TTM)  
    1Q26     2Q26     3Q26     4Q26     4Q26  
        ​       ​       ​       ​       ​
Reconciliation of NRS’ Income from Operations to Adjusted EBITDA       ​       ​       ​       ​       ​
        ​       ​       ​       ​       ​
Income from operations   $ 8.9     $ 10.2     $ 8.2     $ 12.0     $ 39.3  
Depreciation and amortization     1.1       1.2       1.2       1.2       4.8  
Stock-based compensation     0.2       0.4       0.4       0.3       1.3  
Severance expense     0.0       0.0       0.0       0.0       0.1  
Other operating expense, net     –       –       (0.0 )     0.5       0.4  
Adjusted EBITDA   $ 10.3     $ 11.8     $ 9.8     $ 14.0     $ 45.8  

    4Q26     4Q25  
        ​       ​
NRS’ ‘Rule of 40’ Score       ​       ​
        ​       ​
NRS revenue   $ 45.0     $ 34.3  
        ​       ​
Revenue growth rate     31 %       ​
        ​       ​
        ​       ​
TTM Adjusted EBITDA from above   $ 45.8         ​
TTM total revenue     159.4         ​
TTM Adjusted EBITDA margin     29 %       ​
        ​       ​
‘Rule of 40’     60         ​



IDT Corporation

Adjusted net cash provided by operating activities for 4Q26, 4Q25, FY 2026 and FY 2025

(unaudited) in millions. Figures may not foot due to rounding to millions

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

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






Explanation of Key Performance Metrics

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

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

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

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

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



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Waldencast plc Announces First Half 2026 Financial Results

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

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

Key Figures

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

Letter to Shareholders

To our Shareholders,

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

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

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

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

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

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

Milk Makeup First Half Performance

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

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

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

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

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

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

Our Strategy to Get Back to Growth

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

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

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

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

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

Five priorities put these choices into practice.

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

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

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

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

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

Thank you for your continued support,

Felipe Dutra Mazdack Rassi
Executive Chairman Founder & President
   

Financial Highlights

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

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

WALDENCAST PLC

ADJUSTED EBITDA AND EBITDA MARGIN RECONCILIATION

(In thousands of U.S. dollars, except for percentages)
       
  Six months ended June 30, 2026   Six months ended June 30, 2025
  Milk Makeup   Central Headquarters   Waldencast

(Total) 		  Milk Makeup   Central Headquarters   Waldencast

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

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

Milk Makeup Goodwill

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

Goodwill Assumptions

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

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

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

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

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

WALDENCAST PLC

SUMMARY OF UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands of U.S. dollars)
           
  June 30, 2026


 		  December 31, 2025
Cash, cash equivalents, and restricted cash $ 7,818     $ 5,835  
Accounts receivable, net   5,265       18,395  
Inventories   27,100       31,167  
Prepaid expenses and other current assets   1,859       6,966  
Current assets from discontinued operations – held for sale   436,414       64,580  
Total current assets   478,456       126,943  
Intangible assets, net   95,813       103,688  
Goodwill   62,847       115,112  
Other non-current assets   9,614       10,477  
Noncurrent assets from discontinued operations – held for sale   —       389,941  
Total assets $ 646,730     $ 746,161  
           
Accounts payable $ 14,049     $ 12,396  
Other current liabilities   30,197       30,352  
Current liabilities from discontinued operations – held for sale   55,483       31,798  
Total current liabilities   99,729       74,546  
Long-term debt, net   149,305       135,752  
Other non-current liabilities   6,480       6,895  
Noncurrent liabilities from discontinued operations – held for sale   —       28,870  
Total liabilities   255,514       246,063  
Total Shareholders’ equity $ 391,216     $ 500,098  



WALDENCAST PLC

UNAUDITED CONDENSED CONSOLIDATED CASH FLOW DATA

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

WALDENCAST PLC

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS)

(In thousands of U.S. dollars, except share and per share data)
       
  Six Months Ended
June 30, 2026 		  Six Months Ended
June 30, 2025
Net revenue from continuing operations $ 26,102     $ 60,858  
Cost of goods sold   12,094       19,886  
Gross profit   14,008       40,972  
Selling, general and administrative   54,969       60,408  
Loss on impairment of goodwill   52,265       19,960  
Total operating expenses   107,234       80,368  
Operating loss from continuing operations   (93,226 )     (39,396 )
Interest expense, net   5       10,579  
Loss on extinguishment of debt   —       2,116  
Change in fair value of derivative warrant liabilities   204       (2,587 )
Other expense (income), net   1,350       (1,253 )
Total other expenses (income), net   1,559       8,855  
Loss from continuing operations, before income taxes   (94,785 )     (48,251 )
Income tax benefit   67       45  
Net loss from continuing operations   (94,852 )     (48,296 )
Net loss from discontinued operations, net of income taxes   (18,688 )     (136,930 )
Net loss $ (113,540 )   $ (185,226 )
Net loss attributable to noncontrolling interests – continuing operations $ (6,022 )   $ (4,116 )
Net loss attributable to noncontrolling interests – discontinued operations $ (1,186 )   $ (11,671 )
Net loss attributable to Class A shareholders $ (88,830 )   $ (44,180 )
Net loss attributable to Class A shareholders – discontinued operations $ (17,502 )   $ (125,259 )
Net loss per share attributable to Class A shareholders – basic and diluted:      
Continuing operations $ (0.75 )   $ (0.39 )
Discontinued operations $ (0.15 )   $ (1.11 )
Net loss $ (0.90 )   $ (1.51 )
Shares used in computing net loss per share:      
Basic and Diluted   118,696,278       112,475,039  
       
Net loss $ (113,540 )   $ (185,226 )
Other comprehensive income (loss) — foreign currency translation adjustments, net of tax   168       (1,155 )
Comprehensive loss   (113,372 )     (186,381 )
Comprehensive loss attributable to noncontrolling interests   (7,208 )     (15,885 )
Comprehensive loss attributable to Class A shareholders $ (106,164 )   $ (170,496 )
               


Discontinued Operations: Obagi Medical First Half Performance

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

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

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

SUMM
ARY OF UNAUDITED ASSETS AND LIABILITIES OF DISCONTINUED OPERATIONS

(In thousands of U.S. dollars)
           
  June 30, 2026     December 31, 2025  
Cash, cash equivalents, and restricted cash $ 12,352     $ 26,058  
Accounts receivable, net   12,804       9,619  
Inventories   27,720       23,442  
Prepaid expenses and other current assets   4,392       5,461  
Intangible assets, net   311,027       323,411  
Goodwill   62,459       62,459  
Other assets   5,660       4,071  
Total assets from discontinued operations – held for sale $ 436,414     $ 454,521 *
           
Accounts payable $ 13,496     $ 7,069  
Contingent consideration liabilities   21,841       21,021  
Other liabilities   20,146       32,578  
Total liabilities from discontinued operations – held for sale $ 55,483     $ 60,668 *

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

 
SUMMARY OF UNAUDITED RESULTS FROM DISCONTINUED OPERATIONS

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

Notes

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

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

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

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

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

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

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

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

Contacts:

Investors Media
ICR ICR
Allison Malkin Brittney Fraser/Alecia Pulman
[email protected] [email protected]



Posted on

Nyxoah Appoints Liam Kelly as Chief Executive Officer

REGULATED INFORMATION

INSIDE INFORMATION

Nyxoah Appoints Liam Kelly as Chief Executive Officer

Further strengthening the Company’s strategic U.S. presence and focus

Mont-Saint-Guibert, Belgium – September 28, 2026, 10:30 pm CET / 4:30 pm ET – Nyxoah SA (Euronext Brussels/Nasdaq: NYXH) (“Nyxoah” or the “Company”), a medical technology company that develops breakthrough treatment alternatives for Obstructive Sleep Apnea (OSA) through neuromodulation, today announced the appointment of Liam Kelly as Chief Executive Officer, effective October 1, 2026, succeeding Olivier Taelman.

The appointment reflects Nyxoah’s continued evolution into a U.S.-focused commercial organization following FDA approval and the launch of Genio in the United States.

Liam Kelly brings more than 25 years of leadership experience. He served as Chairman, President and Chief Executive Officer of Teleflex Incorporated (NYSE: TFX), a global provider of medical technology products, until January 2026. He led Teleflex as President and Chief Executive Officer from January 2018 and as Chairman of the Board from May 2020. Mr. Kelly joined Teleflex in 2009 and held a series of senior operating roles, including President of EMEA, President, International, President, Americas, and Chief Operating Officer. Before Teleflex, he spent ten years at Hill-Rom Holdings, Inc. in senior management roles. Mr. Kelly is a director of Enovis Corporation (NYSE: ENOV) and holds a Bachelor of Business Studies from the University of Limerick.

“Nyxoah is entering a new chapter, with the United States at the center of our growth strategy. We are very pleased to welcome Liam as our new CEO. He is a seasoned U.S. MedTech executive with a strong track record of scaling organizations, driving commercial performance and creating shareholder value,” said Robert Taub, Chairman of Nyxoah. “On behalf of the Board, I also want to thank Olivier for his leadership over the past seven years and his contribution in bringing Nyxoah from clinical development through FDA approval and into U.S. commercialization.”

“I am incredibly excited to join Nyxoah at this pivotal stage,” said Liam Kelly. “Genio is a truly differentiated technology in the treatment of sleep apnea. The technology has tremendous potential to impact patient lives globally. The U.S. launch is still in its early stages, and the momentum we’re seeing in physician adoption gives me great confidence in what lies ahead. Drawing on my experience at Teleflex building and scaling global businesses, I look forward to working with the Nyxoah team to scale the business and bring Genio to many more OSA patients.”

About Nyxoah

Nyxoah is a medical technology company focused on the development and commercialization of innovative solutions to treat OSA. Nyxoah’s lead solution is the Genio system, a patient-centered, leadless and battery-free hypoglossal neurostimulation therapy for OSA, the world’s most common sleep disordered breathing condition that is associated with increased mortality risk and cardiovascular comorbidities. Nyxoah is driven by the vision that OSA patients should enjoy restful nights and feel enabled to live their life to its fullest.

Following the successful completion of the BLAST OSA study, the Genio system received its European CE Mark in 2019. Nyxoah completed two successful IPOs: on Euronext Brussels in September 2020 and NASDAQ in July 2021. Following the positive outcomes of the BETTER SLEEP study, Nyxoah received CE mark approval for the expansion of its therapeutic indications to Complete Concentric Collapse (CCC) patients, currently contraindicated in competitors’ therapy. Additionally, the Company announced positive outcomes from the DREAM IDE pivotal study in 2024 and received approval from the FDA in August 2025, with the treatment of CCC patients included in the warning section of our indications for use.

For more information, please visit http://www.nyxoah.com.

Caution – CE marked since 2019. FDA approved in August 2025 as prescription-only device.

Forward-looking statements

Certain statements, beliefs and opinions in this press release are forward-looking, which reflect the Company’s or, as appropriate, the Company directors’ or management’s current expectations regarding the appointment of the Chief Executive Officer and the related leadership transition; the Company’s leadership and organizational structure; the Company’s commercialization strategy in the U.S. market; the Company’s results of operations, financial condition, liquidity, performance, prospects, growth, future revenue and strategies. By their nature, forward-looking statements involve a number of risks, uncertainties, assumptions and other factors that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties, assumptions and factors could adversely affect the outcome and financial effects of the plans and events described herein. These risks and uncertainties include, but are not limited to, the risks and uncertainties set forth in the “Risk Factors” section of the Company’s Annual Report on Form 20-F for the year ended December 31, 2025, filed with the Securities and Exchange Commission (“SEC”) on March 26, 2026 and subsequent reports that the Company files with the SEC. A multitude of factors including, but not limited to, changes in demand, competition and technology, can cause actual events, performance or results to differ significantly from any anticipated development. Forward-looking statements contained in this press release regarding past trends or activities are not guarantees of future performance and should not be taken as a representation that such trends or activities will continue in the future. In addition, even if actual results or developments are consistent with the forward-looking statements contained in this press release, those results or developments may not be indicative of results or developments in future periods. No representations and warranties are made as to the accuracy or fairness of such forward-looking statements. As a result, the Company expressly disclaims any obligation or undertaking to release any updates or revisions to any forward-looking statements in this press release as a result of any change in expectations or any change in events, conditions, assumptions or circumstances on which these forward-looking statements are based, except if specifically required to do so by law or regulation. Neither the Company nor its advisers or representatives nor any of its subsidiary undertakings or any such person’s officers or employees guarantees that the assumptions underlying such forward-looking statements are free from errors nor does either accept any responsibility for the future accuracy of the forward-looking statements contained in this press release or the actual occurrence of the forecasted developments. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release.

Contacts:

Nyxoah

Rémi Renard, Head of Investor Relations & Corporate Communication
[email protected]

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