Exhibit
99.1
Corvex
Reports Third Quarter 2026 Results
ARLINGTON,
Va., Nov. 12, 2026 /PRNewswire/ -- Corvex, Inc. (Nasdaq: MOVE), an engineering-led AI computing platform specializing in GPU-accelerated
infrastructure for AI workloads, today reported financial results for the third quarter ended September 30, 2026. The third quarter is
the Company’s first full reporting period following the June 30, 2026 transfer of the legacy healthcare assets. Prior-year periods reflect
only the legacy healthcare business and are therefore not directly comparable.
"We are building the Corvex AI Factory business
one underwritten project at a time, and the third quarter moved that business forward. We have now secured all of the approximately 8
MW of critical IT capacity in the plan we set out in August. Of that capacity, 1.5 MW is live and supports approximately $22 million of
contracted ARR. The remaining capacity, at the Mid-Atlantic 1 expansion and Midwest-1, is on track to be ready for service in the fourth
quarter of 2026. We see customer demand that meets our underwriting criteria, and we are working to complete offtake for a 1.6 MW NVIDIA
Blackwell cluster planned for Mid-Atlantic 1 and for 4.5 MW at Midwest-1, where we also hold a right of first refusal on a further 12.5
MW in 2027. We finance each deployment alongside our customers and lenders to clear its cost of capital, and we continue to advance new
data center opportunities in our pipeline," said Jay Crystal, Co-Founder and Co-Chief Executive Officer of Corvex.
“Corvex
is an engineering company first. In the third quarter we launched Corvex Token Factory on schedule and received notices of allowance
for two patents covering Corvex’s technology, bringing our portfolio to two allowed patents and 10 pending patent applications.
The goal is to get more useful work out of every GPU and every watt, on infrastructure customers can trust with their most sensitive
data,” said Seth Demsey, Co-Founder and Co-Chief Executive Officer of Corvex.
Third
Quarter 2026 Financial Highlights:
| ● | Total
revenue for the third quarter was $5.0 million, up 31% from $3.8 million in the second quarter of 2026. Revenue for the nine months ended
September 30, 2026 was $9.3 million. |
| ● | Deferred
revenue, including current and non-current portions, was $3.2 million at September 30, 2026, compared with $12,000 at December 31, 2025,
reflecting amounts collected in advance for contracted AI compute capacity not yet recognized as revenue. |
| ● | Net
loss attributable to common stockholders for the third quarter was $(17.5) million, or $(0.60) per share. Net loss attributable to common
stockholders for the nine months ended September 30, 2026 was $(35.4) million, or $(3.22) per share. |
| ● | Adjusted
EBITDA, a non-GAAP financial measure, was $(3.2) million for the third quarter and $(8.0) million for the nine months ended September
30, 2026. Adjusted EBITDA for AI Platform and services was $(3.2) million for the third quarter and $(5.6) million for the nine-month
period. |
| ● | Total
stock-based compensation expense was $11.3 million in the third quarter, including $9.3 million recorded in general and administrative
expense. |
| ● | Cash
and cash equivalents were $42.0 million at September 30, 2026. Cash used in operating activities for the three months ended September
30, 2026 was $7.0 million. |
Business
Highlights:
| ● | Contracted
annualized revenue on live compute was approximately $21.7 million as of November 12, 2026. Corvex defines this operating metric as the
annualized value of fixed contractual fees on capacity that has been delivered, accepted by the customer and is generating revenue as
of the stated date. It excludes contracted capacity that is not yet live, is not a forecast, and is not a GAAP financial measure. |
| ● | All
AI Platform and services revenue today is generated under take-or-pay contracts rather than spot pricing, meaning that customers reserve
compute and storage capacity under those agreements and pay the contracted fee regardless of utilization. |
| ● | Corvex
launched Corvex Token Factory publicly on September 30, 2026, moving the serverless inference platform out of closed alpha as planned.
Developers and enterprises can register at no cost, obtain an API key, and run open-weight models with zero data retention by default. |
| ● | On
August 31, 2026, Corvex announced plans to grow critical IT capacity from approximately 1.5 MW to approximately 8 MW by the end of 2026,
doubling capacity at its Mid-Atlantic 1 data center and establishing operations at its Midwest-1 facility. Corvex expects the Mid-Atlantic
1 expansion and Midwest-1 to be ready for service in the fourth quarter of 2026. Corvex also holds a right of first refusal on an additional
12.5 MW at Midwest-1, which could bring Corvex’s total capacity above 20 MW. |
| ● | In
early September 2026, Corvex closed a private placement of approximately 4.26 million shares of common stock at $7.75 per share, for
gross proceeds of approximately $33 million. |
| ● | In
August 2026, a Corvex subsidiary entered into a secured equipment financing facility with USD.AI and borrowed $7.5 million to fund GPU
servers for the Blackwell expansion at Mid-Atlantic 1. The loan is secured by the subsidiary’s assets, including the related customer
contract, is supported by a limited guaranty from Corvex’s operating subsidiary, and is non-recourse to Corvex, Inc. |
| ● | In
August 2026, Corvex appointed Garrett Brams, formerly a managing director at Cushman & Wakefield, to lead data center sourcing and
development for its AI Factory platform. Corvex also appointed Michael Craig as Vice President of Architecture and Site Operations in
July. Craig, a former Crusoe leader, brings more than 25 years of experience across HPC architecture, GPU infrastructure and operations. |
Capital
Structure Update
As
of November 10, 2026, the Company had approximately 39.1 million shares of Common Stock outstanding and approximately 21,800 shares of
Series D Preferred Stock outstanding, convertible into approximately 21.8 million shares of Common Stock, or approximately 60.9 million
common shares on an as-converted basis.
Third
Quarter 2026 Financial Highlights
(in
thousands, except share and per share data) (unaudited)
| | |
Three Months Ended September 30, | | |
Nine Months Ended September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| Revenue | |
$ | 4,982 | | |
$ | 80 | | |
$ | 9,294 | | |
$ | 389 | |
| Operating expenses | |
| 22,419 | | |
| 2,671 | | |
| 46,794 | | |
| 11,478 | |
| Loss from operations | |
| (17,437 | ) | |
| (2,591 | ) | |
| (37,500 | ) | |
| (11,089 | ) |
| Other (expense) income, net | |
| (82 | ) | |
| (1,438 | ) | |
| 2,211 | | |
| (1,343 | ) |
| Loss before income tax expense | |
| (17,519 | ) | |
| (4,029 | ) | |
| (35,289 | ) | |
| (12,432 | ) |
| Income tax expense | |
| — | | |
| — | | |
| — | | |
| — | |
| Net loss | |
$ | (17,519 | ) | |
$ | (4,029 | ) | |
$ | (35,289 | ) | |
$ | (12,432 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Cumulative dividends on Series A preferred stock | |
| — | | |
| — | | |
| (155 | ) | |
| — | |
| Net loss attributable to common stockholders | |
$ | (17,519 | ) | |
$ | (4,029 | ) | |
$ | (35,444 | ) | |
$ | (12,432 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net loss per share, basic and diluted | |
$ | (0.60 | ) | |
$ | (3.49 | ) | |
$ | (3.22 | ) | |
$ | (11.71 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted average shares used in computing net loss per share, basic and diluted | |
| 29,006,953 | | |
| 1,155,780 | | |
| 11,002,465 | | |
| 1,061,224 | |
Reconciliation
of Net Loss to Adjusted EBITDA
(in
thousands) (unaudited)
| | |
Three Months Ended September 30, | | |
Nine Months Ended September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
| | |
| | |
| | |
| |
| Net loss | |
$ | (17,519 | ) | |
$ | (4,029 | ) | |
$ | (35,289 | ) | |
$ | (12,432 | ) |
| Depreciation and amortization | |
| 2,908 | | |
| — | | |
| 5,911 | | |
| — | |
| Stock-based compensation(1) | |
| 11,287 | | |
| 691 | | |
| 22,853 | | |
| 1,770 | |
| Transaction costs(2) | |
| — | | |
| — | | |
| 719 | | |
| — | |
| Gain on disposal of business | |
| (13 | ) | |
| — | | |
| (2,514 | ) | |
| — | |
| Interest and other income, net | |
| 95 | | |
| 1,438 | | |
| 303 | | |
| 1,343 | |
| Adjusted EBITDA | |
$ | (3,242 | ) | |
$ | (1,900 | ) | |
$ | (8,017 | ) | |
$ | (9,319 | ) |
| (1) | Stock-based
compensation: related to incentive plans and inducement awards and the Company’s replacement awards related to the Merger. |
| (2) | Related
to the transaction costs associated with the Merger. |
Investor
Conference Call
Management
will host a conference call and live audio webcast to discuss these results and provide a business update today at 8:30 a.m. ET / 5:30
a.m. PT. The live webcast of the earnings conference call can be accessed at the Corvex Investor Relations website at investors.corvex.ai.
A replay of the webcast will be available at the same website. Investors and analysts with questions may contact Corvex Investor Relations
at investor-relations@corvex.ai.
About
Corvex
Corvex
is an AI cloud computing company specializing in GPU-accelerated infrastructure for AI workloads. Corvex’s platform allows organizations
to leverage the advantage of AI by providing secure, scalable, and cost-efficient computational resources. Corvex’s infrastructure leverages
advanced GPU-accelerated compute clusters, high-throughput storage systems and layered architecture to provide enhanced security, consistent
performance, and efficiency at scale. As previously announced on March 19, 2026, Corvex, Inc. (formerly known as Movano Inc.) acquired
Corvex Legacy Holdings, Inc. (Corvex OpCo, formerly known as Corvex, Inc.) (such acquisition the “Merger”). Following the Merger,
the Company was renamed Corvex, Inc., effective March 23, 2026.
Forward-Looking
Statements
This
press release contains “forward-looking statements” within the meaning of applicable securities laws. Such statements are based
on our current expectations, forecasts and assumptions and involve risks and uncertainties. These statements include, but are not limited
to, statements related to our business; our strategy; our capital structure; our future growth; our technology; financial projections; our projections
for future active power; demand for our platform including with respect to customer offtake agreements and customer-readiness dates;
our plans to scale our platform and accelerate AI innovation; and strategic opportunities. In some cases, you can identify forward-looking
statements by terms such as “anticipate,” “believe,” “estimate,” “expect,” “intend,”
“may,” “might,” “plan,” “project,” “will,” “would,” “should,” “could,”
“can,” “predict,” “potential,” “target,” “explore,” “continue,” “outlook,”
“guidance,” or the negative of these terms, where applicable, and similar expressions intended to identify forward-looking
statements.
Our
expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties
that could cause actual results to differ materially from those projected. These risks include but are not limited to our limited operating
history, our ability to execute our business strategies and manage our growth, our ability to maintain and grow our customer base, continued demand for AI infrastructure as well as changes in prevailing
market pricing for GPU-as-a-Service capacity, delays in arranging financing, procuring or installing equipment, or making facilities
ready for deployment, delays in the delivery, commissioning or acceptance of GPU capacity, our potential inability to enter into customer
offtake agreements at all, or to achieve the duration, pricing or take-or-pay terms we anticipate, our ability to perform our obligations
under customer agreements as well as customers’ ability to perform their payment and other obligations; contract termination, modification
or other rights affecting the realization of anticipated revenue, any disruption in our strategic relationships or disruptions with our
third-party providers, including our suppliers and data center partners, our ability to develop and maintain our corporate infrastructure
and internal controls, our financial performance, capital requirements and ability to raise additional capital and the impact of global
political and macroeconomic conditions, including the effects of global geopolitical conflicts, inflation, tariffs, interest rates, any
instability in the global banking sector and foreign currency exchange rates. More information about factors that could affect our operating
results is included under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition
and Results of Operations” in our most recent filings with the SEC, including in our Annual Report on Form 10-K for the year ended
December 31, 2025 and our subsequent Quarterly Reports on Form 10-Q, copies of which may be obtained by visiting our Investor Relations
website at investors.corvex.ai or the SEC’s website at www.sec.gov. Forward-looking statements speak only as of the date the statements
are made and are based on information available to us at the time those statements are made and/or management’s good faith belief as
of that time with respect to future events. We assume no obligation to update forward-looking statements to reflect events or circumstances
after the date they were made, except as required by law.
Non-GAAP
Financial Measures
To
supplement our consolidated financial statements, which are prepared and presented in accordance with generally accepted accounting principles
in the United States (“GAAP”), we use adjusted EBITDA to help us evaluate our business. We use this non-GAAP financial measure
to make strategic decisions, establish business plans and forecasts, identify trends affecting our business, and evaluate operating performance.
We believe that this non-GAAP financial measure may be helpful to investors because it allows for greater transparency into what measures
we use in operating our business and measuring our performance and enables comparison of financial trends and results between periods
where items may vary independent of business performance. This non-GAAP financial measure is presented for supplemental informational
purposes only, should not be considered a substitute for financial information presented in accordance with GAAP, and may be different
from similarly titled non-GAAP measures used by other companies.
Adjusted
EBITDA is defined as net loss, excluding (i) depreciation and amortization, (ii) stock-based compensation, (iii) benefit from income
taxes, (iv) transaction costs related to the Merger, (v) gain on disposal of assets and (vi) interest and other income, net. A reconciliation
is provided below to reconcile adjusted EBITDA to net loss, the most directly comparable financial measure stated in accordance with
GAAP. Corvex encourages investors to review the related GAAP financial measure and the reconciliation of the non-GAAP financial measure
to their most directly comparable GAAP financial measure, and not to rely on any single financial measure to evaluate Corvex’s business.
Media
Contact
corvex.media@stillpointglobaladvisors.com
Investor
Contact
investor-relations@corvex.ai
CORVEX,
INC.
CONSOLIDATED
STATEMENTS OF OPERATIONS
(in
thousands, except share and per share data) (unaudited)
| | |
Three Months Ended September 30, | | |
Nine Months Ended September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| REVENUE: | |
| | |
| | |
| | |
| |
| Revenue - AI Platform and services | |
$ | 4,982 | | |
$ | — | | |
$ | 9,259 | | |
$ | — | |
| Revenue - Connected devices and services | |
| — | | |
| 80 | | |
| 35 | | |
| 389 | |
| Total revenue | |
| 4,982 | | |
| 80 | | |
| 9,294 | | |
| 389 | |
| | |
| | | |
| | | |
| | | |
| | |
| OPERATING EXPENSES: | |
| | | |
| | | |
| | | |
| | |
| Cost of revenue - AI Platform and services (exclusive of depreciation and amortization)⁽¹⁾ | |
| 2,520 | | |
| — | | |
| 4,876 | | |
| — | |
| Cost of revenue - Connected devices and services (exclusive of depreciation and amortization)⁽²⁾ | |
| — | | |
| 280 | | |
| 275 | | |
| 1,284 | |
| Depreciation and amortization | |
| 2,908 | | |
| — | | |
| 5,911 | | |
| — | |
| Technology and infrastructure⁽³⁾ | |
| 1,319 | | |
| 1,166 | | |
| 3,507 | | |
| 4,950 | |
| Sales and marketing⁽⁴⁾ | |
| 842 | | |
| — | | |
| 1,883 | | |
| — | |
| General and administrative⁽⁵⁾ | |
| 14,830 | | |
| 1,225 | | |
| 30,342 | | |
| 5,244 | |
| Total operating expenses | |
| 22,419 | | |
| 2,671 | | |
| 46,794 | | |
| 11,478 | |
| | |
| | | |
| | | |
| | | |
| | |
| Loss from operations | |
| (17,437 | ) | |
| (2,591 | ) | |
| (37,500 | ) | |
| (11,089 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Other (expense) income, net: | |
| | | |
| | | |
| | | |
| | |
| Interest expense (related party) | |
| — | | |
| (1,503 | ) | |
| (208 | ) | |
| (1,503 | ) |
| Interest expense | |
| (281 | ) | |
| — | | |
| (429 | ) | |
| — | |
| Other income, net | |
| 186 | | |
| 65 | | |
| 334 | | |
| 160 | |
| Gain on disposal of business | |
| 13 | | |
| — | | |
| 2,514 | | |
| — | |
| Other (expense) income, net | |
| (82 | ) | |
| (1,438 | ) | |
| 2,211 | | |
| (1,343 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Loss before income tax expense | |
| (17,519 | ) | |
| (4,029 | ) | |
| (35,289 | ) | |
| (12,432 | ) |
| Income tax expense | |
| — | | |
| — | | |
| — | | |
| — | |
| Net loss | |
$ | (17,519 | ) | |
$ | (4,029 | ) | |
$ | (35,289 | ) | |
$ | (12,432 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Cumulative dividends on Series A preferred stock | |
| — | | |
| — | | |
| (155 | ) | |
| — | |
| Net loss attributable to common stockholders | |
$ | (17,519 | ) | |
$ | (4,029 | ) | |
$ | (35,444 | ) | |
$ | (12,432 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net loss per share, basic and diluted | |
$ | (0.60 | ) | |
$ | (3.49 | ) | |
$ | (3.22 | ) | |
$ | (11.71 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted average shares used in computing net loss per share, basic and diluted | |
| 29,006,953 | | |
| 1,155,780 | | |
| 11,002,465 | | |
| 1,061,224 | |
| | |
| | | |
| | | |
| | | |
| | |
| Amounts include stock-based compensation expense, as follows: | |
| | | |
| | | |
| | | |
| | |
| ⁽¹⁾Cost of revenue - AI Platform and services (exclusive of depreciation and amortization) | |
$ | 780 | | |
$ | — | | |
$ | 1,575 | | |
$ | — | |
| ⁽²⁾Cost of revenue - Connected devices and services (exclusive of depreciation and amortization) | |
| — | | |
| 4 | | |
| 1 | | |
| 5 | |
| ⁽³⁾Technology and infrastructure | |
| 936 | | |
| 347 | | |
| 2,199 | | |
| 728 | |
| ⁽⁴⁾Sales and marketing | |
| 306 | | |
| — | | |
| 648 | | |
| — | |
| ⁽⁵⁾General and administrative | |
| 9,265 | | |
| 340 | | |
| 18,430 | | |
| 1,037 | |
CORVEX,
INC.
CONSOLIDATED
BALANCE SHEETS
(in
thousands, except share and per share data) (unaudited)
| | |
September 30, 2026 | | |
December 31, 2025 | |
| ASSETS | |
| | |
| |
| Current assets: | |
| | |
| |
| Cash and cash equivalents | |
$ | 41,986 | | |
$ | 2,827 | |
| Restricted cash | |
| 729 | | |
| — | |
| Accounts receivable, net | |
| 1,673 | | |
| — | |
| Inventory | |
| — | | |
| 1,766 | |
| Prepaid expenses and other current assets | |
| 5,520 | | |
| 394 | |
| Total current assets | |
| 49,908 | | |
| 4,987 | |
| Property and equipment, net | |
| 39,095 | | |
| 101 | |
| Operating lease right-of-use assets, net | |
| 4,672 | | |
| 415 | |
| Intangible assets, net | |
| 14,731 | | |
| — | |
| Goodwill | |
| 519,249 | | |
| — | |
| Other assets | |
| 37 | | |
| 97 | |
| Total assets | |
$ | 627,692 | | |
$ | 5,600 | |
| LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | |
| Accounts payable | |
$ | 3,864 | | |
$ | 3,477 | |
| Accrued liabilities | |
| 1,948 | | |
| 665 | |
| Deferred revenue, current | |
| 1,892 | | |
| 12 | |
| Bridge loan (related party) | |
| — | | |
| 4,382 | |
| Operating lease liabilities, current | |
| 2,628 | | |
| 253 | |
| Finance lease liabilities, current | |
| 3,964 | | |
| 18 | |
| Loan payable, current | |
| 1,870 | | |
| — | |
| Total current liabilities | |
| 16,166 | | |
| 8,807 | |
| Operating lease liabilities, non-current | |
| 2,228 | | |
| 267 | |
| Finance lease liabilities, non-current | |
| 4,549 | | |
| — | |
| Deferred revenue, non-current | |
| 1,341 | | |
| — | |
| Loan payable, non-current | |
| 5,059 | | |
| — | |
| Total noncurrent liabilities | |
| 13,177 | | |
| 267 | |
| Total liabilities | |
| 29,343 | | |
| 9,074 | |
| Commitments and contingencies | |
| | | |
| | |
| Stockholders’ equity (deficit): | |
| | | |
| | |
| Preferred stock, $0.0001 par value, 5,000,000 shares authorized at September 30, 2026 and December 31, 2025; 21,791.0514 and 3,000 shares issued and outstanding at September 30, 2026 and December 31, 2025, respectively | |
| 232,117 | | |
| 2,850 | |
| Common stock, $0.0001 par value, 500,000,000 shares authorized at September 30, 2026 and December 31, 2025; 39,076,693 and 1,228,272 shares issued and outstanding at September 30, 2026 and December 31, 2025, respectively | |
| 4 | | |
| 10 | |
| Additional paid-in capital | |
| 567,909 | | |
| 160,058 | |
| Accumulated deficit | |
| (201,681 | ) | |
| (166,392 | ) |
| Total stockholders’ equity (deficit) | |
| 598,349 | | |
| (3,474 | ) |
| Total liabilities and stockholders’ equity (deficit) | |
$ | 627,692 | | |
$ | 5,600 | |
CORVEX,
INC.
CONSOLIDATED
STATEMENTS OF CASH FLOWS
(in
thousands) (unaudited)
| | |
Nine
Months Ended September 30, | |
| | |
2026 | | |
2025 | |
| CASH FLOWS FROM OPERATING
ACTIVITIES: | |
| | |
| |
| Net loss | |
$ | (35,289 | ) | |
$ | (12,432 | ) |
| Adjustments
to reconcile net loss to net cash used in operating activities: | |
| | | |
| | |
| Depreciation
and amortization | |
| 5,911 | | |
| 112 | |
| Stock-based
compensation | |
| 22,853 | | |
| 1,770 | |
| Amortization
of debt discount (related party) | |
| 118 | | |
| 1,465 | |
| Amortization
of debt issuance costs | |
| 38 | | |
| — | |
| Interest
expense on bridge loan (related party) | |
| — | | |
| 38 | |
| Noncash
lease expense | |
| 1,249 | | |
| 11 | |
| Gain
on disposal of business | |
| (2,514 | ) | |
| — | |
| Changes
in operating assets and liabilities, net of acquisition: | |
| | | |
| | |
| Accounts
receivable | |
| (262 | ) | |
| — | |
| Inventory | |
| (42 | ) | |
| (427 | ) |
| Prepaid
expenses and other current assets | |
| (4,530 | ) | |
| 52 | |
| Other
assets | |
| 60 | | |
| (13 | ) |
| Accounts
payable | |
| (1,141 | ) | |
| 846 | |
| Deferred
revenue | |
| (1,119 | ) | |
| (28 | ) |
| Other
current and noncurrent liabilities | |
| — | | |
| (402 | ) |
| Operating
lease liabilities, net | |
| (1,228 | ) | |
| — | |
| Accrued
liabilities | |
| (671 | ) | |
| — | |
| Net
cash used in operating activities | |
| (16,567 | ) | |
| (9,008 | ) |
| | |
| | | |
| | |
| CASH FLOWS
FROM INVESTING ACTIVITIES: | |
| | | |
| | |
| Purchase
of property and equipment | |
| (16,019 | ) | |
| — | |
| Capitalized
internal use software | |
| (643 | ) | |
| — | |
| Cash
acquired in business combination | |
| 36,678 | | |
| — | |
| Net
cash provided by investing activities | |
| 20,016 | | |
| — | |
| | |
| | | |
| | |
| CASH FLOWS
FROM FINANCING ACTIVITIES: | |
| | | |
| | |
| Payments
on finance lease liabilities | |
| (1,892 | ) | |
| — | |
| Proceeds
from loans payable, net of lender fees | |
| 7,350 | | |
| — | |
| Payment
of debt issuance costs | |
| (279 | ) | |
| — | |
| Repayments
of loans payable | |
| (180 | ) | |
| — | |
| Proceeds
from bridge loan (related party) | |
| — | | |
| 1,500 | |
| Issuance
of common stock and Series D preferred stock in the Private Placement, net of issuance costs | |
| 30,976 | | |
| — | |
| Issuance
of common stock, net of issuance costs | |
| — | | |
| 1,606 | |
| Issuance
of common stock upon exercise of stock options | |
| 464 | | |
| — | |
| Net
cash provided by financing activities | |
| 36,439 | | |
| 3,106 | |
| | |
| | | |
| | |
| Net
increase (decrease) in cash, cash equivalents and restricted cash | |
| 39,888 | | |
| (5,902 | ) |
| Cash,
cash equivalents and restricted cash at beginning of period | |
| 2,827 | | |
| 7,902 | |
| Cash,
cash equivalents and restricted cash at end of period | |
$ | 42,715 | | |
$ | 2,000 | |
| | |
| | | |
| | |
| RECONCILIATION
OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH: | |
| | | |
| | |
| Cash
and cash equivalents | |
| 41,986 | | |
| 2,000 | |
| Restricted
cash | |
| 729 | | |
| — | |
| Total
cash, cash equivalents and restricted cash | |
$ | 42,715 | | |
$ | 2,000 | |
| | |
| | | |
| | |
| SUPPLEMENTAL
CASH FLOW INFORMATION: | |
| | | |
| | |
| Cash
paid for interest | |
$ | 387 | | |
$ | 2 | |
| Cash
paid for income taxes | |
$ | 1 | | |
$ | — | |
| NONCASH
INVESTING AND FINANCING ACTIVITIES: | |
| | | |
| | |
| Transaction
expense adjustments | |
$ | 207 | | |
$ | — | |
| Business
acquired by issuance of equity instruments | |
$ | 581,955 | | |
$ | — | |
| Bridge
Loan (Related Party) extinguishment (Note 9) | |
$ | 4,663 | | |
$ | — | |
| ROU
assets obtained in exchange for operating lease liabilities | |
$ | 2,029 | | |
$ | — | |
| Common
shares issued from conversion of Series B Preferred shares | |
$ | 2,576 | | |
$ | — | |
| Common
shares issued from conversion of Series A, C and D Preferred shares | |
$ | 347,939 | | |
$ | — | |
| Par
value adjustment for stock splits and stock dividend | |
$ | 10 | | |
$ | — | |
| Property
and equipment in accounts payable and accrued liabilities | |
$ | 647 | | |
$ | — | |
| Stock
based compensation capitalized into internal use software | |
$ | 610 | | |
$ | — | |
| Original
issue discount on bridge loan (related party) | |
$ | — | | |
$ | 3,000 | |
| Issuance
costs on bridge loan (related party) recorded in accounts payable | |
$ | — | | |
$ | 10 | |
| Accrued
interest on bridge loan (related party) in other current liabilities | |
$ | — | | |
$ | 28 | |
| Amortization
of original issue discount on bridge loan (related party) | |
$ | — | | |
$ | 1,465 | |
Reconciliation
of GAAP to Non-GAAP Results
Reconciliation
of Net Loss to Adjusted EBITDA
(in
thousands, except percentages)
| | |
Three Months Ended September 30, | | |
Change | |
| | |
2026 | | |
2025 | | |
$ | | |
% | |
| Net loss | |
| | |
| | |
| | |
| |
| AI Platform and services | |
$ | (17,519 | ) | |
$ | — | | |
$ | (17,519 | ) | |
| NM | |
| Connected devices and services | |
| — | | |
| (4,029 | ) | |
| 4,029 | | |
| 100 | % |
| Total net loss | |
$ | (17,519 | ) | |
$ | (4,029 | ) | |
$ | (13,490 | ) | |
| (335 | )% |
| Adjusted EBITDA⁽¹⁾ | |
| | | |
| | | |
| | | |
| | |
| AI Platform and services | |
$ | (3,242 | ) | |
$ | — | | |
$ | (3,242 | ) | |
| NM | |
| Connected devices and services | |
| — | | |
| (1,900 | ) | |
| 1,900 | | |
| 100 | % |
| Total adjusted EBITDA | |
$ | (3,242 | ) | |
$ | (1,900 | ) | |
$ | (1,342 | ) | |
| (71 | )% |
| | |
Nine Months Ended September 30, | | |
Change | |
| | |
2026 | | |
2025 | | |
$ | | |
% | |
| Net loss | |
| | |
| | |
| | |
| |
| AI Platform and services | |
$ | (33,061 | ) | |
$ | — | | |
$ | (33,061 | ) | |
| NM | |
| Connected devices and services | |
| (2,228 | ) | |
| (12,432 | ) | |
| 10,204 | | |
| 82 | % |
| Total net loss | |
$ | (35,289 | ) | |
$ | (12,432 | ) | |
$ | (22,857 | ) | |
| (184 | )% |
| Adjusted EBITDA⁽¹⁾ | |
| | | |
| | | |
| | | |
| | |
| AI Platform and services | |
$ | (5,615 | ) | |
$ | — | | |
$ | (5,615 | ) | |
| NM | |
| Connected devices and services | |
| (2,402 | ) | |
| (9,319 | ) | |
| 6,917 | | |
| 74 | % |
| Total adjusted EBITDA | |
$ | (8,017 | ) | |
$ | (9,319 | ) | |
$ | 1,302 | | |
| 14 | % |
| (1) | See
the “Non-GAAP Financial Measures” section included above for a reconciliation to the most directly comparable GAAP measure. |
| | |
Three Months Ended September 30, | |
| AI Platform and services | |
2026 | | |
2025 | |
| Net loss | |
$ | (17,519 | ) | |
$ | — | |
| Depreciation and amortization | |
| 2,908 | | |
| — | |
| Stock-based compensation⁽¹⁾ | |
| 11,287 | | |
| — | |
| Gain on disposal of business | |
| (13 | ) | |
| — | |
| Interest and other income, net | |
| 95 | | |
| — | |
| Adjusted EBITDA | |
$ | (3,242 | ) | |
$ | — | |
| | |
Nine Months Ended September 30, | |
| AI Platform and services | |
2026 | | |
2025 | |
| Net loss | |
$ | (33,061 | ) | |
$ | — | |
| Depreciation and amortization | |
| 5,792 | | |
| — | |
| Stock-based compensation⁽¹⁾ | |
| 21,565 | | |
| — | |
| Gain on disposal of business | |
| (13 | ) | |
| — | |
| Interest and other income, net | |
| 102 | | |
| — | |
| Adjusted EBITDA | |
$ | (5,615 | ) | |
$ | — | |
| | |
Three Months Ended September 30, | |
| Connected devices and services | |
2026 | | |
2025 | |
| Net loss | |
$ | — | | |
$ | (4,029 | ) |
| Depreciation and amortization | |
| — | | |
| — | |
| Stock-based compensation⁽¹⁾ | |
| — | | |
| 691 | |
| Gain on disposal of business | |
| — | | |
| — | |
| Interest and other income, net | |
| — | | |
| 1,438 | |
| Adjusted EBITDA | |
$ | — | | |
$ | (1,900 | ) |
| | |
Nine Months Ended
September 30, |
| Connected devices and services | |
2026 | |
2025 |
| Net loss | |
$ | (2,228 | ) | |
$ | (12,432 | ) |
| Depreciation and amortization | |
| 119 | | |
| — | |
| Stock-based compensation⁽¹⁾ | |
| 1,288 | | |
| 1,770 | |
| Transaction costs⁽²⁾ | |
| 719 | | |
| — | |
| Gain on disposal of business | |
| (2,501 | ) | |
| — | |
| Interest and other income, net | |
| 201 | | |
| 1,343 | |
| Adjusted EBITDA | |
$ | (2,402 | ) | |
$ | (9,319 | ) |
| (1) | Stock-based
compensation: related to the 2019 and 2024 Incentive Plans for employees, contractors, or other entities. |
| (2) | Related
to the transaction costs associated with the Merger. |