Market Newsdesk

Record Quarterly Revenues of $1.31 Billion, an 85% Increase from a Year Ago

Excluding Bowers Acquisition, Revenues (non-GAAP) Grew by 40% from a Year Ago¹

Quarterly Adjusted EBITDA (non-GAAP) Increased 99% from Prior Year²

Record Total Backlog and Awarded Contracts of $5.90 Billion, a 92% Increase from a Year Ago

Board Authorizes $150 Million Stock Repurchase Program

Establish Fourth Quarter 2026 Guidance for Revenue of $1.26 Billion – $1.30 Billion and Non-GAAP Adjusted EBITDA of $160 Million – $170 Million

Raise Full Year 2026 Guidance for Revenue to $4.87 Billion – $4.91 Billion and Non-GAAP Adjusted EBITDA of $610 Million – $620 Million

Establish Full Year 2027 Guidance for Revenue of $5.3 Billion – $5.6 Billion and Non-GAAP Adjusted EBITDA of $690 Million – $730 Million

SAN JOSE, Calif., Nov. 12, 2026 (GLOBE NEWSWIRE) — Legence Corp. (Nasdaq: LGN) (“Legence” or the “Company”) today reported financial results for the third quarter ended September 30, 2026.

“Strong customer demand drove record third-quarter revenue, Adjusted EBITDA, and backlog and awarded contracts for Legence,” said Jeff Sprau, Chief Executive Officer of Legence. “Our team continues to deliver exceptional project execution, which along with an increasing mix of fabrication work, contributed to the delivery of the highest Adjusted EBITDA margin in company history. Additionally, we also recently acquired a mechanical contractor in central Texas, creating an ideal platform to expand customer support across this high-growth region. Our confidence in the fundamentals of our business is reflected in our increased guidance for this year, and growth embedded in our initial 2027 guidance. This outlook also underpins the Board’s authorization of our $150 million stock repurchase program, which broadens our capital allocation options.”

Third Quarter 2026 Consolidated Results:

Revenues for the third quarter 2026 totaled $1.31 billion, an increase of 85.1% from $708.0 million for the third quarter 2025. Excluding the impact of the acquisition of The Bowers Group, Inc. (“Bowers”), non-GAAP revenue growth was 39.5%. Gross profit for the third quarter 2026 was $275.5 million with gross margin of 21.0%, compared to gross profit of $148.1 million and gross margin of 20.9% for the third quarter 2025. Excluding the impact of compensation related to legacy Series A Interests and Restricted Series C Interests paid for by entities outside of Legence, we generated non-GAAP Adjusted Gross Profit of $266.6 million and non-GAAP Adjusted Gross Margin of 20.3% for the third quarter 2026, compared to non-GAAP Adjusted Gross Profit of $151.9 million and non-GAAP Adjusted Gross Margin of 21.5% for the third quarter 2025. The decrease in non-GAAP Adjusted Gross Margin was primarily due to a revenue mix shift towards Installation & Maintenance. Net income attributable to Legence for the third quarter 2026 was $89.6 million, or $1.15 per diluted share, compared to a net loss attributable to Legence of $0.6 million for the third quarter 2025, or $(0.02) per diluted share. Net income for the third quarter 2026 was $133.9 million, compared to a net income of $0.4 million for the third quarter 2025. Non-GAAP Adjusted EBITDA for the third quarter 2026 was $177.0 million, an increase of 99.3% from $88.8 million for the third quarter 2025. Refer to “Non-GAAP Financial Measures” for definitions of revenue growth (excluding Bowers), Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA and Adjusted EBITDA Margin and a reconciliation of each to the most directly comparable GAAP measure.

Legence Corp. Consolidated Results
($ in thousands)		Three Months Ended September 30,
			2026						2025					Year over Year Change
		$			%			$			%			$				%
Revenues:
Engineering & Consulting		$	199,940		15.3	%		$	212,172		30.0	%		$	(12,232	)		(5.8)%
Installation & Maintenance			1,110,728		84.7	%			495,834		70.0	%			614,894			124.0	%
Consolidated Revenues		$	1,310,668		100.0	%		$	708,006		100.0	%		$	602,662			85.1	%
		Three Months Ended September 30,
			2026						2025					Year over Year Change
		$			% Margin			$			% Margin			$				%
Gross Profit:
Engineering & Consulting		$	71,723		35.9	%		$	67,326		31.7	%		$	4,397			6.5	%
Installation & Maintenance			203,776		18.3	%			80,733		16.3	%			123,043			152.4	%
Consolidated Gross Profit		$	275,499		21.0	%		$	148,059		20.9	%		$	127,440			86.1	%
Non-GAAP Adjusted Gross Profit		$	266,626		20.3	%		$	151,903		21.5	%		$	114,723			75.5	%
Non-GAAP Adjusted EBITDA		$	177,008		13.5	%		$	88,821		12.5	%		$	88,187			99.3	%

Engineering & Consulting Segment Results:

Engineering & Consulting segment revenue for the third quarter 2026 totaled $199.9 million, a decrease of (5.8)% from $212.2 million for the third quarter 2025, driven by a decline in Program & Project Management services and modestly lower Engineering & Design revenue, primarily from education clients.

Engineering & Consulting segment gross profit for the third quarter 2026 totaled $71.7 million, an increase of 6.5% from $67.3 million for the third quarter 2025. Excluding the impact of compensation related to legacy Series A Interests and Restricted Series C Interests paid for by entities outside of Legence, we generated non-GAAP Adjusted Gross Profit of $66.6 million and non-GAAP Adjusted Gross Margin of 33.3% for the third quarter 2026, compared to non-GAAP Adjusted Gross Profit of $69.6 million and non-GAAP Adjusted Gross Margin of 32.8% for the third quarter 2025. Refer to “Non-GAAP Financial Measures” for definitions of Adjusted Gross Profit and Adjusted Gross Margin and a reconciliation of each to the most directly comparable GAAP measure. The decrease in non-GAAP Adjusted Gross Profit was primarily driven by lower revenue, partially offset by higher non-GAAP Adjusted Gross Margin. The increase in non-GAAP Adjusted Gross Margin was primarily driven by higher project margins in our Program & Project Management service line, and a favorable revenue mix shift toward Engineering & Design.

Engineering & Consulting Segment Results
($ in thousands)		Three Months Ended September 30,
			2026						2025					Year over Year Change
		$			%			$			%			$				%
Segment Revenues:
Engineering & Design		$	109,144		54.6	%		$	110,939		52.3	%		$	(1,795	)		(1.6)%
Program & Project Management			90,796		45.4	%			101,233		47.7	%			(10,437	)		(10.3)%
Engineering & Consulting Revenues		$	199,940		100.0	%		$	212,172		100.0	%		$	(12,232	)		(5.8)%
		Three Months Ended September 30,
			2026						2025					Year over Year Change
		$			% Margin			$			% Margin			$				%
Engineering & Consulting Gross Profit		$	71,723		35.9	%		$	67,326		31.7	%		$	4,397			6.5	%
Engineering & Consulting Non-GAAP Adjusted Gross Profit		$	66,552		33.3	%		$	69,570		32.8	%		$	(3,018	)		(4.3)%

Installation & Maintenance Segment Results:

Installation & Maintenance segment revenue for the third quarter 2026 totaled $1.11 billion, an increase of 124.0% from $495.8 million for the third quarter 2025. Excluding the impact of the Bowers acquisition, non-GAAP Installation & Maintenance segment revenues grew by 58.9% over the comparable period.³ The increase was driven by strong demand for our Installation & Fabrication services, primarily from data centers & technology clients. The increase in Maintenance & Service revenue was primarily driven by the acquisition of Bowers and growth from education and other clients. See the section titled “Non-GAAP Financial Measures” for more information about non-GAAP revenue growth (excluding Bowers).

Installation & Maintenance segment gross profit for the third quarter 2026 totaled $203.8 million, an increase of 152.4% from $80.7 million for the third quarter 2025. Excluding the impact of compensation related to legacy Series A Interests and Restricted Series C Interests paid for by entities outside of Legence, we generated non-GAAP Adjusted Gross Profit of $200.1 million and non-GAAP Adjusted Gross Margin of 18.0% for the third quarter 2026, compared to non-GAAP Adjusted Gross Profit of $82.3 million and non-GAAP Adjusted Gross Margin of 16.6% for the third quarter 2025. Refer to “Non-GAAP Financial Measures” for definitions of Adjusted Gross Profit and Adjusted Gross Margin and a reconciliation of each to the most directly comparable GAAP measure. The increase in non-GAAP Adjusted Gross Profit was primarily driven by revenue growth and higher non-GAAP Adjusted Gross Margin. The increase in non-GAAP Adjusted Gross Margin was primarily driven by higher project margins in our Installation & Fabrication service line and greater economies of scale in customer fulfillment support costs, partially offset by a revenue mix shift toward our Installation & Fabrication service line and lower project margins in our Maintenance & Service service line.

Installation & Maintenance Segment Results
($ in thousands)		Three Months Ended September 30,
			2026						2025					Year over Year Change
		$			%			$			%			$			%
Segment Revenues:
Installation & Fabrication		$	992,521		89.4	%		$	408,717		82.4	%		$	583,804		142.8	%
Maintenance & Service			118,207		10.6	%			87,117		17.6	%			31,090		35.7	%
Installation & Maintenance Revenues		$	1,110,728		100.0	%		$	495,834		100.0	%		$	614,894		124.0	%
		Three Months Ended September 30,
			2026						2025					Year over Year Change
		$			% Margin			$			% Margin			$			%
Installation & Maintenance Gross Profit		$	203,776		18.3	%		$	80,733		16.3	%		$	123,043		152.4	%
Installation & Maintenance Non-GAAP Adjusted Gross Profit		$	200,074		18.0	%		$	82,333		16.6	%		$	117,741		143.0	%

Backlog and Awarded Contracts and Book-to-Bill Ratio

Backlog and awarded contracts totaled $5.90 billion at September 30, 2026, an increase of 92.5% from $3.07 billion at September 30, 2025. The consolidated book-to-bill ratio for the three-month period ended September 30, 2026 was 1.2x. Engineering & Consulting segment backlog and awarded contracts increased by 32.6% year over year, primarily from growth in the education and state & local government end markets. Installation & Maintenance segment backlog and awarded contracts increased by 117.2% year over year, primarily from the acquisition of Bowers and strong growth in the data centers & technology and education end markets.

Backlog and Awarded Contracts
($ in thousands)
		As of September 30,						Year over Year Change
			2026			2025		$			%
Engineering & Consulting		$	1,186,759		$	894,734		$	292,025		32.6	%
Installation & Maintenance			4,713,825			2,170,714			2,543,111		117.2	%
Total Backlog and Awarded Contracts		$	5,900,584		$	3,065,448		$	2,835,136		92.5	%
Book-to-bill ratio for the three months ended
September 30		1.2x			1.5x
Book-to-bill ratio for the nine months ended
September 30		1.2x			1.3x

Acquisitions

On November 1, 2026, the Company completed the acquisition of Central Texas Industrial Contractors (“CTI”). Founded in 2010, CTI is an Austin, Texas-based mechanical contractor supporting mission-critical infrastructure, with a strong presence in the semiconductor end market in central Texas. “Texas is a strategic geographic region for Legence. With CTI, we immediately establish a reputable platform to expand our business and support our customers in this region,” said Jeff Sprau, Chief Executive Officer of Legence. “CTI also adds a high-quality list of new customers and shares a strong cultural alignment with Legence. We are excited to welcome CTI to our team, and look forward to expanding our service reach and accelerating our growth together in this geography.” For the calendar year 2026, CTI is expected to generate revenue of approximately $40 million, of which Legence expects to record approximately $6 to $8 million of revenue during the fourth quarter of 2026.

Share Repurchase Plan

In early November 2026, the Company’s Board of Directors authorized a $150 million share repurchase plan, reflecting the Company’s strong financial position and outlook, as well as a commitment to a disciplined approach to capital allocation. The new share repurchase plan will be executed in accordance with applicable securities laws and regulations, does not require any specific number of shares to be acquired, and may be suspended or discontinued at any time at the Company’s discretion.

Balance Sheet

At September 30, 2026, the Company had cash and cash equivalents of approximately $340.8 million and total debt⁴ of approximately $1.02 billion. As a result, net leverage was 1.3 times, based on non-GAAP Adjusted EBITDA of the Company for the last 12 months ended September 30, 2026 (“Legence LTM adjusted EBITDA”). When including non-GAAP EBITDA of Bowers for the three months ended December 31, 2025 together with Legence LTM adjusted EBITDA, adjusted net leverage was 1.2 times. Refer to “Non-GAAP Financial Measures” for definitions of net leverage and adjusted net leverage and related reconciliations.

Guidance

Legence announces the following guidance for the fourth quarter of 2026:

• Total revenues of $1.26 billion to $1.30 billion; and
• Non-GAAP Adjusted EBITDA of $160 million to $170 million.

Legence revises guidance for full year 2026 as follows:

• Total revenues of $4.87 billion to $4.91 billion, up from $4.70 billion to $4.80 billion; and
• Non-GAAP Adjusted EBITDA of $610 million to $620 million, up from $565 million to $585 million.

Legence announces the following guidance for full year 2027:

• Total revenues of $5.3 billion to $5.6 billion; and
• Non-GAAP Adjusted EBITDA of $690 million to $730 million.

Conference Call

Legence will host a webcast and conference call to discuss its financial results on November 12, 2026 at 10:00 a.m. (Eastern Time). The webcast link to the call and the slide presentation to accompany the call remarks can be accessed on the Company’s website at https://investors.wearelegence.com/. A replay of the webcast can be accessed through the same webcast link on the Company’s website shortly after the call and will be available through December 12, 2026.

About Legence

Legence is a leading provider of engineering, consulting, installation, and maintenance services for mission-critical systems in buildings. The Company specializes in designing, fabricating, and installing complex HVAC, process piping, and other mechanical, electrical and plumbing (MEP) systems—enhancing energy efficiency, reliability, and sustainability in new and existing facilities. Legence also delivers long-term performance through strategic upgrades and holistic solutions. Serving some of the world’s most technically demanding sectors, Legence counts over 60% of the Nasdaq-100 Index among its clients.

Forward-Looking Statements

Some of the information in this press release may contain “forward-looking statements.” All statements, other than statements of historical fact, included in this press release including, without limitation, those relating to our strategy, future operations, financial position and guidance, estimated revenues and losses, projected costs, prospects, plans and objectives of management, are forward-looking statements. When used in this press release, words such as “anticipate,” “assume,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “could,” “should,” “plan,” “potential,” “predict,” “forecast,” “budget,” “project,” “future,” “will,” “seek,” “foreseeable,” the negative versions of these words and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are not historical facts but rather are based on management’s current beliefs, based on currently available information, as to the outcome and timing of future events, and it is possible that the results described in this press release will not be achieved. Such statements are subject to a number of assumptions, risks, uncertainties and other factors, many of which are outside of the Company’s control, that could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to: changes to economic and regulatory conditions and other trends in the markets in which we operate; our ability to compete effectively in our target markets; the business plans or financial condition of our customers; the impact of acquired companies, including Bowers, on our organization and the ability to recognize the anticipated benefits of such acquisitions; the regulations related to environmental, health and safety matters; the ability to receive necessary government permits and approvals; the future availability and price of materials and equipment necessary for the performance of our business; the risks associated with inflation, interest rates, recessionary economic conditions and commodity prices; the fact that we outsource various elements of the services we sell and use materials and equipment produced by third parties; our clients’ reliance on third party financing; the recognition of all revenues from our backlog and awarded contracts; our receipt of all payments anticipated under awarded projects and customer contracts; the maintenance of safe work sites and equipment; restrictions imposed by our existing and any future indebtedness; our exposure to costs and liabilities under environmental, health and safety laws; misconduct and errors by employees, subcontractors, partners or third party service providers; and the other risks described under the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission (the “SEC”) on March 30, 2026 (the “Annual Report”), and in other documents subsequently filed by the Company from time to time with the SEC. Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements, all of which are expressly qualified in their entirety by the statements in this section, to reflect events or circumstances after the date of this press release. New factors emerge from time to time, and it is not possible for the Company to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the Annual Report and in the Company’s subsequent filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements.

Contact

Media: [email protected] 
Investor Relations: [email protected] 

Legence Corp. Condensed Consolidated Statements of Operations (In thousands, except per share data) (Unaudited)
	Three Months Ended September 30,								Nine Months Ended September 30,
		2026				2025				2026				2025
Revenue	$	1,310,668			$	708,006			$	3,610,688			$	1,812,849
Cost of revenue		1,035,169				559,947				2,928,804				1,424,412
Gross profit		275,499				148,059				681,884				388,437
Selling, general and administrative		70,467				85,887				334,153				227,814
Depreciation and amortization		37,638				24,183				112,438				75,619
Acquisition-related costs		499				795				12,346				971
(Gain) loss on sale of property and equipment		(116	)			21				(298	)			(199	)
Goodwill impairment		—				—				21,586				—
Long-lived asset impairment		—				—				19,491				—
Equity in earnings of joint venture		(115	)			(24	)			(707	)			(848	)
Income from operations		167,126				37,197				182,875				85,080
Other expense (income):
Interest expense (including $1,514 and $3,312 for the three months in 2026 and 2025, respectively, and $4,761 and $11,776 for the nine months in 2026 and 2025, respectively, from related parties)		16,477				28,183				50,388				88,228
Interest income		(2,505	)			(1,069	)			(5,739	)			(2,588	)
Credit agreement amendment fees		—				64				5,257				2,990
Loss on debt extinguishment		—				5,685				13				5,685
Other income, net		(505	)			(123	)			(1,243	)			(268	)
Total other expense, net		13,467				32,740				48,676				94,047
Income (loss) before income tax		153,659				4,457				134,199				(8,967	)
Income tax expense		19,782				4,078				17,492				13,662
Net income (loss)		133,877				379				116,707				(22,629	)
Net income attributable to noncontrolling interests		44,304				955				38,881				4,430
Net income (loss) attributable to Legence	$	89,573			$	(576	)		$	77,826			$	(27,059	)
					Period from September 12, 2025 to September 30, 2025								Period from September 12, 2025 to September 30, 2025
Earnings (loss) per share:
Basic	$	1.16			$	(0.02	)		$	1.06			$	(0.02	)
Diluted	$	1.15			$	(0.02	)		$	0.94			$	(0.02	)
Weighted-average Class A Common Stock outstanding:
Basic		76,928				58,511				73,406				58,511
Diluted		77,811				58,511				108,872				58,511

Legence Corp. Condensed Consolidated Balance Sheets (In thousands, except par value and share amounts) (Unaudited)
	September 30, 2026				December 31, 2025
Assets
Current assets:
Cash and cash equivalents	$	340,778			$	230,166
Accounts receivable, net		841,535				584,060
Contract assets, net		513,316				259,941
Prepaid expenses and other current assets		67,383				36,179
Total current assets		1,763,012				1,110,346
Property and equipment, net of accumulated depreciation of $126,411 and $98,650 as of September 30, 2026 and December 31, 2025, respectively		140,112				92,333
Operating lease right-of-use assets (including $17,690 and $20,025 as of September 30, 2026 and December 31, 2025, respectively, from related parties)		155,441				117,139
Goodwill		822,521				764,336
Intangible assets, net		759,525				551,420
Other assets		192,018				43,822
Total assets	$	3,832,629			$	2,679,396
Liabilities and Equity
Current liabilities:
Accounts payable	$	440,232			$	246,161
Accrued compensation and benefits		153,655				68,064
Accrued and other current liabilities		93,386				16,475
Contract liabilities		482,046				339,462
Current portion of operating lease liabilities (including $4,015 and $3,920 as of September 30, 2026 and December 31, 2025, respectively, from related parties)		33,050				21,300
Current portion of long-term debt		22,329				16,694
Total current liabilities		1,224,698				708,156
Long-term debt, net of current portion (including $88,790 and $84,735 as of September 30, 2026 and December 31, 2025, respectively, from related parties)		1,007,424				812,398
Operating lease liabilities, net of current portion (including $14,718 and $17,282 as of September 30, 2026 and December 31, 2025, respectively, from related parties)		130,505				103,762
Tax receivable agreement liability – related party		342,729				207,448
Deferred tax liabilities, net		42,390				46,714
Other long-term liabilities		12,847				12,123
Total liabilities		2,760,593				1,890,601
Commitments and contingencies
Stockholders’ equity
Preferred stock, $0.01 par value, 50,000,000 shares authorized, no shares issued or outstanding as of September 30, 2026 and December 31, 2025		—				—
Class A common stock, $0.01 par value, 1,000,000,000 shares authorized, 77,102,104 and 63,856,975 shares issued, 77,037,919 and 63,856,975 shares outstanding as of September 30, 2026 and December 31, 2025, respectively		771				638
Class B common stock, $0.01 par value, 200,000,000 shares authorized, 31,171,134 and 41,479,954 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively		312				415
Class A common stock in treasury at cost, 64,185 treasury shares as of September 30, 2026 and no treasury shares as of December 31, 2025		(3,404	)			—
Additional paid-in capital		909,132				701,791
Accumulated deficit		(232,123	)			(309,949	)
Accumulated other comprehensive income (loss)		7,792				(698	)
Total Legence stockholders’ equity		682,480				392,197
Noncontrolling interests		389,556				396,598
Total stockholders’ equity		1,072,036				788,795
Total liabilities and stockholders’ equity	$	3,832,629			$	2,679,396

Legence Corp. Condensed Consolidated Statements of Cash Flows (In thousands) (Unaudited)
	Nine Months Ended September 30,
		2026				2025
Cash flows from operating activities:
Net income (loss)	$	116,707			$	(22,629	)
Adjustments to reconcile net income (loss) to cash provided by operating activities:
Amortization of intangible assets		98,604				61,888
Depreciation of property and equipment		32,279				23,723
Goodwill impairment		21,586				—
Long-lived asset impairment		19,491				—
Amortization of debt issuance costs and discounts		1,299				3,007
Stock-based compensation		61,158				21,881
Compensation expense – Performance Interests		15,554				—
Deferred taxes		(24,643	)			6,378
Equity in earnings of joint venture		(707	)			(848	)
Return on investment in joint venture		500				500
Operating lease right-of-use asset lease expense		22,484				12,959
Loss on debt extinguishment		13				5,685
Other		348				148
Changes in operating assets and liabilities:
Accounts receivable, net		(73,599	)			(139,448	)
Contract assets		(184,847	)			(46,182	)
Prepaid expenses and other current assets		(12,395	)			1,198
Accounts payable		116,630				94,542
Accrued compensation and benefits		57,174				34,355
Accrued and other current liabilities		11,751				(4,110	)
Contract liabilities		15,535				120,027
Operating lease liabilities, current and long-term		(19,417	)			(10,727	)
Other long-term assets and liabilities		1,476				(223	)
Cash provided by operating activities		276,981				162,124
Cash flows from investing activities:
Purchases of property and equipment		(60,184	)			(24,734	)
Consideration paid for acquisitions, net of cash acquired		(281,293	)			(453	)
Proceeds from sale of property and equipment		327				226
Cash used in investing activities		(341,150	)			(24,961	)
Cash flows from financing activities:
Term loan borrowings (including $15,000 and $2,495 in 2026 and 2025, respectively, from related parties)		200,000				2,495
Term loan payments (including $74,797 in 2025 to related parties)		(7,471	)			(795,073	)
Revolver borrowings		25,000				—
Revolver payments		(25,000	)			—
Notes payable payments		(7,428	)			(6,102	)
Finance lease payments		(4,430	)			(2,694	)
Proceeds from issuance of shares under ESPP		1,768				—
Proceeds from IPO, net of underwriting discounts and commissions		—				780,243
Payments for deferred offering costs		(60	)			(21,165	)
Proceeds from exercise of stock options		175				—
Payments of withholding taxes related to net share settlement of equity awards		(3,404	)			—
Distribution to Legence Parent		(5,800	)			—
Other		1,431				—
Cash provided by (used in) financing activities		174,781				(42,296	)
Increase in cash and cash equivalents		110,612				94,867
Cash and cash equivalents, beginning of period		230,166				81,167
Cash and cash equivalents, end of period	$	340,778			$	176,034

Non-GAAP Financial Measures 

In addition to disclosing financial results calculated in accordance with U.S. generally accepted accounting principles (“GAAP”), this press release contains non-GAAP financial measures as described below.

Our non-GAAP financial measures may not be comparable to similarly titled measures used by other companies, have limitations as analytical tools and should not be considered in isolation, or as substitutes for analysis of our operating results as reported under GAAP. Additionally, we do not consider our non-GAAP financial measures superior to, or a substitute for, the equivalent measures calculated and presented in accordance with GAAP.

In addition, this press release includes certain projections of the non-GAAP financial measure Adjusted EBITDA. Due to the high variability and difficulty in making accurate forecasts and projections of some of the information excluded from these projected measures, together with some of the excluded information not being ascertainable or accessible, the Company is unable to quantify certain amounts that would be required to be included in the most directly comparable GAAP financial measures without unreasonable effort. Consequently, no disclosure of estimated comparable GAAP measures is included and no reconciliations of the forward-looking non-GAAP financial measures are included.

Revenue Growth (excluding Bowers)

This press release discloses consolidated revenue growth of Legence of 39.5%, and revenue growth of Legence’s Installation & Maintenance segment of 58.9%, for the quarter ended September 30, 2026, compared to the quarter ended September 30, 2025, the calculation of which, in each case, excludes the impact of approximately $322.7 million of third quarter 2026 revenues from Bowers. Such metrics are not calculated in accordance with GAAP. Management believes such metrics provide investors with useful supplemental information regarding the Company’s organic revenue performance by presenting revenue growth without giving effect to the impact of the Bowers acquisition. As calculated in accordance with GAAP, revenue growth of Legence was 85.1% (based on third quarter 2026 and 2025 consolidated revenues of $1.31 billion and $708.0 million, respectively), and revenue growth of Legence’s Installation & Maintenance segment was 124.0% (based on third quarter 2026 and 2025 I&M segment revenues of $1.11 billion and $495.8 million, respectively), for the quarter ended September 30, 2026 compared to the quarter ended September 30, 2025.

Adjusted EBITDA and Adjusted EBITDA Margin; Net Leverage and Adjusted Net Leverage

Adjusted EBITDA and Adjusted EBITDA Margin are financial measures not presented in accordance with GAAP but are intended to provide useful and supplemental information to investors and analysts as they evaluate our performance. Adjusted EBITDA is defined as net income (loss) adjusted to exclude, or otherwise reflect, interest expense, interest income, income tax expense, depreciation and amortization, credit agreement amendment fees, goodwill impairment, long-lived asset impairment, net (gain) loss on sale and disposition of property and equipment, loss on debt extinguishment, acquisition and integration costs, system deployment costs, strategic initiative costs, indemnification asset adjustments, Tax Receivable Agreement liability remeasurements and stock-based and other non-cash compensation expense (benefit). Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by revenue. Adjusted EBITDA and Adjusted EBITDA Margin should not be considered alternatives to net income (loss) or net income (loss) margin, respectively, as determined in accordance with GAAP. Management believes that the exclusion of the above-described items from net income (loss) in the presentation of the non-GAAP measures identified above enables us and our investors to more effectively evaluate our operations period over period and to identify operating trends that might not be apparent due to, among other reasons, the variable nature of these items, both in value and frequency, period over period. In addition, management believes these measures may be useful for investors in comparing our operating results with those of other companies.

Net leverage is defined as net debt of Legence divided by Adjusted EBITDA of Legence, and adjusted net leverage is defined as net debt of Legence divided by LTM combined adjusted EBITDA. Net debt includes total balance sheet debt, excluding finance lease liabilities, less cash and cash equivalents. LTM combined adjusted EBITDA is the sum of (1) adjusted EBITDA of Legence for the 12-month period ended September 30, 2026 (or “Legence LTM adjusted EBITDA”) and (2) EBITDA of Bowers for the three month period ended December 31, 2025 (“Bowers EBITDA”), which is based on certain unaudited financial information of Bowers for the three months ended December 31, 2025. Bowers EBITDA is defined as net income, plus depreciation and amortization, interest income and income tax expense. The Company believes these non-GAAP measures are useful to investors as they provide alternative information that management believes to be useful in assessing (including, in the case of adjusted net leverage, on a combined basis giving effect to the Bowers acquisition) our ability to meet our payment obligations in addition to considering the absolute amount of our debt.

The following table provides a reconciliation (the “Legence adjusted EBITDA Reconciliation”) of our net income (loss), the most directly comparable financial measure presented in accordance with GAAP, to Adjusted EBITDA, and a calculation of Adjusted EBITDA Margin for the periods indicated (in thousands):

	Three Months Ended September 30,								Nine Months Ended September 30,								Year Ended December 31,				Twelve Months Ended September 30,
		2026				2025				2026				2025				2025				2026
Net income (loss)	$	133,877			$	379			$	116,707			$	(22,629	)		$	(77,303	)		$	62,033
Interest expense		16,477				28,183				50,388				88,228				101,778				63,938
Interest income		(2,505	)			(1,069	)			(5,739	)			(2,588	)			(4,488	)			(7,639	)
Income tax expense		19,782				4,078				17,492				13,662				22,161				25,991
Depreciation and amortization		44,417				27,490				130,883				85,611				114,288				159,560
Credit agreement amendment fees(1)		—				64				5,257				2,990				6,302				8,569
Goodwill impairment		—				—				21,586				—				24,966				46,552
Long-lived asset impairment		—				—				19,491				—				2,415				21,906
(Gain) loss on sale of property and equipment		(116	)			21				(298	)			(199	)			(326	)			(425	)
Loss on debt extinguishment		—				5,685				13				5,685				6,651				979
Acquisition and integration costs(2)		509				1,169				12,622				2,935				8,436				18,123
System deployment costs(3)		—				—				—				2,140				2,140				—
Strategic initiative costs(4)		—				4,181				2,711				14,128				17,092				5,675
Indemnification asset adjustments(5)		(112	)			—				(310	)			—				3,796				3,486
Tax Receivable Agreement liability remeasurements(6)		—				—				(161	)			—				2,914				2,753
Stock-based and other non-cash compensation expense (benefit)(7)		(35,321	)			18,640				79,036				21,881				68,003				125,158
Adjusted EBITDA	$	177,008			$	88,821			$	449,678			$	211,844			$	298,825			$	536,659
Net income (loss) margin		10.2	%			0.1	%			3.2	%		(1.2)%				(3.0)%					1.4	%
Adjusted EBITDA margin		13.5	%			12.5	%			12.5	%			11.7	%			11.7	%			12.3	%

(1	)	Represents costs incurred in connection with our debt refinancings in each of the periods presented.
(2	)	For the three months ended September 30, 2026, $0.5 million relates to acquisition costs recorded in acquisition-related costs in the Condensed Consolidated Statements of Operations. For the three months ended September 30, 2025, $0.8 million relates to acquisition costs recorded in acquisition-related costs, and $0.4 million relates to acquisition integration costs recorded in selling, general and administrative costs in the Condensed Consolidated Statements of Operations. For the nine months ended September 30, 2026 and 2025, the figures include $12.3 million and $1.0 million, respectively, of acquisition costs recorded in acquisition-related costs and $0.3 million and $1.9 million, respectively, of acquisition integration costs recorded in selling, general and administrative costs in the Condensed Consolidated Statements of Operations.
(3	)	Represents consulting and initial upfront costs associated with implementing and optimizing certain enterprise resource planning systems.
(4	)	Represents (i) consulting, legal, accounting, and other expenses in connection with non-recurring extraordinary company transactions, including fees related to our IPO that did not meet the requirements to be deferred issuance costs and (ii) consulting, legal, accounting, and other expenses in connection with secondary offerings conducted on behalf of our selling shareholders.
(5	)	Represents adjustments to an indemnification asset related to unrecognized tax benefits acquired in a prior acquisition recorded in Other income, net in the Condensed Consolidated Statements of Operations and is fully offset in Income tax expense (benefit) in the Condensed Consolidated Statements of Operations.
(6	)	Tax Receivable Agreement liability remeasurements are recorded in Other income, net in the Condensed Consolidated Statements of Operations.
(7	)	Includes compensation (benefit) expense relating to legacy Series A Interests and Restricted Series C Interests as well as RSUs, stock options, and the ESPP.

The following table provides a reconciliation (the “Bowers EBITDA Reconciliation”) of net income of Bowers, the most directly comparable financial measure presented in accordance with GAAP, to Bowers EBITDA for the three months ended December 31, 2025:

($ in thousands)	Three Months Ended December 31, 2025
Net Income	$	22,031
Interest Income		(608	)
Income Tax Expense		992
Depreciation and Amortization		442
EBITDA	$	22,857

The following table, taken together with the Legence adjusted EBITDA Reconciliation and the Bowers EBITDA Reconciliation, presents the calculation of LTM combined adjusted EBITDA:

($ in thousands)	Nine Months Ended September 30, 2026			Three Months Ended December 31, 2025			Twelve Months Ended September 30, 2026
Legence Adjusted EBITDA	$	449,678		$	86,981		$	536,659
Bowers EBITDA					22,857			22,857
LTM combined adjusted EBITDA							$	559,516

The following table presents the calculation of net leverage and adjusted net leverage:

($ in thousands)	September 30, 2026
Cash and cash equivalents	$	340,778
Term Loan	$	990,301
Notes Payable		29,369
Total Debt(1)	$	1,019,670
Net Debt(1)	$	678,892
Legence LTM adjusted EBITDA	$	536,659
Net Leverage		1.3
LTM combined adjusted EBITDA(2)	$	559,516
Adjusted Net Leverage		1.2

(1	)	Excludes approximately $16.5 million of finance leases in September 30, 2026
(2	)	Represents the sum of (a) Adjusted EBITDA of Legence for the 12-month period ended September 30, 2026 and (b) EBITDA of Bowers for the three month period ended December 31, 2025

Adjusted Gross Profit and Adjusted Gross Margin

Adjusted Gross Profit is a financial measure not presented in accordance with GAAP but is intended to provide useful and supplemental information to investors and analysts as they evaluate our performance. Gross profit is defined as revenue less cost of revenue services. Adjusted Gross Profit is defined as gross profit adjusted to exclude compensation related to legacy Series A Interests and Restricted Series C Interests, where the payment of this expense is borne by entities outside of Legence Adjusted Gross Profit should not be considered an alternative to gross profit that is derived in accordance with GAAP. Adjusted Gross Margin is defined as Adjusted Gross Profit divided by revenue. Management believes that the exclusion of the above-described items from gross profit in the presentation of the non-GAAP measure identified above enables us and our investors to supplement the evaluation of our operations period over period and to identify operating trends that might not otherwise be apparent due to, among other reasons, the variable nature of these items, both in value and frequency, period over period. In addition, management believes this measure may be useful for investors in comparing our operating results with those of other companies.

The following table provides a reconciliation of our gross profit, the most directly comparable financial measure presented in accordance with GAAP, to Adjusted Gross Profit for the periods presented herein (in thousands) and our Adjusted Gross Margin for the same periods:

	Three Months Ended September 30,
		2026				2025
Gross Profit
Engineering & Consulting Segment	$	71,723			$	67,326
Installation & Maintenance Segment		203,776				80,733
Consolidated	$	275,499			$	148,059
Non-GAAP Adjustments:
Compensation related to legacy Series A Interests and Restricted Series C Interests(1)
Engineering & Consulting Segment	$	(5,171	)		$	2,244
Installation & Maintenance Segment		(3,702	)			1,600
Consolidated	$	(8,873	)		$	3,844
Non-GAAP Adjusted Gross Profit:
Engineering & Consulting Segment	$	66,552			$	69,570
Installation & Maintenance Segment		200,074				82,333
Consolidated	$	266,626			$	151,903
Non-GAAP Adjusted Gross Margin:
Engineering & Consulting Segment		33.3	%			32.8	%
Installation & Maintenance Segment		18.0	%			16.6	%
Consolidated		20.3	%			21.5	%

(1) Represents the portion of compensation related to legacy Series A Interests and Restricted Series C Interests paid for by entities outside of Legence and recorded in cost of revenue in the Condensed Consolidated Statements of Operations. Figures exclude the portion of stock-based compensation expense related to restricted stock units and other equity awards issued by Legence.

Backlog and Awarded Contracts and Book-to-Bill Ratio

We believe that backlog and awarded contracts and book-to-bill ratio enable us to more effectively forecast our future results and working capital needs, as well as better identify future operating trends that may not otherwise be apparent. Backlog represents, as of any date of determination, the expected revenue values of the remaining performance obligations under our contracted fixed-price projects. Awarded contracts represents, as of any date of determination, the expected revenue values of projects awarded to us following a request for proposals but for which a formal contract has not yet been signed. We calculate our book-to-bill ratio by taking our additions to backlog and awarded contracts, excluding additions that were attained through acquisition, for the period, and dividing it by revenue from fixed-price contracts for the same period. Given that backlog and awarded contracts and book-to-bill ratio are operational measures and that our methodology for calculating each such measure does not meet the definition of a non-GAAP financial measure, as that term is defined by the SEC, a quantitative reconciliation for each is not required or provided.

---

<sup>1 Excludes impact of approximately $322.7 million of third quarter 2026 revenues from Bowers. Revenue growth (excluding Bowers) is a non-GAAP financial measure. See the section titled “Non-GAAP Financial Measures” for more information.

2 Adjusted EBITDA is a non-GAAP financial measure. Definitions of non-GAAP financial measures and reconciliations of each non-GAAP financial measure to the most directly comparable GAAP financial measure are included in the section titled “Non-GAAP Financial Measures.”

3 Excludes impact of approximately $322.7 million of third quarter 2026 revenues from Bowers. Revenue growth (excluding Bowers) is a non-GAAP financial measure. See the section titled “Non-GAAP Financial Measures” for more information.

4 Total debt defined as Term Loan balance of $990.3 million and Notes Payable balance of $29.4 million.</sup>

NEW YORK, Nov. 12, 2026 (GLOBE NEWSWIRE) — WeShop Holdings Limited (“WeShop” or the “Company”) (NASDAQ: WSHP), the community-owned shopping app on a mission to make shopping more rewarding, today released a letter to shareholders from Maria Weaver, Chief Executive Officer, ahead of the Company’s U.S. launch on Monday, November 16, 2026.

Dear Shareholders,

On Monday, November 16, we are proud to launch WeShop to U.S. shoppers. The app will be available nationwide, and we are starting our marketing in four cities: Charlotte, Columbus, Dallas and Atlanta, expanding on a rolling basis through year-end. This approach lets us refine how we reach and grow our community before we scale further.

As we prepare for this significant next step, I want to share why it matters, what our team is focused on and how we plan to keep you informed.

The idea that drew me to WeShop is simple: people should have the opportunity to own a piece of the platform they help build. Through ShareBack™ rewards, everyday shopping can become a way to earn an ownership stake in WeShop. Our founder, John Garner, started with a simple question: what if the first shoppers on the world’s biggest e-commerce platforms had been able to share in the value they helped create? Building on our UK pilot, our entrance into the U.S. gives us the opportunity to bring this unique model to a much larger community.

To our longstanding shareholders

Many of you have been part of WeShop since long before our Nasdaq listing, including members of our original UK community. You have told me you want to be kept more informed. I hear that, and making our communication more open and consistent is a priority for me. Through letters like this one and regular conversations with management, we look forward to staying connected with our shareholders, members and brand partners. As we grow in the U.S., we’ll continue to share our plans and progress, and how your support will help us get there.

You may remember that our app first launched alongside our Nasdaq listing last November, and that we paused it to rebuild for a larger opportunity. Thank you for your patience during that pause. We used that time to put a new team in place, strengthen the product and prepare properly for the U.S. market. Monday marks the start of that next chapter.

Why the U.S., and why now?

The U.S. offers a substantial opportunity for WeShop. Shoppers already buy through affiliate platforms and expect rewards for their spending. Our unique ShareBack™ offering gives consumers an additional reason to choose WeShop: the opportunity to earn equity through eligible purchases.

Our preparations build on three considerations:

• Experience from our UK pilot. Through March 2025, the pilot generated £108.5 million in gross merchandise value, with most members joining through referrals. That experience gives us a foundation for the U.S. launch, where we will need to earn the loyalty of a new audience.
• A different connection with shoppers. We want members to see value in returning to WeShop and in helping the community grow. Ownership is central to that relationship.
• The holiday shopping season. Our November 16 launch puts WeShop in front of U.S. shoppers as they make purchases for the holidays. Our focus is on giving them reasons to keep using the platform afterward.

What it means to be a WeShop member

At launch, we expect U.S. members to have access to more than 750 retail and travel partners, including LG, eBay and Booking.com. Eligible purchases earn WePoints, which members can redeem for WeShop Class A ordinary shares, subject to the program’s terms and applicable requirements.

This is an important distinction. Unlike conventional points or cashback, ShareBack™ rewards offer an avenue for ownership in WeShop through their redemption for the same class of ordinary shares listed on Nasdaq. We want members to understand both that opportunity and the steps required to claim their shares.

How we think about success

For me, a successful launch means building relationships that last beyond the first purchase.
Gross merchandise value matters, but so does how often our members return. Inside WeShop, we think about the journey from trying the app to using it regularly and making it part of everyday shopping. Our product and marketing efforts are built around helping members make that progression.

My experience building fandoms taught me the value of a loyal community. People who return regularly help build a business over time. They shop, recommend it to others and give us a better understanding of what they value. That understanding can help us improve the experience for members and strengthen what we offer our retail partners.

As we assess our U.S. progress, we will look at repeat use and engagement alongside transaction volume. We want to build a business that earns a place in people’s routines, and we will use what we learn after launch to refine our approach.

What comes next

In the weeks ahead, our team will focus on the U.S. launch. We are partnering with creators, from those with national followings to local voices in our launch cities, to introduce WeShop to their audiences. We are working with community and membership groups to connect with shoppers through organizations they already know and trust, and we are hosting in-person events, starting with our first founders event in Charlotte later this month.

For eligible UK members, share claims are scheduled to open on November 23 and close on December 21, with identity verification available in the app ahead of the November 23 opening date.

Further information is available on our investor relations website.

As we welcome U.S. shoppers, I want to recognize the community that helped bring WeShop to this point. Many of you have supported this business for years. Your belief in the idea behind WeShop matters to me and to our team.

What excites me most is the chance to see more people make WeShop part of their everyday lives and become owners in the business they help grow. We have work ahead of us, and I feel a real responsibility to deliver on that opportunity.

Thank you for being part of WeShop. I look forward to sharing this next chapter with you.

Sincerely,

Maria Weaver
Chief Executive Officer, WeShop

Forward-Looking Statements

This release, including the accompanying shareholder letter, includes forward-looking statements under Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, each as amended, and the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements address future plans and expectations, including the anticipated November 16 U.S. launch and retailer availability; the benefits anticipated from ShareBack™ and community ownership; applying experience gained during the UK pilot; attracting members, encouraging repeat purchases and retaining retail partners; creator partnerships and community events; and the schedule for eligible UK members to verify their identities, claim shares and redeem WePoints. These statements reflect management’s present expectations and are subject to uncertainty. Actual developments and results could differ materially because of market conditions and the risks discussed in the Company’s SEC filings, including the Form 20-F covering the year ended December 31, 2025, submitted April 30, 2026, as amended by the Form 20-F/A submitted September 28, 2026, and the August 24, 2026 Form 6-K containing financial information for the six months ended June 30, 2026. Those documents can be accessed through the SEC’s website at www.sec.gov. Except where legally required, the Company undertakes no duty to revise these statements following subsequent events or new information.

Participation in ShareBack™, including earning WePoints and exchanging them for Class A ordinary shares of WeShop, involves risk and is governed by eligibility criteria and program terms. Review the ShareBack™ prospectus, together with any supplements, at https://investors.we.shop/shareback or through the SEC’s website. App registration is available through Apple’s App Store and Google Play. Neither this release nor its accompanying materials offers securities for sale or seeks an offer to purchase them. Any securities offering occurs exclusively under the ShareBack™ prospectus and its applicable supplements.

About WeShop

WeShop Holdings Limited (NASDAQ: WSHP) is a community-owned shopping platform that turns everyday purchases into ownership. Through its proprietary ShareBack™ program, members earn ShareBack™ rewards, or WePoints, redeemable for shares in WeShop when they shop and refer others to the platform, giving the people who help grow the company the opportunity to own a piece of it. With access to hundreds of leading retailers and more than a billion products, WeShop brings shopping, rewards and ownership together in one experience. By putting consumers at the center, WeShop is building a community where members are more than shoppers; they are shareholders.

Press:

[email protected]




Corporate:

[email protected]


Commercial:

[email protected]

Investor Contact:

Valter Pinto, Managing Director
KCSA Strategic Communications
+1 212.896.1254
[email protected]

• Agreement includes roadmap for evaluating and developing next-generation enhanced geothermal systems (EGS) nationwide
• Supports Türkiye’s dual ambitions to reduce emissions and strengthen domestic energy security

ANTALYA, Türkiye, Nov. 12, 2026 (GLOBE NEWSWIRE) — Baker Hughes (NASDAQ: BKR), an energy technology company, and Türkiye Petrolleri Anonim Ortaklığı (TPAO) announced Thursday an agreement to explore opportunities for enhanced geothermal systems (EGS), supporting Türkiye’s ambitions to scale lower carbon geothermal power generation and strengthen energy security. The agreement was signed during COP 31, the United Nations’ flagship climate conference, which is taking place this week in Antalya, Türkiye.

The agreement outlines a phased approach for industrializing next-generation geothermal development, which includes a country-wide assessment to evaluate EGS potential using data from TPAO and the General Directorate of Mineral Research and Exploration (MTA). Following this phase, Baker Hughes will support further derisking of the assets through evaluation of well locations and designs to assess their viability, followed by pilot drilling and, ultimately, commercial-scale EGS development.

“COP31 is an opportunity to move the conversation from ambition to action and demonstrate how our solutions can help deliver the reliable, lower-carbon energy our world needs,” said Baker Hughes Chairman and CEO Lorenzo Simonelli. “Enhanced geothermal systems have the potential to expand where geothermal energy can be developed, and our agreement with TPAO brings together the data, expertise and technology needed to advance that opportunity and unlock a new source of reliable, lower-carbon power that helps secure Türkiye’s future energy supply.”

With some of the world’s most favorable geologic conditions for geothermal, Türkiye ranks as Europe’s largest geothermal power producer and fourth globally, with installed capacity of approximately 1.8 gigawatts (GW). Today, its geothermal power comes from conventional resources. EGS could unlock new locations for development, helping Türkiye scale geothermal power and enable projects that deliver more reliable, baseload power to the grid.

Unlike conventional geothermal, which relies on naturally occurring water and steam reservoirs, EGS uses advanced technologies and water injection to create geothermal reservoir conditions in hot, dry rock deep underground, producing steam for power generation.

Baker Hughes is committed to advancing next-generation geothermal technologies, bringing together capabilities across subsurface evaluation, drilling, completions, power generation and digital.

About Baker Hughes
Baker Hughes (NASDAQ: BKR) is an energy technology company that provides solutions to energy and industrial customers worldwide. Built on a century of experience and conducting business in over 120 countries, our innovative technologies and services are taking energy forward – making it safer, cleaner and more efficient for people and the planet. Visit us at bakerhughes.com.

About TPAO

As Türkiye’s national oil company, Türkiye Petrolleri Anonim Ortaklığı (TPAO) has been conducting oil and natural gas exploration and production activities for over 70 years. With strong technical capabilities, extensive experience, and a skilled workforce, TPAO operates both onshore and offshore. With Türkiye at the heart of its operations, TPAO is active in 10 countries across three continents, from Russia to Somalia and Hungary to Iraq, contributing to Türkiye’s energy independence. Visit us at tpao.gov.tr.

For more information, please contact:

Media Relations

Baker Hughes

Kirk Eggleston
+1 346.521.8438
[email protected]

TPAO

TPAO Corporate Communication Department
+90 (312) 207 32 01
[email protected]

Investor Relations

Baker Hughes

Chase Mulvehill
+1 346-297-2561
[email protected]

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/2724f280-bf37-4d08-a6fc-d99c8a906356

• Fully enrolled Cohorts 1 and 2 of AX-0811 Phase 1 trial; initial target engagement data expected in early January 2027
• Full AX-0810 Phase 1 dataset, including Cohort 3 and follow-up data, and new AX-0811 preclinical proof-of-concept data to be presented in December 2026
• Multiple clinical milestones expected in H1 of 2027, including initiation of pediatric biliary atresia IIT, initial AX-0422 patient data in MPS I Hurler syndrome, and advancement of AX-2911 into the clinic for MASH IIT
• Ended Q3 2026 with € 103 million cash and cash equivalents, supporting runway into mid-2028

LEIDEN, Netherlands & CAMBRIDGE, Mass., Nov. 12, 2026 (GLOBE NEWSWIRE) — ProQR Therapeutics N.V. (Nasdaq: PRQR) (ProQR), a clinical-stage company dedicated to changing lives through transformative RNA therapies based on its proprietary Axiomer™ RNA editing technology platform, today reported its financial and operating results for the third quarter ended September 30, 2026, and provided a business update.

“Having established the first clinical validation of our Axiomer RNA editing platform, we are now expanding our pipeline on that foundation through several other programs that are entering clinical development,” said Daniel A. de Boer, Founder and Chief Executive Officer of ProQR. “The Phase 1 study of AX-0811 has now fully enrolled its first two cohorts. AX-0811 is our next-generation editing oligonucleotide targeting NTCP for cholestatic diseases, including biliary atresia. We also strengthened our AI capabilities through the appointment of Chris Hart as Chief Data and AI Officer and Thomas Wolf to our Board as a strategic AI advisor.”

De Boer continued, “We expect to report initial AX-0811 data in early January 2027 and look forward to presenting the full AX-0810 Phase 1 dataset, including Cohort 3, in December 2026. We expect these data to be followed by a series of additional clinical milestones across our pipeline in the first half of 2027, including initiation of our biliary atresia clinical program, initial patient data from AX-0422 in MPS I Hurler syndrome, and advancement of AX-2911 for MASH into the clinic. Across these programs, our focus remains on developing RNA editing therapies that can make a meaningful difference for patients and their families.”

Recent Progress and Anticipated Upcoming Events

Clinical Development Progress with NTCP Programs

Following the positive AX-0810 Phase 1 target engagement data reported in June 2026, ProQR expects to present the full dataset, including Cohort 3 and 12-week follow up, at the Nature Conferences RNA at the Bench and Bedside V meeting in December 2026.

In September 2026, ProQR announced the dosing of the first participant in the Phase 1 clinical trial of AX-0811, the Company’s next-generation editing oligonucleotide targeting NTCP, which was identified through ProQR’s AI-enabled discovery engine. The first two cohorts of healthy volunteers are now fully enrolled, with initial AX-0811 Phase 1 target engagement data expected in early January 2027. The study is evaluating the safety, tolerability, pharmacokinetics, and pharmacodynamic effects via biomarker-based target engagement. AX-0811 preclinical data demonstrate greater potency and a longer half-life compared with AX-0810, with the potential for lower dose levels and less frequent dosing in the clinic.

In September 2026, the Company hosted a virtual educational event focused on NTCP modulation in biliary atresia through liver-targeted RNA editing. The event featured ProQR management and Professor Gideon Hirschfield of the Toronto Centre for Liver Disease and provided an overview of bile acid biology, NTCP modulation, translational rationale and clinical development strategy for RNA editing NTCP modulation in biliary atresia. The event outlined the framework for evaluating upcoming AX-0811 Phase 1 target engagement data:

• TUDCA is expected to be the most sensitive measure for comparing pharmacodynamic effects,
• Conjugated bile acid profile will be informative for assessing translation into the disease setting, and
• Total bile acids in serum provides an additional supportive measure of target engagement.

Based on preclinical data, ProQR expects AX-0811 to outperform AX-0810 across all three biomarkers in equivalent cohorts.

ProQR is also continuing preparations for an investigator-initiated trial (IIT) in pediatric biliary atresia in China, with initial clinical data expected in the first half of 2027.

Conference Presentations

In November 2026, ProQR participated in TIDES Europe and The Liver Meeting 2026, the annual meeting of the American Association for the Study of Liver Diseases (AASLD), where presentations highlighted previously disclosed AX-0810 clinical findings and preclinical data for AX-0811.

Strengthening AI and Data Capabilities

In September 2026, ProQR appointed Chris Hart, PhD, as Chief Data and AI Officer. Dr. Hart most recently served as Vice President of Data Science and AI/ML for Genetic Medicines at Eli Lilly and Company and has more than 15 years of experience applying AI/ML to oligonucleotide therapeutics. ProQR also announced in September that Thomas Wolf, PhD, co-founder and Chief Scientific Officer of Hugging Face, has joined ProQR’s Board of Directors as a strategic AI advisor.

Upcoming anticipated milestones

NTCP programs

• AX-0810 data from the 9 mg/kg cohort and 12-week follow up from the ongoing Phase 1 study and new preclinical data for AX-0811 expected in December 2026
• AX-0811 initial target engagement data from Cohorts 1 and 2 in healthy volunteers expected in early January 2027
• IIT in pediatric biliary atresia in China, with initiation and initial data targeted for the first half of 2027
• Potentially registration-enabling Phase 2 program, subject to regulatory interactions, expected to start in mid-2027 with first interim analysis data expected by mid-2028

Other pipeline candidates

• AX-0422 for MPS I Hurler Syndrome (IDUA) CTA filing for a first-in-patient study anticipated in early 2027 and initial data expected in the first half of 2027
• AX-2911 (PNPLA3) FIH IIT in China expected in the first half of 2027

Partnership

• Continue to execute on Lilly collaboration, with potential data updates and milestone payments

Financial Highlights

At September 30, 2026, ProQR held cash and cash equivalents of approximately € 103.0 million, compared to € 92.4 million at December 31, 2025.

Net cash used in operating activities during the third quarter ended September 30, 2026 was € 13.6 million, compared to € 12.2 million used for the same period in 2025.

Research and development (R&D) costs for the quarter ended September 30, 2026 were € 14.3 million, compared to € 11.1 million for the same period last year.

General and administrative costs for the quarter ended September 30, 2026 were € 4.0 million, compared to € 3.1 million for the same period in 2025.

Net loss for the quarter ended September 30, 2026 was € 12.4 million, or € 0.09 per diluted share, compared to € 11.0 million, or € 0.10 per diluted share, for the same period in 2025.

For further financial information for the period ended September 30, 2026, please refer to our Q3 financial report filing available on our website, www.proqr.com under Financials and Filings.

About Axiomer

^™

ProQR is pioneering a next-generation RNA base editing technology called Axiomer^™, which could potentially yield a new class of medicines for diverse types of diseases. Axiomer^™ “Editing Oligonucleotides”, or EONs, mediate single nucleotide changes to RNA in a highly specific and targeted way using molecular machinery that is present in human cells called ADAR (Adenosine Deaminase Acting on RNA). Axiomer^™ EONs are designed to recruit and direct endogenously expressed ADARs to change an Adenosine (A) to an Inosine (I) in the RNA – an Inosine is translated as a Guanosine (G) – correcting an RNA with a disease-causing mutation back to a normal (wild type) RNA, modulating protein expression, or altering a protein so that it will have a new function that helps prevent or treat disease.

About ProQR

ProQR Therapeutics is a clinical-stage company dedicated to changing lives through the creation of transformative RNA therapies. ProQR is pioneering a next-generation RNA technology called Axiomer^™, which uses a cell’s own editing machinery called ADAR to make specific single nucleotide edits in RNA to reverse a mutation or modulate protein expression and could potentially yield a new class of medicines for both rare and prevalent diseases with unmet need. Based on our unique proprietary RNA repair platform technologies we are growing our pipeline with patients and loved ones in mind.

Learn more about ProQR at www.proqr.com.

Forward Looking Statements

This press release contains forward-looking statements. All statements other than statements of historical fact are forward-looking statements, which are often indicated by terms such as “continue,” “anticipate,” “believe,” “could,” “estimate,” “expect,” “goal,” “intend,” “look forward to”, “may,” “plan,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar expressions. Such forward-looking statements include, but are not limited to, statements regarding our business, technology, strategy, preclinical and clinical model data; our initial pipeline targets and the upcoming strategic priorities and milestones related thereto; the continued advancement of our lead development pipeline programs, including ongoing and planned clinical trials; the ongoing Phase 1 clinical study of AX-0810 targeting NTCP for cholestatic diseases, including the timing and presentation of the full Phase 1 dataset, including Cohort 3 and 12-week follow-up data, in December 2026 at the Nature Conferences RNA at the Bench and Bedside V meeting and the presentation of new preclinical data for AX-0811; our expectations regarding the safety, tolerability, target engagement and potential therapeutic benefits of AX-0810; our ability to collaborate with investigators to initiate, conduct and recruit for an IIT of our NTCP program in China in pediatric participants with biliary atresia and to generate meaningful data therefrom, including the anticipated timing of initial data readout in the first half of 2027; the anticipated initiation of our potentially registration-enabling Phase 2 program in mid-2027 with first interim analysis data expected by mid-2028, subject to regulatory interactions; our pipeline targets, including the ongoing Phase 1 clinical trial of AX-0811 in healthy volunteers; our ability to continue to enroll and complete the ongoing Phase 1 clinical trial for AX-0811 and the anticipated timing of initial data readout expected in early January 2027; the anticipated first-in-patient study of AX-0422 targeting IDUA for MPS I Hurler syndrome, with a CTA filing expected in early 2027 and anticipated initial clinical data readout in the first half of 2027; the anticipated IIT in China of AX-2911 targeting PNPLA3 for MASH in the first half of 2027; our expectations regarding clinical updates across multiple programs in 2026 and 2027; the potential design, initiation and timing of a potentially registration-enabling Phase 2 program for the NTCP franchise, subject to regulatory interactions; the therapeutic potential and development timeline regarding AX-0810, AX-0811, AX-0422, and AX-2911; our participation at upcoming scientific conferences; the continued development and advancement of our Axiomer platform and our AI-enabled discovery engine, and the anticipated benefits of our AI and data capabilities; the therapeutic potential of our Axiomer RNA editing oligonucleotides and product candidates; the timing, progress and results of our preclinical studies and other development and pipeline activities, including the release of data related thereto; our patent estate, including its anticipated strength and our continued investment in it, as well as the timing of our clinical development; the potential of our technologies and product candidates; the collaboration with Lilly and the intended benefits thereof, including timing for data updates, and potential milestones; and our financial position and expected cash runway to fund our operations into mid-2028. Forward-looking statements are based on management’s beliefs and assumptions and on information available to management only as of the date of this press release. Our actual results could differ materially from those expressed or implied by these forward-looking statements for many reasons, including, without limitation, the risks, uncertainties and other factors in our filings made with the Securities and Exchange Commission, including certain sections of our most recent annual report filed on Form 20-F. These risks and uncertainties include, among others, risks and uncertainties associated with conducting IITs in China, including evolving regulatory requirements, the cost, timing and results of preclinical studies and clinical trials and other development activities by us and our collaborative partners whose operations and activities may be slowed or halted due to shortage and pressure on supply chains and logistics in the global market, economic sanctions and international tariffs; the likelihood of our preclinical and clinical programs being initiated and executed on timelines provided and our reliance on our contract research organizations and predictability of timely enrollment of subjects and patients to advance our clinical trials and maintain their own operations; our reliance on contract manufacturers to supply materials for research and development and the risk of supply interruption from a contract manufacturer; the potential for future data to alter initial and preliminary results of early-stage clinical trials; the unpredictability of the duration and results of the regulatory review of applications or clearances that are necessary to initiate and continue to advance and progress our clinical programs; the ability to secure, maintain and realize the intended benefits of collaborations with partners, including the collaboration with Lilly; the possible impairment of, inability to obtain, and costs to obtain intellectual property rights; possible safety or efficacy concerns that could emerge as new data are generated in research and development; general business, operational, financial and accounting risks, and risks related to litigation and disputes with third parties; and risks related to macroeconomic conditions and market volatility resulting from global economic developments, geopolitical events and conflicts, inflationary pressures, fluctuating interest rates, tariffs and potential for significant changes in U.S. policies and regulatory environment. Given these risks, uncertainties and other factors, you should not place undue reliance on these forward-looking statements, and we assume no obligation to update these forward-looking statements, even if new information becomes available in the future, except as required by law.

ProQR Therapeutics N.V.

Investor and media contact:

Sarah Kiely
ProQR Therapeutics N.V.
T: +1 617 599 6228
[email protected]
or
Investor contact:
Peter Kelleher
LifeSci Advisors
T: +1 617 430 7579
[email protected]

PROQR THERAPEUTICS N.V.

Unaudited Interim Condensed Consolidated Statement of Financial Position

		September 30,		December 31,
		2026		2025
		€1,000		€1,000
Assets
Property, plant and equipment		11,046		12,630
Investments in financial assets		—		—
Non-current assets		11,046		12,630
Cash and cash equivalents		102,986		92,413
Trade and other receivables		4,285		6,800
Other taxes		781		913
Current assets		108,052		100,126
Total assets		119,098		112,756
Equity and liabilities
Equity
Equity attributable to owners of the Company		68,184		49,374
Total equity		68,184		49,374
Liabilities
Borrowings		—		—
Lease liabilities		7,790		9,547
Deferred income		9,422		21,394
Non-current liabilities		17,212		30,941
Borrowings		5,090		4,872
Lease liabilities		1,692		1,545
Derivative financial instruments		183		234
Trade payables		2,564		298
Social securities and other taxes		102		—
Deferred income		13,578		17,552
Other current liabilities		10,493		7,940
Current liabilities		33,702		32,441
Total liabilities		50,914		63,382
Total equity and liabilities		119,098		112,756

PROQR THERAPEUTICS N.V.

Unaudited Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income

(€ in thousands, except share and per share data)

		Three month period				Nine month period
		ended September 30,				ended September 30,
		2026		2025		2026		2025
		€1,000		€1,000		€1,000		€1,000
Revenue		5,155		2,882		15,947		11,218
Other income		—		33		—		413
Research and development costs		(14,323)		(11,080)		(38,820)		(34,811)
General and administrative costs		(3,967)		(3,119)		(12,733)		(11,169)
Total operating costs		(18,290)		(14,199)		(51,553)		(45,980)
Operating result		(13,135)		(11,284)		(35,606)		(34,349)
Finance income and expense		658		280		1,022		927
Results related to financial liabilities measured at fair value through profit or loss		30		(2)		51		176
Result before corporate income taxes		(12,447)		(11,006)		(34,533)		(33,246)
Income taxes		—		—		(25)		(18)
Result for the period		(12,447)		(11,006)		(34,558)		(33,264)
Other comprehensive income (foreign exchange differences on foreign operation)		28		(23)		255		(1,076)
Total comprehensive income		(12,419)		(11,029)		(34,303)		(34,340)
Result attributable to
Owners of the Company		(12,447)		(11,006)		(34,558)		(33,264)
Total comprehensive income attributable to
Owners of the Company		(12,419)		(11,029)		(34,303)		(34,340)
Share information
Weighted average number of shares outstanding1		141,231,466		105,344,996		118,982,158		105,328,752
Earnings per share attributable to owners of the Company (Euro per share)
Basic loss per share1		(0.09)		(0.10)		(0.29)		(0.32)
Diluted loss per share1		(0.09)		(0.10)		(0.29)		(0.32)

1. For these periods the potential exercise of share options is not included in the diluted earnings per share as the Company was loss-making. Due to the anti-dilutive nature of the outstanding options, basic and diluted earnings per share are equal.

PROQR THERAPEUTICS N.V.

Unaudited Interim Condensed Consolidated Statement of Changes in Equity

		Attributable to owners of the Company
		Number of shares		Share Capital		Share Premium		Equity   settled Employee Benefit Reserve		Translation Reserve		Accumulated Deficit		Total Equity
				€1,000		€1,000		€1,000		€1,000		€1,000		€1,000
Balance at January 1, 2025		107,710,916		4,308		483,812		26,248		1,350		(427,158)		88,560
Result for the period		—		—		—		—		—		(33,264)		(33,264)
Other comprehensive income		—		—		—		—		(1,076)		—		(1,076)
Recognition of share-based payments		—		—		—		2,784		—		—		2,784
Treasury shares transferred		(132,665)		—		—		—		—		—		—
Share options lapsed		—		—		—		(1,532)		—		1,532		—
Share options exercised / RSUs vested		132,665		—		67		(184)		—		184		67
Balance at September 30, 2025		107,710,916		4,308		483,879		27,316		274		(458,706)		57,071
Balance at January 1, 2026		107,710,916		4,308		483,881		28,426		265		(467,506)		49,374
Result for the period		—		—		—		—		—		(34,558)		(34,558)
Other comprehensive income		—		—		—		—		255		—		255
Recognition of share-based payments		—		—		—		3,955		—		—		3,955
Issuance of ordinary shares		35,755,393		1,430		47,478		—		—		—		48,908
Treasury shares transferred		(212,754)		—		—		—		—		—		—
Share options lapsed		—		—		—		(2,428)		—		2,428		—
Share options exercised / RSUs vested		212,754		—		250		(298)		—		298		250
Balance at September 30, 2026		143,466,309		5,738		531,609		29,655		520		(499,338)		68,184

PROQR THERAPEUTICS N.V.

Unaudited Interim Condensed Consolidated Statement of Cash Flows

		Three month period				Nine month period
		ended September 30,				ended September 30,
		2026		2025		2026		2025
		€1,000		€1,000		€1,000		€1,000
Cash flows from operating activities
Net result		(12,447)		(11,006)		(34,558)		(33,264)
Adjustments for:
— Other income		—		(33)		—		(413)
— Depreciation		777		671		2,178		2,024
— Share-based compensation		1,169		1,117		3,955		2,784
— Financial income and expenses		(706)		(280)		(1,075)		(927)
— Results related to financial liabilities measured at fair value through profit or loss		(30)		2		(51)		(176)
— Income tax expenses		—		—		25		18
Changes in working capital		(2,961)		(3,074)		(8,606)		(10,974)
Cash used in operations		(14,198)		(12,603)		(38,132)		(40,928)
Corporate income tax paid		—		—		(25)		(18)
Interest received		740		519		1,466		1,924
Interest paid		(128)		(151)		(310)		(412)
Net cash used in operating activities		(13,586)		(12,235)		(37,001)		(39,434)
Cash flow from investing activities
Purchases of property, plant and equipment		(354)		(169)		(809)		(494)
Net cash used in investing activities		(354)		(169)		(809)		(494)
Cash flows from financing activities
Proceeds from issuance of shares, net		(293)		—		48,908		—
Proceeds from exercise of share options		250		—		250		67
Repayment of lease liability		(300)		(444)		(1,225)		(1,304)
Net cash (used in) / generated by financing activities		(343)		(444)		47,933		(1,237)
Net (decrease) / increase in cash and cash equivalents		(14,283)		(12,848)		10,123		(41,165)
Currency effect cash and cash equivalents		144		(34)		450		(1,360)
Cash and cash equivalents, at beginning of the period		117,125		119,765		92,413		149,408
Cash and cash equivalents at the end of the period		102,986		106,883		102,986		106,883

Revenue of €62.6 million (+31%), Adj. EBITDA of €4.2 million (+45%), and
Gaming Win of €67.1 million (+30%) in the quarter

• Total revenue was €62.6 mm in Q3 2026 (+31%): Spain €24.8 mm (+13%) and Mexico €32.9 mm (+37%).
• Adj. EBITDA reached €4.2 mm in Q3 2026, 45% (€1.3 mm) above Q3 2025.
• Net income was €11.1 mm in 9M 2026, versus a net loss of €1.7 mm in 9M 2025.
• Gaming Win¹ was €67.1 mm in Q3 2026 (+30%): Spain €24.8 mm (+13%) and Mexico €37.2 mm (+39%).
• Total cash position of €65.6 mm and no financial debt as of September 30, 2026.
• Reiterating FY 2026 outlook of €255-265 mm of Gaming Win and €20-25 mm of Adj. EBITDA².

Madrid, Spain and Tel Aviv, Israel, November 12, 2026 – (GLOBE NEWSWIRE) Codere Online Luxembourg, S.A. (Nasdaq: CDRO / CDROW, the “Company” or “Codere Online”), a leading online gaming operator in Spain and Latin America, has released its preliminary unaudited³ financial results for the quarter ended September 30, 2026. Below are the main financial and operating metrics of the period.

	Quarter ended September 30				Nine months ended September 30
	2025	2026	Chg. %		2025	2026	Chg. %
Revenue (EUR mm)
Spain	22.0	24.8	13%		66.1	77.9	18%
Mexico	24.0	32.9	37%		77.8	95.1	22%
Other	1.6	4.9	n.m.		9.4	14.3	52%
Total	47.7	62.6	31%		153.3	187.3	22%
Avg. Monthly Active Players (000s)
Spain	50.2	52.8	5%		50.4	55.4	10%
Mexico	88.3	85.6	(3%)		85.3	90.7	6%
Other	20.7	28.4	37%		22.6	28.4	26%
Total	159.2	166.8	5%		158.3	174.4	10%
Gaming Win (EUR mm)
Spain	22.0	24.8	13%		66.1	77.9	18%
Mexico	26.8	37.2	39%		86.3	107.8	25%
Other	2.8	5.2	86%		11.0	15.3	39%
Total	51.6	67.1	30%		163.4	201.0	23%

Aviv Sher, Chief Executive Officer of Codere Online, commented, “Q3 was another quarter of strong growth, with Gaming Win up 30% year-on-year, driven mainly by Mexico, up 39%, and continued growth in Spain. During the quarter we also became Official Betting Partner of the NFL in Mexico, which further strengthens our positioning in one of our most important markets.”

Marcus Arildsson, CFO of Codere Online, commented, “We delivered €62.6 million of revenue and Adjusted EBITDA of €4.2 million in the quarter, as well as €67.1 million of Gaming Win, while continuing to invest behind growth. We closed September with approximately €66 million of total cash and no financial debt.”

Mr. Arildsson further added, “Following a strong third quarter, we remain confident about meeting our full year 2026 outlook of €255 – 265 million of Gaming Win and €20 – 25 million of Adjusted EBITDA. Our third quarter benefited from the final stages of the World Cup in July and from favorable exchange rates, and against a strong fourth quarter last year, we expect growth in the coming months to be more in line with our underlying trends.”

Recent Events

Official Betting Partner of the NFL in Mexico

• On September 10, 2026, Codere Online announced a multi-year agreement to become Official Betting Partner of the NFL in Mexico, strengthening its premium brand positioning in one of its largest and most strategically important markets.
• The agreement includes sponsorship of the 2026 NFL Mexico City Game, to be held in Mexico City on November 22, 2026, and of Super Bowl LXI, to be held in Los Angeles in February 2027.
• It also provides a year-round platform for customer engagement, including hospitality programs, VIP experiences, activations across multiple cities in Mexico and official NFL merchandise opportunities.

Transition from Net Gaming Revenue to Gaming Win

• Beginning this quarter, Codere Online reports Gaming Win as a key operating metric in place of the measure previously presented as “Net Gaming Revenue”. Gaming Win is a key operating metric that measures the cash amount we retain from our customers’ wagering activity: amounts staked by customers on settled sports betting and casino wagers, less prizes and promotional credits paid to customers, before gaming taxes, value added taxes, other levies and all other costs and adjustments, as compiled by our gaming platforms and translated into euros at average monthly exchange rates (as applicable).
• Historical amounts previously reported as “Net Gaming Revenue” are unchanged and Codere Online’s FY 2026 outlook is reiterated on the same basis by reference to Gaming Win.
• Gaming Win is not a measure of Revenue and should not be considered an alternative to Revenue or any other financial measure determined in accordance with IFRS.

Conference Call Information

Codere Online’s management will host a conference call to discuss the results and provide a business update at 8:30 am US Eastern Time today, November 12, 2026. Access links to the audio webcast and presentation will be accessible on Codere Online’s website at www.codereonline.com. A recording of the webcast will also be available following the conference call.

Reconciliation of Net Income (IFRS) to Adj. EBITDA (non-IFRS)



⁴

	Quarter ended September 30				Nine months ended September 30
Figures in EUR mm	2025	2026	Chg.		2025	2026	Chg.
Net Income (Loss)	1.4	5.5	4.2		(1.7)	11.1	12.8
(+/-) Provision for Corporate Income Tax	0.6	0.8	0.2		1.8	2.1	0.3
(+/-) Interest Expense / (Income)	1.4	(0.3)	(1.7)		4.4	(2.9)	(7.4)
(+/-) Var. In Fair Value of Public Warrants	(0.4)	(3.4)	(3.0)		1.5	(2.3)	(3.8)
(+) D&A	0.2	0.2	0.0		0.5	0.5	0.1
EBITDA	3.2	2.9	(0.3)		6.5	8.5	2.0
(+) Employee LTIP Expense	(0.2)	1.4	1.5		(0.5)	7.6	8.1
(+/-) Other Adjustments	(0.1)	0.0	0.1		(0.0)	0.0	0.0
Adj. EBITDA (Pre Non-Recurring Items)	2.9	4.2	1.3		6.0	16.1	10.1
(+) Non-Recurring Items	0.0	0.0	0.0		1.1	0.0	(1.1)
Adj. EBITDA	2.9	4.2	1.3		7.1	16.1	9.0

About Codere Online 

Codere Online refers, collectively, to Codere Online Luxembourg, S.A. and its subsidiaries. Codere Online, launched in 2014 as part of the renowned casino operator Codere Group, offers online sports betting and online casino through its state-of-the art website and mobile applications. Codere Online currently operates in its core markets of Spain, Mexico, Colombia, Panama and Argentina; this online business is complemented by Codere Group’s physical presence in Spain and throughout Latin America, forming the foundation of the leading omnichannel gaming and casino presence.

About Codere Group

Codere Group is a multinational group dedicated to entertainment and leisure. It is a leading player in the private gaming industry, with four decades of experience and with presence in seven countries in Europe (Spain and Italy) and Latin America (Argentina, Colombia, Mexico, Panama, and Uruguay).

Note on Rounding

Due to rounding, numbers presented in this document may not add up precisely to the totals provided, and percentages may not precisely reflect the absolute figures.

Forward-Looking Statements

This document contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, including statements regarding the expectations, beliefs, intentions or strategies of Codere Online Luxembourg, S.A. and its subsidiaries (collectively, “Codere Online”) regarding the future. Words such as “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “plan,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but are not the only means of doing so. Forward-looking statements in this document include, among others, statements regarding Codere Online’s outlook, expected growth, financial performance, strategy and operations.

These statements are based on current expectations, forecasts and assumptions as of the date of this document and involve risks and uncertainties that could cause actual results to differ materially. These include, among others: (i) changes in laws, regulations and taxes applicable to online gaming; (ii) volatility in sports betting results and in the outcome of sporting events; (iii) fluctuations in exchange rates, particularly of Latin American currencies against the euro; (iv) competition and changes in the gaming industry; (v) Codere Online’s ability to execute its business plans and manage its growth; (vi) its reliance on third-party providers, including the Codere Group; (vii) its ability to obtain and maintain gaming licenses; (viii) data protection and cybersecurity risks; and (ix) political, economic and geopolitical conditions in the markets in which it operates. Additional risks are described in Codere Online’s filings with the U.S. Securities and Exchange Commission (the “SEC”), including its most recent Annual Report on Form 20-F. Codere Online’s outlook has not been audited or reviewed by its independent auditors and should not be regarded as a representation that the results will be achieved. Codere Online undertakes no obligation to update any forward-looking statement, except as required by applicable law. All forward-looking statements attributable to Codere Online are expressly qualified in their entirety by these cautionary statements.

Key Operating Metrics

This document includes certain key operating metrics, such as Gaming Win and average monthly active players, which management uses to manage and assess the performance of the business. Gaming Win measures the cash amount we retain from our customers’ wagering activity: amounts staked by customers on settled sports betting and casino wagers, less prizes and promotional credits paid to customers, before gaming taxes, value added taxes, other levies and all other costs and adjustments, as compiled by our gaming platforms and translated into euros at average monthly exchange rates (as applicable). We use Gaming Win for budgeting and planning, monthly management and Board reporting, and assessing performance by market and product. Codere Online believes it is useful to investors because the taxes applicable to online gaming differ among our markets, and Gaming Win allows activity to be compared on a consistent basis. Gaming Win replaces the measure previously presented as “Net Gaming Revenue”, and historical amounts are unchanged. Gaming Win is not a measure of revenue and should not be considered an alternative to revenue or any other IFRS measure. These metrics may not be comparable to similarly titled measures used by other companies.

Financial Information and Non-IFRS Financial Measures

Codere Online’s financial statements are prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS”). This document includes certain financial measures not presented in accordance with IFRS, such as Adjusted EBITDA. Codere Online believes these measures are useful to investors in evaluating its operating results and trends, but they are subject to limitations, may exclude items that are significant to understanding its financial results, and may not be comparable to similarly titled measures used by other companies. They should not be considered in isolation or as an alternative to revenue, net income, cash flows from operations or any other measure determined in accordance with IFRS. Reconciliations to the most directly comparable IFRS measures are included in this document. Codere Online does not provide a reconciliation of forward-looking Adjusted EBITDA to net income because it cannot predict, without unreasonable effort, certain items that would be required, such as finance results, foreign exchange effects and income taxes, which could be material.

Preliminary Information

The financial information and other data in this document are preliminary, unaudited and subject to change, and no independent registered public accounting firm has audited, reviewed or expressed any form of assurance on them. Adjustments, which may be material, may be identified as this information is finalized. This information is not a substitute for full financial statements prepared in accordance with IFRS, may differ from actual results and is not necessarily indicative of results for any future period.

Trademarks

This document contains trademarks and trade names of Codere Online and of other companies, including the National Football League, which are the property of their respective owners.

Contacts:

Investors and Media

Guillermo Lancha
Director, Investor Relations and Communications
[email protected]

(+34) 628.928.152

---

1 Gaming Win is a key operating metric that measures the cash amount we retain from customers’ wagering activity, as compiled by our gaming platforms. It replaces the measure previously presented as “Net Gaming Revenue”; historical amounts are unchanged. See “Key Operating Metrics” below.

2 Adjusted EBITDA is a non-IFRS measure; please see reconciliation of Net Income to Adjusted EBITDA to at the end of the report. The Adjusted EBITDA outlook is a forward-looking non-IFRS measure; please see important disclaimers at the end of the report.
3 See “Preliminary Information” below.

4 Interest includes realized foreign exchange results and the monetary impact of IAS 29 in Argentina. Other adjustments mainly reverse the impact of IAS 29 on operating results in Argentina and, from 2026, include shares withheld for taxes under the employee long-term incentive plan. Non-recurring items in 9M 2025 relate to excess audit-related fees. For further detail, see page 21 of our Q3 2026 Earnings Presentation, furnished on Form 6-K on November 12, 2026.

• BASECAMP Phase 2 topline data expected in Q1 2027 
• MRI-measured muscle fat fraction selected as the primary efficacy endpoint for BASECAMP
• Forazapadin cleared to begin clinical evaluation for FSHD in the U.S. and Canada; enrollment in Phase 2 TRAVERSE study expected to begin in Q1 2027
• Strong financial position with $53.0 million in cash, cash equivalents and short-term investments as of Sept. 30, 2026, expected to provide cash runway through 2027

TORONTO, Nov. 12, 2026 (GLOBE NEWSWIRE) — Satellos Bioscience Inc. (NASDAQ: MSLE, TSX: MSCL), a clinical-stage company developing potentially life-improving medicines to treat degenerative muscle diseases, today announced financial results for the third quarter ended September 30, 2026. The company also provided an update on the clinical development of forazapadin, Satellos’ oral small molecule drug candidate designed to restore muscle regeneration in people living with Duchenne muscular dystrophy (DMD), facioscapulohumeral muscular dystrophy (FSHD) and potentially other muscle diseases.

“Our progress in the second half of 2026 reflects continued execution across our programs and brings us closer to important clinical and regulatory milestones,” said Frank Gleeson, Satellos co-founder and chief executive officer. “We are highly encouraged by our interactions with the FDA regarding the potential for an accelerated approval pathway of forazapadin in DMD and look forward to reporting topline data from BASECAMP, which we expect in the first quarter of next year. In parallel, we recently initiated start-up activities for our TRAVERSE study of forazapadin in FSHD and expect enrollment to begin in the first quarter of next year. We are also exploring opportunities to further extend our regenerative approach to other conditions where enhanced muscle regeneration could provide meaningful benefit.”

Data from BASECAMP Phase 2 pediatric study expected in Q1 2027

Enrollment has been completed for BASECAMP, a Phase 2 clinical trial evaluating forazapadin in 53 ambulatory boys with DMD aged 7, 8 or 9 years. Following interactions with the U.S. Food and Drug Administration (FDA), Satellos submitted an amended BASECAMP protocol selecting change in MRI-measured vastus lateralis fat fraction as the primary efficacy endpoint. Safety and tolerability remain primary objectives, with dynamometry and other clinical measures, including physical activity, function and biomarkers, being evaluated as secondary endpoints. Satellos believes that MRI fat fraction, together with clinical endpoints, may support a potential accelerated approval pathway for forazapadin, subject to supportive clinical data and further alignment with the FDA. Topline data from BASECAMP’s 12-week placebo-controlled period are expected in the first quarter of 2027.

Data from TRAILHEAD Phase 2 study in adults expected by the end of 2026

TRAILHEAD is a 12-month, open-label Phase 2 clinical trial designed to assess long-term safety, tolerability, efficacy and sustained functional benefit of forazapadin in adults with DMD. The company intends to report 12-month data by the end of 2026 on the four participants who transitioned from the Phase 1b study into TRAILHEAD.

Satellos to evaluate forazapadin in adults with FSHD

An Investigational New Drug Application (IND) and Clinical Trial Application (CTA) have been cleared by the U.S. FDA and Health Canada, respectively, allowing Satellos to begin clinical evaluation of forazapadin in adults with FSHD. The company has initiated start-up activities for its Phase 2 trial, known as “TRAVERSE” (NCT07872306), and expects to begin enrolling participants in the first quarter of 2027.

Additional third quarter business updates

• Satellos’ lead drug candidate, SAT-3247, was assigned “forazapadin,” as the International Nonproprietary Name, supporting its future development.
• Satellos was granted a composition of matter patent for forazapadin and adaptor-associated kinase 1 (AAK1) inhibitors by the U.S. Patent and Trademark Office, with an expiration date of Sept. 6, 2044.
• The company established a scientific advisory board of internationally recognized leaders in stem cell biology, regenerative medicine, neuroscience and small molecule chemistry who will help guide the company’s long-term scientific exploration of regeneration, aging and neurodegenerative biology.

Third quarter 2026 financial results

• Cash Position: Satellos had cash, cash equivalents and short-term investments of $53.0 million as of Sept. 30, 2026, compared with $27.7 million on December 31, 2025. The increase primarily reflects proceeds from an equity offering completed in February 2026, partially offset by cash used to fund ongoing operations.
• R&D Expenses: Research and Development expenses increased to $9.0 million for the quarter ended Sept. 30, 2026, compared to $4.0 million for the quarter ended Sept. 30, 2025. The increase was primarily due to costs associated with the TRAILHEAD and BASECAMP clinical studies, as well as chemistry and manufacturing control (CMC) costs related to drug production and process performance qualification (PPQ) activities to support the clinical studies and begin commercial GMP preparations for a potential future NDA filing.
• G&A Expenses: General and Administrative expenses increased to $2.7 million for the quarter ended Sept. 30, 2026, as compared to $2.0 million for the quarter ended Sept. 30, 2025, primarily due to increased headcount and professional fees associated with public company reporting obligations.
• Net Loss: For the quarter ended Sept. 30, 2026, the company reported a net loss of $11.2 million ($0.53 loss per share), compared to a net loss of $5.8 million ($0.39 loss per share) for the quarter ended Sept. 30, 2025.

Satellos’ financial statements for the quarter ended Sept. 30, 2026, and the related management’s discussion and analysis (MD&A) are available on the Company website (satellos.com), EDGAR (sec.gov), and SEDAR+ (sedarplus.ca).

ABOUT FORAZAPADIN

Forazapadin is a proprietary, oral small molecule drug candidate being developed by Satellos as a novel approach to regenerating skeletal muscle lost in degenerative muscle diseases or injury conditions. Forazapadin targets AAK1, a key protein identified by Satellos as a potential target for restoring the body’s natural muscle repair and regeneration biology, a fundamental process that is disrupted in DMD, FSHD and other degenerative conditions. By inhibiting AAK1, forazapadin treatment aims to re-establish a biochemical signal believed to be involved in supporting muscle regeneration. Satellos is advancing forazapadin as a potential treatment for DMD that is independent of dystrophin and applicable regardless of exon mutation status as either a stand-alone or adjunctive therapy. The company is also evaluating forazapadin as a genetic-mutation independent approach to FSHD.

ABOUT SATELLOS BIOSCIENCE INC.

Satellos is a clinical-stage drug development company focused on restoring natural muscle repair and regeneration in degenerative muscle diseases. Through its research, Satellos has developed forazapadin, an orally administered small molecule AAK1 inhibitor designed to address deficits in muscle repair and regeneration. Forazapadin is being evaluated as a potential disease-modifying treatment for DMD in two Phase 2 clinical trials, BASECAMP in pediatric participants with DMD and TRAILHEAD in adults living with DMD. The company is also evaluating forazapadin in TRAVERSE, a Phase 2 clinical study in adults with FSHD. The company has identified additional muscle diseases and injury conditions where restoring muscle repair and regeneration may have therapeutic benefit and plans to pursue these opportunities in future clinical development. For more information, visit www.satellos.com and connect with Satellos on X, LinkedIn, Facebook and Instagram.

NOTICE ON FORWARD-LOOKING STATEMENTS

This press release includes forward-looking information or forward-looking statements within the meaning of applicable securities laws regarding Satellos and its business, which may include, but are not limited to, statements regarding the therapeutic potential of forazapadin, including its potential to represent a disease-modifying approach to the therapeutic treatment of people living with DMD and as a dystrophin-independent treatment for DMD enrollment in, advancement and timing of results of forazapadin through clinical trials, including the BASECAMP, TRAILHEAD and TRAVERSE clinical trials; the potential for an accelerated approval pathway of forazapadin in DMD and the potential use of MRI-measured muscle fat fraction in support thereof; the potential of Satellos’ approach in other degenerative muscle diseases and Satellos’ plans to pursue additional muscle diseases and injury conditions in future clinical development; forazapadin’s prospective impact on DMD and FSHD patients, patients with other degenerative muscle disease or muscle injury or trauma, and on muscle regeneration generally the anticipated timing for BASECAMP and TRAILHEAD Phase 2 data; and its expectations regarding the sufficiency of its cash, cash equivalents and short-term investments to fund operations through 2027. All statements that are, or information which is, not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, occurrences or developments, are “forward-looking information or statements.” Often, but not always, forward-looking information or statements can be identified by the use of words such as “shall”, “intends”, “believe”, “plan”, “expect”, “intend”, “estimate”, “anticipate”, “potential”, “prospective”, “assert” or any variations (including negative or plural variations) of such words and phrases, or state that certain actions, events or results “may”, “might”, “can”, “could”, “would” or “will” be taken, occur, lead to, result in, or, be achieved. Such statements are based on the current expectations and views of future events of the management of Satellos. These statements are based on assumptions and subject to risks and uncertainties. In making forward looking statements, Satellos has relied on various assumptions, including but not limited to: its ability to obtain future funding on favorable terms, if at all; its ability to obtain positive results in its clinical trials; its ability to obtain necessary regulatory approvals; its ability to arrange for the manufacturing of its product candidates and technologies; its clinical trials proceeding in accordance with anticipated timelines; and general business, market and economic conditions. Although management believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this release may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting Satellos, including, without limitation, risks relating to the pharmaceutical and bioscience industry (including the risks associated with preclinical and clinical trials and regulatory approvals), the research and development of therapeutics, the results of preclinical and clinical trials, general market conditions and equity markets, economic factors and management’s ability to manage and to operate the business of Satellos generally, including inflation and the costs of operating a biopharma business, and those risks and uncertainties described in more detail in the “Risk Factors” section of Satellos’ Annual Information Form dated March 27, 2026, and amended and restated short form base shelf prospectus dated August 11, 2026 (each of which is located on Satellos’ SEDAR+ profile) and incorporated by reference in Satellos’ Form F-10 filed with the Securities and Exchange Commission on August 11, 2026, and in Satellos’ public filings on EDGAR (sec.gov) and SEDAR+ (sedarplus.ca). Although Satellos has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on any forward-looking statements or information. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Satellos does not undertake any obligation to publicly update or revise any forward-looking statement, whether resulting from new information, future events, or otherwise.

CONTACTS

Investors: Caitlin Lowie, Vice President, Investor Relations & Communications, [email protected]
Media: Emily Williams, Senior Director, Communications, [email protected]

SATELLOS BIOSCIENCE INC. Condensed Consolidated Interim Statements of Financial Position (Expressed in thousands of US Dollars) (Unaudited)
As at,	Notes	September 30, 2026			December 31, 2025
		$			$
ASSETS
Current
Cash and cash equivalents	3	6,175			9,804
Short-term investments	4	46,839			17,906
Sales tax, interest and other receivables		923			370
Prepaid expenses, deposits and other current assets	5	4,042			3,804
Total current assets		57,979			31,884
Property and equipment		6			5
TOTAL ASSETS		57,985			31,889
LIABILITIES
Accounts payable and accrued liabilities	6	7,748			4,105
Deferred contribution liability	7	614			–
Total current liabilities		8,362			4,105
Total Liabilities		8,362			4,105
SHAREHOLDERS’ EQUITY
Common Shares	8	135,443			85,828
Pre-Funded Warrants	8	17,834			15,480
Contributed surplus		12,664			10,166
Accumulated deficit		(114,624	)		(81,970	)
Accumulated other comprehensive loss		(1,694	)		(1,720	)
Total shareholders’ equity		49,623			27,784
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		57,985			31,889

SATELLOS BIOSCIENCE INC. Condensed Consolidated Interim Statements of Loss and Comprehensive Loss (Expressed in thousands of US Dollars, except for per share amounts) (Unaudited)
		Three months ended September 30,						Nine months ended September 30,
	Notes	2026 $			2025 $			2026 $			2025 $
Research and development (“R&D”)	7,11	8,998			3,994			25,943			12,971
General and administrative (“G&A”)	11	2,679			1,972			7,942			5,841
TOTAL R&D AND G&A EXPENSES		(11,677	)		(5,966	)		(33,885	)		(18,812	)
OTHER INCOME AND EXPENSES
Finance income		535			349			1,527			1,104
Foreign exchange gain/(loss)		12			(185	)		(181	)		252
NET LOSS BEFORE INCOME TAXES		(11,130	)		(5,802	)		(32,539	)		(17,456	)
Income taxes		(38	)		(19	)		(115	)		(114	)
NET LOSS FOR THE PERIOD		(11,168	)		(5,821	)		(32,654	)		(17,570	)
OTHER COMPREHENSIVE LOSS
Items that may be reclassified to net loss
Foreign currency translation adjustments		3			–			26			62
TOTAL COMPREHENSIVE LOSS		(11,165	)		(5,821	)		(32,628	)		(17,508	)
Basic and diluted loss per Common Share	8	$(0.53	)		$(0.39	)		$(1.62	)		$(1.23	)
Basic and diluted loss per Pre-Funded Warrant	8	$0.00			$0.00			$0.00			$0.00
Weighted average number of Common Shares	8	21,183,573			14,818,699			20,161,575			14,305,774

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

VANCOUVER, Wash. and NEW YORK, Nov. 12, 2026 (GLOBE NEWSWIRE) — Absci Corporation (Nasdaq: ABSI), a clinical-stage biopharmaceutical company advancing breakthrough therapeutics designed with generative AI, today announced the appointment of Gerry Muhle as Chief Commercial Officer. Mr. Muhle will lead Absci’s commercial strategy, bringing experience in commercializing prescription medicines and building consumer brands to advance ABS-201 and Absci’s broader pipeline.

Mr. Muhle brings more than 25 years of commercial leadership experience, having led multiple successful product launches across prescription medicines, aesthetics, and consumer skincare, and held full P&L responsibility for major businesses at his previous companies. He joins Absci from Galderma, where he served as Senior Vice President and Head of Global Product Strategy. In that role, he led global commercial and product strategy across the company’s entire portfolio, spanning all three businesses: Therapeutic Dermatology, Injectable Aesthetics, and Dermatological Skincare.

“We want to build ABS-201 around the individuals seeking treatment, with direct-to-consumer engagement as a cornerstone of our commercial strategy,” said Sean McClain, Founder & CEO of Absci. “Across pattern hair loss and endometriosis, our goal is to combine strong clinical evidence and physician confidence with a brand people know, trust and ask for by name. Gerry brings experience commercializing prescription medicines and building consumer brands. He understands how to connect those worlds, and that is the experience we want shaping Absci’s commercial strategy.”

At Galderma, Mr. Muhle drove significant growth across the company’s portfolio, expanding iconic brands including Dysport, Sculptra and Cetaphil and bringing new therapies, including Nemluvio and Relfydess, to market. Previously, Mr. Muhle led international strategic marketing at Allergan/AbbVie for an aesthetics portfolio that included Botox^(R) and Juvéderm^(R). His earlier career at GSK spanned cardiometabolic disease, respiratory medicine, rare diseases and neuroscience where he served as Vice President and Head of the Neurosciences Centre of Excellence.

“I’ve been incredibly impressed by Absci’s approach to developing innovative medicines with a clear understanding of the individual who may choose them,” said Gerry Muhle, Chief Commercial Officer. “I look forward to leveraging my experience in prescription medicines, aesthetics, and consumer skincare, to build and execute Absci’s commercial strategy.”

His appointment brings the commercial leadership to match Absci’s ambitions for ABS-201 in pattern hair loss and endometriosis, as well as Absci’s pipeline of programs designed with the individual at the center. Absci believes that ABS-201’s novel regenerative mechanism has the potential to create a new category of durable hair-regrowth treatment. Absci anticipates reporting 13-week interim proof-of-concept data in December 2026.

About Absci

Absci is advancing the future of drug discovery with generative design to create better biologics for patients, faster. Our Integrated Drug Creation™ platform combines cutting-edge AI models with a synthetic biology data engine, enabling the rapid design of innovative therapeutics that address challenging therapeutic targets. Absci’s approach leverages a continuous feedback loop between advanced AI algorithms and wet lab validation. Each cycle refines our data and strengthens our models, facilitating rapid innovation and enhancing the precision of our therapeutic designs. Alongside collaborations with top pharmaceutical, biotech, tech, and academic leaders, Absci is advancing its own pipeline of AI designed therapeutics including ABS-201™, a groundbreaking innovation in hair regrowth with the potential to redefine treatment possibilities for pattern hair loss. ABS-201 is also being investigated as a potential “best-in-class” therapeutic for endometriosis, a condition with significant unmet medical need and market potential. Absci is headquartered in Vancouver, WA, with AI Research Labs in New York City and Serbia, and an Innovation Center in Switzerland. Learn more at www.absci.com or follow us on LinkedIn (@absci), X (@Abscibio) and YouTube.

Absci^® standard character mark, ABS-201™, and Integrated Drug Creation™ are trademarks and registered trademarks of Absci Corporation.

Forward-Looking Statements

Statements contained in this press release regarding matters that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. These statements include forward-looking statements regarding ABS-201 and our other pipeline programs, including: the conduct and timing of our Phase 1/2a HEADLINE™ trial of ABS-201 in pattern hair loss, with interim proof-of-concept data expected in the fourth quarter of 2026 and full proof-of-concept data in early 2027; potential advancement of ABS-201 to Phase 3 development, including an expedited path directly from Phase 1/2a; a planned Phase 2 trial of ABS-201 in endometriosis beginning in 2027; the anticipated product profile and target product profile of ABS-201; planned engagement with the FDA regarding development strategy; the market opportunity and commercial prospects for ABS-201; and the capabilities and anticipated benefits of our ATLAS platform and other platform technologies. Risks that contribute to the uncertain nature of the forward-looking statements include, without limitation, the risks and uncertainties discussed under the heading “Risk Factors” in Absci Corporation’s most recent annual report on Form 10-K and in any other subsequent filings made by Absci Corporation with the U.S. Securities and Exchange Commission. Additional information regarding the risks and uncertainties that could affect our forward-looking statements is set forth in our most recent Annual Report on Form 10-K and subsequent documents and reports filed by Absci from time to time with the SEC. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. We disclaim any obligation or undertaking to update or revise any forward-looking statements contained in this press release, other than to the extent required by law.

Investor Contact

Alexander D.H. Khan
Corporate Vice President
Head of Investor Relations
[email protected]

Media Contact

[email protected]

GOLETA, Calif., Nov. 12, 2026 (GLOBE NEWSWIRE) — Aeluma, Inc. (NASDAQ: ALMU), a semiconductor company specializing in high-performance, scalable technologies for AI, mobile and consumer, defense and aerospace, and quantum, announced today it has executed an agreement to purchase an AIXTRON G10-AsP metalorganic chemical vapor deposition (MOCVD) system. The tool will support advanced development and the expansion of manufacturing capacity for Aeluma’s non-indium-phosphide (non-InP) photonics platform.  

Customer demand for photonic components used in AI data communications continues to grow at an unprecedented pace and Aeluma’s technology opens the path to future scaling that does not rely on InP substrates. This is achieved by integrating certain compound semiconductor materials with high-volume microelectronics-grade gallium arsenide (GaAs) or silicon (Si) substrates, enabling greater production scale and cost efficiency.

AIXTRON’s G10-AsP system has 150 mm and 200 mm wafer capability and has been specifically configured for Aeluma’s proprietary processes. Designed for full automation and high throughput, it offers scalable production on both GaAs and Si.

“The AIXTRON G10-AsP platform is aligned with our strategy to scale photonic device manufacturing on 150 mm and larger substrates,” said Jonathan Klamkin, Ph.D., Founder and CEO of Aeluma. “Demand for high-speed photodetectors, quantum dot lasers and other photonic devices for AI scale-up and scale-out architectures continues to grow rapidly. This acquisition strengthens our ability to address an expanding market by leveraging the advantages of our heterogeneous integration platform.”

“We are proud to support Aeluma’s laser ramp with our G10-AsP system,” said Felix Grawert, Chief Executive Officer of AIXTRON SE. “Demand for photonic devices in AI and related markets is driving the transition towards larger wafer formats and Aeluma’s approach offers a promising alternative in this regards.”

The agreement builds on several years of collaboration between the two companies and highlights the benefits of combining Aeluma’s heterogeneous integration platform with AIXTRON’s MOCVD technology for the expanding photonics market that requires high-throughput solutions for customers demanding advanced compound semiconductor manufacturing methods.

Forward-Looking Statements

All statements in this press release that are not historical are forward-looking statements, including, among other things, statements relating to the Company’s expectations regarding its market position and market opportunity, expectations and plans as to its product development, manufacturing and sales, and relations with its partners and investors. These statements are not historical facts but rather are based on the Company’s current expectations, estimates, and projections regarding its business, operations and other similar or related factors. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expect,” “intend,” “plan,” “project,” “believe,” “estimate,” and other similar or related expressions are used to identify these forward-looking statements, although not all forward-looking statements contain these words. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties, and assumptions that are difficult or impossible to predict and, in some cases, beyond the Company’s control. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to revise or update information in this release to reflect events or circumstances in the future, even if new information becomes available.

About Aeluma

Aeluma (NASDAQ: ALMU) is a transformative semiconductor company specializing in high-performance photonic and electronic technologies that scale. The company’s proprietary platform combines compound semiconductors with scalable manufacturing used for mass market microelectronics to enable volume production and large-scale integration. Applications for Aeluma’s technology include mobile, AI, defense and aerospace, robotics, automotive, AR/VR, and quantum. Headquartered in Goleta, California, Aeluma operates state-of-the-art R&D and manufacturing capabilities for semiconductor wafer production, quick-turn chip fabrication, rapid prototyping, test and validation. Aeluma also partners with production-scale fabrication foundries, packaging, and integration companies. For more information, visit www.aeluma.com.

Company:

Aeluma, Inc.
(805) 351-2707
[email protected]

Investor Contact:

Financial Profiles, Inc.
Moira Conlon
(310) 622-8220
[email protected]

Zelsuvmi
^®
net product revenue grew
114%
to
$15.2 million
during the
third
quarter of
2026
from
$7.1 million
in the
third
quarter of 2025

12,384
Zelsuvmi units were dispensed by
4,942
unique prescribers during the
third
quarter of
2026
, representing a
4%
quarter-over-quarter increase in units dispensed

Increased formulary coverage for Zelsuvmi

^®

to 127 million commercially covered lives

Recently announced transaction with Castle Creek, creating transformative biotechnology company focused on serious diseases that affect the skin

Management will host a conference call today,
November 12, 2026
, at 8:30 a.m. ET

DURHAM, N.C., Nov. 12, 2026 (GLOBE NEWSWIRE) — Pelthos Therapeutics Inc. (NYSE American: PTHS), a biopharmaceutical company committed to commercializing innovative therapeutic products for unmet patient needs (“Pelthos,” “we” or the “Company”), today announced its financial results for the third quarter ended September 30, 2026, and provided a business update.

“Zelsuvmi delivered another solid quarter, generating net product revenue of $15.2 million,” said Scott Plesha, CEO of Pelthos. “Thousands of patients have already benefited from Zelsuvmi and we remain focused on driving Zelsuvmi growth and building on our success with the planned launches of Xepi® targeted in the first quarter of 2027 and Xeglyze® targeted in the third quarter of 2027.”

“In October, after the close of the third quarter, we took an important step in our pursuit of long-term value by announcing our agreement to combine with Castle Creek, a transaction that we believe will create a stronger, more diversified biotechnology company,” Mr. Plesha continued. “This transformative merger brings together two complementary platforms across different therapeutic modalities and has significant upside potential through Castle Creek’s fibroblast-based cell and gene therapy technology, and its lead candidate, D-Fi, which has the potential to become a blockbuster franchise in dystrophic epidermolysis bullosa, or DEB. We look forward to completing the transaction and delivering significant value to our shareholders.”

Third
Quarter and Recent Business Highlights

Zelsuvmi



^®



Commercial Highlights

• Zelsuvmi® net product revenue was $15.2 million in the third quarter of 2026, up 114% from $7.1 million in the third quarter of 2025, driven by strong utilization of Zelsuvmi by health care providers, increased formulary position, and optimized gross-to-net deductions.
• In the third quarter, units of Zelsuvmi dispensed increased to 12,384 units, up 4% from the prior quarter and up 365% from the same period last year.
• Third-quarter net revenue per unit reflected increased utilization of Zelsuvmi associated with expanding access, consistent with expectations for this stage of launch. As new coverage is implemented, Pelthos expects a slight increase in gross-to-net deductions, and improving net revenue per unit over time.
• During the third quarter of 2026, Pelthos announced that it had secured new formulary coverage with a major Pharmacy Benefit Manager, reaching an additional 24 million covered lives, gained enhanced commercial coverage through a regional commercial health plan representing approximately 3 million covered lives, and increased formulary coverage for Zelsuvmi to 127 million commercially covered lives or 69% of commercially covered lives and strong Medicaid coverage of more than 70 million or 100% of covered lives.

Combination with Castle Creek Presents Compelling Value Opportunity

On October 30, 2026, the Company announced that it entered into a definitive merger agreement under which Castle Creek Biosciences, Inc. (“Castle Creek”), a late-stage company developing redosable gene therapies, will merge into an affiliate of Pelthos via a series of mergers. The combination would create a transformative, diversified biotechnology company with a synergistic pediatric and dermatological focus, targeting serious diseases that affect the skin. Castle Creek’s late-stage fibroblast-based cell and gene therapy platform, including its lead candidate, D-Fi, complements the Company’s three novel FDA-approved products and established commercial capabilities in dermatology, with the potential to drive long-term value for shareholders. D-Fi is a redosable, gene-modified cell therapy for DEB that has received Orphan Drug designation for DEB and Rare Pediatric Disease, Fast Track and Regenerative Medicine Advanced Therapy designations from the FDA for recessive DEB.

• The transaction remains on track to close by the end of the first quarter of 2027, subject to customary closing conditions including approval by Castle Creek’s stockholders.
• The combined company is expected to offer compelling complementary capabilities, greater pipeline diversification and an expanded technology base.
• As part of the Pelthos’ portfolio, D-Fi will leverage the Company’s established commercial leadership, and deep expertise in dermatology. The merger offers important synergy in prescribers and key opinion leaders as both D-Fi and Pelthos’ current portfolio are focused on providing important therapies to the pediatric dermatology, dermatology and pediatric specialties.
• Bringing together Pelthos’ three novel FDA-approved products, Zelsuvmi®, Xepi® and Xeglyze®, with D-Fi will create a portfolio spanning marketed, launch-stage and late-stage assets that provides multiple potential sources of growth over different time horizons.
• In addition, Castle Creek’s fibroblast technology adds a cell and gene therapy capability to Pelthos’ existing Nitricil technical and manufacturing platform, giving the combined company multiple therapeutic modalities to address serious skin diseases where conventional small molecules have had limited impact and allowing it to expand its product pipeline over time.

Other Financial Highlights

• Pelthos’ cash balance as of September 30, 2026 was $17.7 million, not including an additional $10.0 million borrowed from Horizon Technology Finance on October 30, 2026. This additional borrowing, paired with cash on hand, combined with the Company’s current commercial projections, is expected to support its current business plan.
• On October 30, 2026, Pelthos entered into an Amended and Restated Venture Loan and Security Agreement with Horizon Technology Finance, which amended and restated the Company’s original Venture Loan and Security Agreement (January 2026). The amended agreements provides for a senior secured term loan facility of up to $50.0 million. In connection with the amendment, the Company drew an additional $10.0 million, bringing current outstanding borrowings to $40.0 million. An additional $10.0 million may be available in funding prior to December 31, 2027, primarily subject to the Company achieving trailing twelve-month net revenue of at least $70.0 million.
• As of September 30, 2026, we had approximately 9.1 million shares outstanding on an as-converted basis, which includes the conversion of approximately 51,479 shares of the Company’s Series A and 2,600 shares of Series C Convertible Preferred Stock, and approximately 3.9 million shares of common stock issued and outstanding.

Third
Quarter
2026
Financial Summary

• Net product revenues for Zelsuvmi during the third quarter of 2026 was $15.2 million as compared to $7.1 million during the third quarter of 2025 and $15.4 million during the second quarter of 2026, representing a 114% year-over-year increase and a 1% quarter-over-quarter decrease, respectively.
• Cost of goods sold was $1.7 million for the third quarter of 2026 as compared to $2.3 million for the third quarter of 2025 and $3.6 million for the second quarter of 2026, representing a 28% year-over-year reduction and a 54% quarter-over-quarter reduction, respectively. Cost of goods sold includes fair value adjustments related to finished goods and active pharmaceutical ingredient inventory on hand at the time of the Company’s merger in July 2025. Cost of goods sold for the second quarter of 2026 also included a $0.9 million write-off of work-in-process inventory related to specification tolerances.
• Selling, general and administrative (“SG&A”) expenses were $18.8 million for the third quarter of 2026 as compared to $18.4 million for the third quarter of 2025 and $25.0 million for the second quarter of 2026, representing a 3% year-over-year increase and a 25% quarter-over quarter reduction. SGA expenses for the second quarter of 2026 included $5.3 million of one-time milestone expense.
• Interest expense was $2.3 million for the third quarter of 2026 compared to $1.3 million for the third quarter of 2025 and $2.4 million for the second quarter of 2026. Interest expense is attributable to (i) the Company’s existing convertible notes and its Horizon facility; and (ii) the accounting treatment of certain royalty and purchase agreement obligations entered into by the Company.
• Change in fair value of debt, related to the convertible notes issued in November 2025, was a $4.1 million gain in the third quarter of 2026 compared to a $3.7 million loss for the second quarter of 2026. There was no corresponding change in fair value of debt in the third quarter of 2025 because the convertible notes had not yet been issued. At issuance, the Company analyzed the terms of the convertible notes and its embedded features concluding it was appropriate to account for the convertible notes at fair value. Accordingly, the Company initially recognized the convertible notes at fair value and will subsequently measure the convertible notes at fair value with changes in fair value recorded in current period earnings or other comprehensive income.
• Net loss for the third quarter of 2026 was $(7.9) million, compared to $(16.2) million for the third quarter of 2025 and $(23.4) million for the second quarter of 2026.
• Adjusted EBITDA for the third quarter of 2026 was $(5.6) million, as compared to $(10.4) million for the third quarter of 2025 and $(5.7) million for the second quarter of 2026, as discussed within the Non-GAAP Financial Information below.
• See additional detail within the Summary Financial Statement tables and Non-GAAP Financial Information below.

Webcast and Conference Call

Management will host a conference call and webcast today at 8:30 a.m. ET to discuss the Company’s third quarter 2026 results and provide a corporate update. Interested parties may participate in the call by dialing:

(877) 451-6152 (Domestic)
(201) 389-0879 (International)
Conference ID: 13763737

The live webcast will be accessible in the Investors section of the Company’s website or by following the direct link:

https://viavid.webcasts.com/starthere.jsp?ei=1782128&tp_key=f03f47add7

For those who cannot listen to the live broadcast, an online replay will be available in the Investors section of Pelthos’ website.

About Pelthos Therapeutics

Pelthos Therapeutics is a commercial-stage biopharmaceutical company focused on building and advancing a portfolio of differentiated cutaneous infectious disease products that address unmet patient needs. Zelsuvmi^® (berdazimer) topical gel, 10.3%, the Company’s lead product, is the first and only prescription therapy approved for use at home by patients, parents, and caregivers to treat molluscum contagiosum. The company’s portfolio of assets includes Xepi^® (ozenoxacin) Cream, 1%, a topical treatment for impetigo, and Xeglyze^® (abametapir), a topical treatment for head lice. More information is available at www.pelthos.com. Follow Pelthos on LinkedIn and X.

Forward-Looking Statements

This press release contains forward-looking statements, as defined in Section 21E of the Securities Exchange Act of 1934, regarding Pelthos’ current expectations. All statements, other than statements of historical fact, could be deemed to be forward-looking statements. In some instances, words such as “plans,” “believes,” “expects,” “anticipates,” and “will,” and similar expressions, are intended to identify forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect our good faith beliefs (or those of the indicated third parties) and speak only as of the date hereof. These forward-looking statements include, without limitation, references to our expectations regarding (i) the potential benefits of the merger with Castle Creek, including potential synergies and capabilities of the combined company, and the anticipated timing of closing; (ii) the anticipated ongoing growth for Zelsuvmi®; (iii) the potential timing for the commercialization and anticipated launch of Xepi and Xeglyze; (iv) our belief that the exclusion of certain items in calculating Adjusted EBITDA can provide a useful measure for period-to-period comparisons of our business; and (vi) our belief that Adjusted EBITDA provides useful information to investors in understanding and evaluating our operating results. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Factors that could cause actual results to differ materially from those set forth in such forward-looking statements include, but are not limited to, risks and uncertainties related to there being no guarantee that the trading price of the combined company’s Common Stock will be indicative of the combined company’s value or that the combined company’s Common Stock will become an attractive investment in the future; the closing conditions required under the Castle Creek merger agreement, which may not be satisfied or completed on a timely basis, if at all; we may rely on collaborative partners for milestone payments, royalties, materials revenue, contract payments and other revenue projections and may not receive expected revenue; we and our partners may not be able to timely or successfully advance any product(s) in our internal or partnered pipeline or receive regulatory approval and there may not be a market for the product(s) even if successfully developed and approved; and changes in general economic conditions, including as a result of war, conflict, epidemic diseases, the implementation of tariffs, and ongoing or future litigation could expose us to significant liabilities and have a material adverse effect on us. These and other risks and uncertainties are described more fully in our filings with the U.S. Securities and Exchange Commission. The information in this press release is provided only as of the date of this press release, and we undertake no obligation to update any forward-looking statements contained in this press release based on new information, future events, or otherwise, except as required by law.

Contacts

Investors:

LifeSci Advisors, LLC
Mike Moyer, Managing Director
[email protected]

Media:

Jude Gorman / Dylan O’Keefe
Collected Strategies
[email protected]

Summary Financial Statements

Pelthos Therapeutics Inc.
Selected Condensed Consolidated Balance Sheet Data (unaudited) (in thousands)
	September 30, 2026				December 31, 2025
Cash and cash equivalents	$	17,690			$	17,973
Accounts receivable, net		13,413				8,858
Inventory		21,471				23,574
Total current assets		56,066				53,410
Total assets		128,817				130,397
Accounts payable	$	3,717			$	2,986
Accrued expenses		23,155				15,364
Total current liabilities		31,435				25,993
Total liabilities		135,003				91,516
Total stockholders’ (deficit) equity	$	(6,186	)		$	38,881
Total liabilities and stockholders’ equity		128,817				130,397

Pelthos Therapeutics Inc. Condensed Consolidated Statements of Operations (unaudited) (in thousands except share and per share data)
	Three Months Ended September 30,								Nine Months Ended September 30,
		2026				2025				2026				2025
Revenue
Net product revenues	$	15,213			$	7,112			$	41,298			$	7,112
License and collaboration revenues		182				294				606				294
Total revenue		15,395				7,406				41,904				7,406
Operating expenses
Cost of goods sold		1,661				2,316				6,944				2,316
Selling, general and administrative		18,845				18,383				63,117				22,739
Research and development		1,019				145				1,805				854
Royalty expense		2,510				1,245				7,015				1,245
Amortization of intangible assets		1,05				679				3,127				679
Total operating expenses		25,088				22,768				82,008				27,833
Operating loss		(9,693	)			(15,362	)			(40,104	)			(20,427	)
Other (expense) income
Interest expense		(2,269	)			(1,346	)			(7,011	)			(1,698	)
Change in fair value of convertible debt		4,067				—				(9,270	)			—
Interest income and other income		—				5				—				5
Total other (expense) income		1,798				(1,341	)			(16,281	)			(1,693	)
Net loss before provision (benefit) for income taxes		(7,895	)			(16,703	)			(56,385	)			(22,120	)
Provision (benefit) for income taxes		—				(465	)			—				(465	)
Net loss	$	(7,895	)		$	(16,238	)		$	(56,385	)		$	(21,655	)
Net loss per common share – basic and diluted	$	(2.04	)		$	(5.30	)		$	(15.78	)		$	(14.92	)
Weighted average number of common shares outstanding – basic and diluted		3,862,896				3,061,735				3,573,387				1,451,152

Pelthos Therapeutics Inc.
Condensed Consolidated Statements of Operations (unaudited) (in thousands except share and per share data)
	Three Months Ended
	September 30, 2026				June 30, 2026
Revenue
Net product revenues	$	15,213			$	15,420
License and collaboration revenues		182				183
Total revenue		15,395				15,603
Operating expenses
Cost of goods sold		1,661				3,610
Selling, general and administrative		18,845				25,034
Research and development		1,019				600
Royalty expense		2,510				2,639
Amortization of intangible assets		1,053				1,043
Total operating expenses		25,088				32,926
Operating loss		(9,693	)			(17,323	)
Other (expense) income
Interest expense		(2,269	)			(2,389	)
Change in fair value of convertible debt		4,067				(3,705	)
Total other (expense) income		1,798				(6,094	)
Net loss before provision for income taxes		(7,895	)			(23,417	)
Provision for income taxes		—				—
Net loss	$	(7,895	)		$	(23,417	)
Net loss per common share – basic and diluted	$	(2.04	)		$	(6.62	)
Weighted average number of common shares outstanding – basic and diluted		3,862,896				3,539,464

Non-GAAP Financial Information

Adjusted EBITDA

To provide investors with additional information regarding the Company’s financial results, we have provided within this press release Adjusted EBITDA, a non-GAAP financial measure. We define Adjusted EBITDA as net loss adjusted to eliminate (i) stock-based compensation expense, (ii) the inventory valuation step-up recognized in cost of goods sold resulting from the July 1, 2025 acquisition of LNHC, Inc., as described below, (iii) change in fair value of convertible debt, (iv) milestones due to license agreement counterparties, (v) interest expense, (vi) interest and other income, (vii) amortization of intangible assets, (viii) depreciation expense, and (ix) the provision for income taxes. We have provided a reconciliation below of Net Loss, the most directly comparable GAAP financial measure, to Adjusted EBITDA.

The Company accounts for business acquisitions using the acquisition method of accounting in accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations. ASC 805 requires, among other things, that assets acquired and liabilities assumed be recognized at their fair values, as determined in accordance with ASC 820, Fair Value Measurements (“ASC 820”), as of the acquisition date. As part of the July 1, 2025 acquisition of LNHC, Inc., the fair value of the inventory acquired was estimated using the top/down method that considers the estimated selling price, costs to complete, disposal costs, profit margin on disposal effort, and holding costs. Significant assumptions include management’s estimates for the selling price and the costs to be incurred related to the disposal effort of the inventory. The non-cash inventory valuation step-up from the acquisition of LNHC, Inc. is recognized within cost of goods sold in the periods presented.

We have included Adjusted EBITDA in this press release because it is a key measure used by our management to understand and evaluate our core operating performance and trends, to prepare and approve our annual budget and to develop short- and long-term operating plans. In particular, we believe the exclusion of certain items from net loss in calculating Adjusted EBITDA can provide a useful measure for period-to-period comparisons of our business. Accordingly, we believe that Adjusted EBITDA provides useful information to investors in understanding and evaluating our operating results. Our use of Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP.

The following table presents a reconciliation of Net Loss to Adjusted EBITDA for each of the periods indicated (in thousands):

	Three Months Ended September 30,								Nine Months Ended September 30,
		2026				2025				2026				2025
Net loss	$	(7,895	)		$	(16,238	)		$	(56,385	)		$	(21,655	)
Adjustments:
Stock-based compensation		1,943				2,812				6,611				3,662
Cost of goods sold basis step-up		823				1,111				4,757				1,111
Change in fair value of convertible debt		(4,067	)			—				9,270				—
Milestone expense		—				—				5,250				—
Interest expense		2,269				1,346				7,011				1,698
Interest income and other income		—				(5	)			—				(5	)
Amortization of intangible assets		1,053				679				3,127				679
Depreciation		283				389				1,030				389
Provision (benefit) for income taxes		—				(465	)			—				(465	)
Adjusted EBITDA	$	(5,591	)		$	(10,371	)		$	(19,329	)		$	(14,586	)

	Three Months Ended
	September 30, 2026				June 30, 2026
Net loss	$	(7,895	)		$	(23,417	)
Adjustments:
Stock-based compensation		1,943				2,760
Cost of goods sold basis step-up		823				2,295
Change in fair value of convertible debt		(4,067	)			3,705
Milestone expense		—				5,250
Interest expense		2,269				2,389
Amortization of intangible assets		1,053				1,043
Depreciation		283				278
Adjusted EBITDA	$	(5,591	)		$	(5,697	)