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TriNet Announces Second Quarter 2024 Results

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1% Growth in Total Revenues to $1.2 Billion

5% Growth in Professional Service Revenues to $186 million

Net Income per Diluted Share of $1.20 and Adjusted Net Income per Diluted Share $1.53

DUBLIN, Calif., July 26, 2024 /PRNewswire/ — TriNet Group, Inc. (NYSE: TNET), a leading provider of comprehensive human resources solutions for small and medium-size businesses, today announced financial results for the second quarter ended June 30, 2024. The second quarter highlights below include non-GAAP financial measures which are reconciled later in this release.

Second quarter highlights include:

Total revenues increased 1% to $1.2 billion as compared to the same period last year.Professional service revenues increased 5% to $186 million as compared to the same period last year.Net income was $60 million, or $1.20 per diluted share, compared to net income of $83 million, or $1.38 per diluted share, in the same period last year.Adjusted Net Income was $78 million, or $1.53 per diluted share, compared to Adjusted Net Income of $105 million, or $1.74 per diluted share, in the same period last year.Adjusted EBITDA was $136 million, compared to Adjusted EBITDA of $161 million, in the same period last year.Average WSEs increased 7% as compared to the same period last year, to approximately 351,000 and includes 18,000 PEO Platform Users.Average HRIS Users for the period was approximately 191,000.At June 30, 2024, TriNet had unrestricted cash and cash equivalents of $177 million, unrestricted investments of $228 million and total debt of $1.1 billion.

“The strength and resiliency of TriNet’s business model was once again on display with a strong second quarter,” said Mike Simonds, TriNet’s President and CEO. “In a challenging business environment for SMBs, our exceptional  service model and proprietary technology drove improved customer retention and encouraging sales results.”

Mr. Simonds continued, “As a business whose customer base is predominantly professional SMBs, TriNet is managing through the challenges of limited customer hiring and accelerated insurance cost growth. We, however, remain focused on efficient execution and delivering financial results that our investors have come to expect. Also in the quarter, we returned a considerable amount of capital to shareholders through dividends and significant share repurchases as we believe TriNet is undervalued at current prices. Looking to the second half, the TriNet team will remain focused on our customers, maintain our expense and pricing discipline, and map the path to accelerated growth in 2025 and beyond.”

Third Quarter and Full-Year 2024 Guidance

In addition to announcing our second quarter 2024 results, we provide our third quarter and full-year 2024 guidance. Non-GAAP financial measures are reconciled later in this release. Percentages reflect the increase or (decrease) from the prior year quarter and prior year end.

Q3 2024

Full Year 2024

Low

High

Low

High

Total Revenues

— %

3 %

(1) %

4 %

Professional Service Revenues

— %

3 %

1 %

5 %

Insurance Cost Ratio

91.0 %

88.0 %

89.5 %

87.5 %

Diluted net income per share of common stock

$        0.70

$        1.20

$        3.94

$        5.46

Adjusted Net Income per share – diluted

$        1.00

$        1.50

$        5.25

$        6.80

Quarterly Report on Form 10-Q

We anticipate filing our Quarterly Report on Form 10-Q (“Form 10-Q”) for the first half of 2024 with the U.S. Securities and Exchange Commission (SEC) and making it available at http://www.trinet.com today, July 26, 2024. This press release should be read in conjunction with the Form 10-Q and the related Notes to Consolidated Financial Statements and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in the Form 10-Q.

Earnings Conference Call and Audio Webcast

TriNet will host a conference call at 5:30 a.m. PT (8:30 a.m. ET) today to discuss its second quarter results for 2024 and provide third quarter and full-year financial guidance for 2024. TriNet encourages participants to pre-register for the conference call. Callers who pre-register will be given a unique PIN to gain immediate access to the call and bypass the live operator. To pre-register, go to: https://dpregister.com/sreg/10190552/fcfbde6c00. For those who would like to join the call but have not pre-registered, they can do so by dialing +1 (412) 317-5426 and requesting the “TriNet Conference Call.” The live webcast of the conference call can be accessed on the Investor Relations section of TriNet’s website at http://investor.trinet.com. Participants can pre-register for the webcast by going to: https://events.q4inc.com/attendee/742072839. A replay of the webcast will be available on this website for approximately one year. A telephonic replay will be available for two weeks following the conference call at +1 (412) 317-0088 conference ID: 1675204.

About TriNet

TriNet provides small and medium-size businesses (SMBs) with full-service industry-specific HR solutions, providing both professional employer organization (PEO) and human resources information system (HRIS) services. TriNet offers access to human capital expertise, benefits, risk mitigation, compliance, payroll, and R&D tax credit services, all enabled by industry-leading technology. TriNet’s suite of products also includes services and software-based solutions to help streamline workflows by connecting HR, benefits, employee engagement, payroll and time & attendance. Rooted in more than 30 years of supporting entrepreneurs and adapting to the ever-changing modern workplace, TriNet empowers SMBs to focus on what matters most – growing their business and enabling their people For more information, please visit TriNet.com or follow us on Facebook, LinkedIn and Instagram.

Use of Non-GAAP Financial Measures

Reconciliations of non-GAAP financial measures to TriNet’s financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. For a description of these non-GAAP financial measures, including the reasons management uses each measure, please see the section titled “Non-GAAP Financial Measures.”

Forward-Looking Statements

This press release contains, and statements made during the above referenced conference call will contain, statements that are not historical in nature, are predictive in nature, or that depend upon or refer to future events or conditions or otherwise contain forward-looking statements within the meaning of Section 21 of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, including, among other things, TriNet’s expectations and assumptions regarding: TriNet’s financial guidance for the second quarter and full-year 2024 and the underlying assumptions, the value to customers and shareholders of TriNet’s product offerings, , TriNet’s financial performance and long-term growth, and the extent, length and growth impact of current economic uncertainty. Forward-looking statements are often identified by the use of words such as, but not limited to, “ability,” “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “guidance,” “impact,” “intend,” “may,” “plan,” “predict,” “project,” “seek,” “should,” “strategy,” “target,” “value,” “will,” “would” and similar expressions or variations. Examples of forward-looking statements include, among others, TriNet’s expectations regarding the future impact of its product offerings and business model, continued sales growth and client retention, the ability to maintain our expense and pricing discipline, and long-term growth. These statements are not guarantees of future performance but are based on management’s expectations as of the date hereof and assumptions that are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from our current expectations and any past or future results, performance or achievements. Investors are cautioned not to place undue reliance upon any forward-looking statements.

Important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements include: our ability to manage unexpected changes in workers’ compensation and health insurance claims and costs by WSEs; our ability to mitigate the unique business risks we face as a co-employer; the effects of volatility in the financial and economic environment on the businesses that make up our client base; loss of clients for reasons beyond our control and the short-term contracts we typically use with our clients; the impact of regional or industry-specific economic and health factors on our operations; the impact of failures or limitations in the business systems and centers we rely upon; the impact of discontinuing our discretionary credits on our business and client loyalty and retention; changes in our insurance coverage or our relationships with key insurance carriers; our ability to improve our services and technology to satisfy client and regulatory expectations; our ability to effectively integrate businesses we have acquired or may acquire in the future; our ability to effectively manage and improve our operational effectiveness and resiliency; our ability to attract and retain qualified personnel; the effects of increased competition and our ability to compete effectively; the impact on our business of cyber-attacks, breaches, disclosures and other data-related incidents; our ability to protect against and remediate cyber-attacks, breaches, disclosures and other data-related incidents, whether intentional or inadvertent and whether attributable to us or our service providers; our ability to comply with evolving data privacy and security laws; our ability to manage changes in, uncertainty regarding, or adverse application of the complex laws and regulations that govern our business; changing laws and regulations governing health insurance and employee benefits; our ability to be recognized as an employer of worksite employees and for our benefits plans to satisfy all requirements under federal and state regulations; changes in the laws and regulations that govern what it means to be an employer, employee or independent contractor; the impact of new and changing laws regarding remote work; our ability to comply with the licensing requirements that govern our solutions; the outcome of existing and future legal and tax proceedings; fluctuation in our results of operations and stock price due to factors outside of our control; our ability to comply with the restrictions of our credit facility and meet our debt obligations; and the impact of concentrated ownership in our stock by Atairos and other large stockholders. Any of these factors could cause our actual results to differ materially from our anticipated results.

Further information on risks that could affect TriNet’s results is included in our filings with the SEC, including under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which are available on our investor relations website at https://investor.trinet.com/ and on the SEC website at https://www.sec.gov. Copies of these filings are also available by contacting TriNet Corporation’s Investor Relations Department at (510) 875-7201. Except as required by law, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements in this press release, and any forward-looking statements in this press release speak only as of the date of this press release. In addition, we do not assume any obligation, and do not intend, to update any of our forward-looking statements, except as required by law.

Contacts:

Investors:

Media:

Alex Bauer

Renee Brotherton

TriNet

TriNet

Alex.Bauer@TriNet.com

Renee.Brotherton@TriNet.com

(510) 875-7201

(925) 965-8441

Key Financial and Operating Metrics

We regularly review certain key financial and operating metrics to evaluate growth trends, measure our performance and make strategic decisions. These key financial and operating metrics may change over time. Our key financial and operating metrics for the periods presented were as follows:

Three Months Ended June 30,

Six Months Ended June 30,

(in millions, except per share and Operating Metrics data)

2024

2023

% Change

2024

2023

% Change

Income Statement Data:

Total revenues

$    1,226

$  1,209

1

%

$ 2,490

$   2,455

1

%

Operating income

80

97

(18)

202

267

(24)

Net income

60

83

(28)

152

214

(29)

Diluted net income per share of common stock

1.20

1.38

(13)

2.98

3.56

(16)

Non-GAAP measures (1):

Adjusted EBITDA

136

161

(16)

316

385

(18)

Adjusted Net income

78

105

(26)

189

256

(26)

Operating Metrics:

Insurance Cost Ratio

88 %

84 %

4

%

87 %

83 %

4

Average WSEs (2)

351,455

327,376

7

349,810

327,242

7

%

Total WSEs at period end (2)

354,028

334,046

6

354,028

334,046

6

Average HRIS Users  (3)

191,220

219,026

(13)

193,188

223,155

(13)

(1)

Refer to Non-GAAP measures definitions and reconciliations from GAAP measures under the heading “Non-GAAP Financial Measures”.

(2)

Total WSEs and Average WSEs include incremental WSEs that were charged a platform user access fee and incremental additional service recipients. These were identified as a result of our ongoing effort to ensure that our billing practices best match the expectations of our customers. Please refer to Management Discussion & Analysis in our 2024 10-Q.

 

(in millions)

June 30,
2024

December 31,
2023

% Change

Balance Sheet Data:

Working capital

103

115

(10)

%

Total assets

3,703

3,693

—

Debt

1,068

1,093

(2)

Total stockholders’ equity

100

78

28

 

Six Months Ended June 30,

(in millions)

2024

2023

% Change

Cash Flow Data:

Net cash provided by (used in) operating activities

$            (245)

$                  67

(466)

%

Net cash used in investing activities

(49)

(31)

58

Net cash used in financing activities

(178)

(100)

78

Non-GAAP measure (1):

Corporate Operating Cash Flows

$             130

$                255

(49)

(1)

Refer to Non-GAAP measures definitions and reconciliations from GAAP measures under the heading “Non-GAAP Financial Measures”.

 

TRINET GROUP, INC.
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (Unaudited)

Three Months Ended June 30,

Six Months Ended June 30,

(in millions except per share data)

2024

2023

2024

2023

Professional service revenues

$                   186

$                   177

$                   400

$                   382

Insurance service revenues

1,040

1,032

2,090

2,073

Total revenues

1,226

1,209

2,490

2,455

Insurance costs

916

868

1,823

1,720

Cost of providing services

75

79

154

156

Sales and marketing

72

70

144

139

General and administrative

47

60

95

103

Systems development and programming

17

17

35

34

Depreciation and amortization of intangible assets

19

18

37

36

Total costs and operating expenses

1,146

1,112

2,288

2,188

Operating income

80

97

202

267

Other income (expense):

Interest expense, bank fees and other

(16)

(6)

(32)

(13)

Interest income

17

20

35

38

Income before provision for income taxes

81

111

205

292

Income taxes

21

28

53

78

Net income

$                     60

$                     83

$                   152

$                   214

Other comprehensive income (loss), net of income taxes

—

(4)

(3)

(1)

Comprehensive income

$                     60

$                     79

$                   149

$                   213

Net income per share:

Basic

$                  1.21

$                  1.40

$                  3.01

$                  3.58

Diluted

$                  1.20

$                  1.38

$                  2.98

$                  3.56

Weighted average shares:

Basic

50

60

50

60

Diluted

51

60

51

60

 

TRINET GROUP, INC.
CONSOLIDATED BALANCE SHEETS (Unaudited)

June 30,

December 31,

(in millions, except share and per share data)

2024

2023

ASSETS

Current assets:

Cash and cash equivalents

$                    177

$                    287

Investments

72

65

Restricted cash, cash equivalents and investments

893

1,269

Accounts receivable, net

15

18

Unbilled revenue, net

485

447

Prepaid expenses, net

76

67

Other payroll assets

800

381

Other current assets

48

44

Total current assets

2,566

2,578

Restricted cash, cash equivalents and investments, noncurrent

163

158

Investments, noncurrent

156

143

Property and equipment, net

14

17

Operating lease right-of-use asset

21

24

Goodwill

462

462

Software and other intangible assets, net

176

172

Other assets

145

139

Total assets

$                 3,703

$                 3,693

Liabilities and stockholders’ equity

Current liabilities:

Accounts payable and other current liabilities

$                      85

$                      87

Revolving credit agreement borrowings

84

109

Client deposits and other client liabilities

70

65

Accrued wages

558

515

Accrued health insurance costs, net

182

175

Accrued workers’ compensation costs, net

43

50

Payroll tax liabilities and other payroll withholdings

1,421

1,438

Operating lease liabilities

13

14

Insurance premiums and other payables

7

10

Total current liabilities

2,463

2,463

Long-term debt, noncurrent

984

984

Accrued workers’ compensation costs, noncurrent, net

107

120

Deferred taxes

13

13

Operating lease liabilities, noncurrent

24

30

Other non current liabilities

12

5

Total liabilities

3,603

3,615

Stockholders’ equity:

Preferred stock

—

—

Common stock and additional paid-in capital

1,021

976

Accumulated deficit

(916)

(896)

Accumulated other comprehensive loss

(5)

(2)

Total stockholders’ equity

100

78

Total liabilities & stockholders’ equity

$                 3,703

$                 3,693

 

TRINET GROUP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

Six Months Ended June 30,

(in millions)

2024

2023

Operating activities

Net income

$                      152

$                      214

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

Depreciation and amortization of intangible assets

37

36

Amortization of deferred costs

21

20

Amortization of ROU asset, lease modification, impairment, and abandonment

3

2

Stock based compensation

38

28

Other

1

2

Changes in operating assets and liabilities:

Accounts receivable, net

3

(1)

Unbilled revenue, net

(38)

12

Prepaid expenses, net

(9)

(24)

Other assets

(33)

—

Other payroll assets

(419)

68

Accounts payable and other liabilities

(11)

—

Client deposits and other client liabilities

5

(27)

Accrued wages

43

—

Accrued health insurance costs, net

7

(5)

Accrued workers’ compensation costs, net

(21)

(9)

Payroll taxes payable and other payroll withholdings

(17)

(241)

Operating lease liabilities

(7)

(8)

Net cash provided by (used in) operating activities

(245)

67

Investing activities

Purchases of marketable securities

(139)

(170)

Proceeds from sale and maturity of marketable securities

125

173

Acquisitions of property and equipment and software

(35)

(34)

Net cash used in investing activities

(49)

(31)

Financing activities

Repurchase of common stock

(135)

(98)

Proceeds from issuance of common stock

7

7

Revolver drawdown

—

495

Revolver repayment

—

(495)

Awards effectively repurchased for required employee withholding taxes

(12)

(9)

Repayment of revolving credit agreement borrowings

(25)

—

Dividends paid

(13)

—

Net cash provided by (used in) financing activities

(178)

(100)

Net change in cash and cash equivalents, unrestricted and restricted

(472)

(64)

Cash and cash equivalents, unrestricted and restricted:

Beginning of period

1,466

1,537

End of period

$                      994

$                   1,473

Supplemental disclosures of cash flow information

Interest paid

$                        30

$                        12

Income taxes paid, net

$                        62

$                        58

Supplemental schedule of noncash investing and financing activities

Cash dividend declared, but not yet paid

$                        12

$                        —

Payable for purchase of property and equipment

$                          2

$                          5

Non-GAAP Financial Measures

In addition to the selected financial measures presented in accordance with U.S. Generally Accepted Accounting Principles (GAAP), we monitor other non-GAAP financial measures that we use to manage our business, to make planning decisions, to allocate resources and to use as performance measures in our executive compensation plan. These key financial measures provide an additional view of our operational performance over the long term and provide information that we use to maintain and grow our business.

The presentation of these non-GAAP financial measures is used to enhance the understanding of certain aspects of our financial performance. It is not meant to be considered in isolation from, superior to, or as a substitute for the directly comparable financial measures prepared in accordance with GAAP.

Non-GAAP Measure

Definition

How We Use The Measure

Adjusted EBITDA

• Net income, excluding the effects of:

– income tax provision,

– interest expense, bank fees and other,

– depreciation,

– amortization of intangible assets,

– stock based compensation expense,

– amortization of cloud computing arrangements, and

– transaction and integration costs.

• Provides period-to-period comparisons on a consistent basis and an understanding as to how our management evaluates the effectiveness of our business strategies by excluding certain non-recurring costs, which include transaction and integration costs, as well as certain non-cash charges such as depreciation and amortization, and stock-based compensation and certain impairment charges recognized based on the estimated fair values. We believe these charges are either not directly resulting from our core operations or not indicative of our ongoing operations.

• Enhances comparisons to the prior period and, accordingly, facilitates the development of future projections and earnings growth prospects.

• Provides a measure, among others, used in the determination of incentive compensation for management.

• We also sometimes refer to Adjusted EBITDA margin, which is the ratio of Adjusted EBITDA to total revenues.

Adjusted Net Income

• Net income, excluding the effects of:

– effective income tax rate (1),

– stock based compensation,

– amortization of intangible assets, net,

– non-cash interest expense,

– transaction and integration costs, and

– the income tax effect (at our effective tax rate (1) of these pre-tax adjustments.

• Provides information to our stockholders and board of directors to understand how our management evaluates our business, to monitor and evaluate our operating results, and analyze profitability of our ongoing operations and trends on a consistent basis by excluding certain non-cash charges.

Corporate Operating Cash Flows

• Net cash provided by (used in) operating activities, excluding the effects of:

– Assets associated with WSEs and TriNet Trust (accounts receivable, unbilled revenue, prepaid expenses, other payroll assets and other current assets) and

– Liabilities associated with WSEs and TriNet Trust (client deposits and other client liabilities, accrued wages, payroll tax liabilities and other payroll withholdings, accrued health insurance costs, accrued workers’ compensation costs, insurance premiums and other payables, and other current liabilities).

• Provides information that our stockholders and management can use to evaluate our cash flows from operations independent of the current assets and liabilities associated with our WSEs and TriNet Trust.

• Enhances comparisons to prior periods and, accordingly, used as a liquidity measure to manage liquidity between corporate and WSE and TriNet Trust related activities, and to help determine and plan our cash flow and capital strategies.

(1)

Non-GAAP effective tax rate is 25.6% for the second quarters and full years of 2024 and 2023, which excludes the income tax impact from stock-based compensation, changes in uncertain tax positions, and nonrecurring benefits or expenses from federal legislative changes.

(2)

Non-cash interest expense represents amortization and write-off of our debt issuance costs and loss on a terminated derivative.

Reconciliation of GAAP to Non-GAAP Measures

The table below presents a reconciliation of net income to Adjusted EBITDA:

Three Months Ended
June 30,

Six Months Ended

June 30,

(in millions)

2024

2023

2024

2023

Net income

$               60

$                83

$              152

$              214

Provision for income taxes

21

28

53

78

Stock based compensation

18

17

38

28

Interest expense, bank fees and other

16

6

32

13

Depreciation and amortization of intangible assets

19

18

37

36

Amortization of cloud computing arrangements

2

2

4

4

Transaction and integration costs

—

7

—

12

Adjusted EBITDA

$             136

$              161

$              316

$              385

Adjusted EBITDA Margin

11.1 %

13.3 %

12.7 %

15.7 %

The table below presents a reconciliation of net income to Adjusted Net Income and Adjusted Net Income per share – diluted:

Three Months Ended
June 30,

Six Months Ended

June 30,

(in millions, except per share data)

2024

2023

2024

2023

Net income

$               60

$               83

$               152

$               214

Effective income tax rate adjustment

—

—

1

3

Stock based compensation

18

17

38

28

Amortization of intangible assets

5

5

10

11

Non-cash interest expense

1

1

1

1

Transaction and integration costs

—

7

—

12

Income tax impact of pre-tax adjustments

(6)

(8)

(13)

(13)

Adjusted Net Income

$               78

$             105

$               189

$               256

GAAP weighted average shares of common stock – diluted

51

60

51

60

Adjusted Net Income per share – diluted

$           1.53

$           1.74

$              3.70

$              4.24

The table below presents a reconciliation of net cash provided by operating activities to Corporate Operating Cash flows:

Six Months Ended

June 30,

(in millions)

2024

2023

Net cash provided by (used in) operating activities

$               (245)

$                   67

  Less: Change in WSE & TriNet Trust related other current assets

(439)

89

  Less: Change in WSE & TriNet Trust related current liabilities

64

(277)

Net cash used in operating activities – WSE & TriNet Trust

$               (375)

$               (188)

Net cash provided by operating activities – Corporate

$                 130

$                 255

Reconciliation of GAAP to Non-GAAP Measures for the third quarter and full-year 2024 guidance.

Low and high percentages represent increases (decreases) from the same periods in the previous year.

The table below presents a reconciliation of net income to Adjusted Net Income and Adjusted Net Income per share – diluted:

Q3 2023

Q3 2024 Guidance

FY 2023

Year 2024 Guidance

(in millions, except per share data)

Actual

Low

High

Actual

Low

High

Net income

$              94

(63) %

(36) %

$            375

(47) %

(27) %

Effective income tax rate adjustment

(2)

(4)

(10)

(2)

153

41

Stock based compensation

15

10

10

59

27

27

Amortization of intangible assets

5

8

8

20

(5)

(5)

Non-cash interest expense

—

(100)

(100)

2

(47)

(47)

Transaction and integration costs

3

(100)

(100)

17

(100)

(100)

Income tax impact of pre-tax adjustments

(6)

(6)

(6)

(25)

(3)

(3)

Adjusted Net Income

$            109

(55) %

(32) %

$            446

(41) %

(23) %

GAAP weighted average shares of common stock – diluted

58

57

Adjusted Net Income per share – diluted

$           1.91

$        1.00

$         1.50

$           7.81

$       5.25

$       6.80

 

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SOURCE TriNet Group, Inc.

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OASE+ and Elsevier Agree Next-Phase Read and Publish Agreement to Expand Open Access Publishing in Japan

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A new three-year term removes the annual cap on open access publishing under the Read and Publish agreement and extends eligibility beyond universities

TOKYO, Oct. 26, 2026 /PRNewswire/ — OASE+ (Open Access for Scholarly Empowerment +), the collective negotiating body established with Japanese government support to advance the country’s national open access policy, and Elsevier, a global leader in advanced information and decision support, have agreed a read-and-publish agreement covering 2027 to 2029.

The agreement further develops the framework established by Elsevier in partnership with the Japan Alliance of University Library Consortia for E-Resources (JUSTICE) for 2024 to 2026. Under this framework Japanese research institutions are able to expand open access publishing at a pace suited to their individual circumstances while maintaining access to scholarly journals.

From 2027, researchers at participating institutions will be able to publish open access in eligible Core Hybrid journals, subject to the terms of the agreement and without an annual cap on the number of open access articles. The decision to publish open access will rest with the researcher and the research itself, giving researchers greater flexibility in choosing open access publishing and greater certainty in meeting their funders’ and institutions’ open access requirements.             

A separate agreement applies the same approach to Cell Press. For institutions that subscribe to Cell Press Hybrid titles, reading access and open access publishing will cover the subscribed titles. The agreement will also have no annual cap on the number of open access articles and run from 2027 to 2029.

The agreement also extends eligibility for the first time beyond universities to national research and development agencies, opening participation to a substantial part of Japan’s publicly funded research base.

Japan is one of the world’s largest producers of scientific research. Wider open access publishing increases the international visibility of that research, supports collaboration across borders, and helps ensure Japanese findings inform science, practice and policy well beyond Japan. It also advances the objectives of the Japanese government’s National Policy on Promoting Open Access to Publicly Funded Scholarly Publications and Scientific Data.

The agreement follows extended discussions between OASE+ and Elsevier and reflects the findings of a survey of the needs of institutes that expressed interest in the Read and Publish agreement, as well as experience gained through the current framework.

Professor Yasuteru Shigeta of the University of Tsukuba, Chair of OASE+, said: “In 2024, OASE was established under the Japanese government’s ‘National Policy on Promoting Open Access to Publicly Funded Scholarly Publications and Scientific Data’. Through collaboration with JUSTICE, OASE has since strengthened its framework as OASE+. This enhanced structure enabled constructive negotiations with Elsevier, building upon the achievements and experience gained through the pilot proposal implemented for JUSTICE through 2026. As a result, we are pleased that researchers will be able to publish open access in Core Hybrid journals without any cap on the number of articles, and that Cell Press Hybrid journals are now also available under a Read and Publish agreement. While there should be multiple valid approaches to advancing open access, we hope that this agreement will serve as one of those pathways and help enhance the visibility of research from Japan to create positive impact.”

Gemma Hersh, Senior Vice President, Sales and Commercial Director, Primary Research, Elsevier, said: “We are delighted that this new agreement with OASE+ will enable us to further develop our long-standing partnership with the Japanese research community. We are grateful to OASE+ and the institutions that expressed interest in the agreement for the collaboration and pragmatism they brought to our discussions, and for helping to establish a framework with broader reach across Japan’s research base. Japan’s research is of global importance, and this agreement will help ensure more of it is openly available to researchers around the world.”

Further information is available from OASE+ and on Elsevier’s open access agreements page.

Notes to editors

A Read and Publish agreement combines, in a single contract, the subscription fees research institutions paid publishers for access to scholarly articles with the fees for publishing articles open access (article publishing charges, or APCs).

Core Hybrid journals are subscription-based journals that also give authors the option to publish individual articles open access. Under the 2027 to 2029 agreement, open access publishing in eligible Core Hybrid journals is available without an annual open access publishing limit.

Cell Press Hybrid journals are subscription-based Cell Press journals that also give authors the option to publish individual articles open access. A companion agreement covering 2027 to 2029 applies to Cell Press Hybrid journals, under which reading access and open access publishing are aligned to the Cell Press Hybrid journals an institution subscribes to, without an annual open access publishing limit.

Institutions that have expressed interest will not necessarily enter into the agreement immediately. Each institution reviews the terms and decides independently whether to participate, and contract commencement dates will vary. Institutions wishing to participate must submit an expression of interest through OASE+. As of October 21, 167 institutions have expressed interest in the agreement with Elsevier.

About OASE+

OASE+ (Open Access for Scholarly Empowerment +) is a team supported by the Japanese government working to establish a collective bargaining framework, led by universities and other research institutions, for negotiations with academic publishers. Through discussions with global academic publishers, OASE+ aims to contribute to the realization of the Japanese government’s National Policy on Promoting Open Access to Publicly Funded Scholarly Publications and Scientific Data.

OASE+ succeeds the activities of OASE, which was established in 2024, and operates as a joint initiative involving the Japan Alliance of University Library Consortia for E-Resources (JUSTICE) and OASE to promote open access to scholarly publications. For more information, visit the OASE+ website.

About Elsevier

Elsevier is a global leader in advanced information and decision support. For over a century, we have been helping advance science and healthcare to advance human progress. We support academic and corporate research communities, doctors, nurses, future healthcare professionals, and educators across 170 countries in their vital work. We help impact makers achieve better outcomes with research and clinical-grade solutions built on the world’s leading evidence-based scientific and medical content, precision AI, and expert human assessment. We champion inclusion and sustainability, working with the communities that we serve. The Elsevier Foundation supports research and health partnerships around the world.

Elsevier is part of RELX, a global provider of information-based analytics and decision tools for professional and business customers. For more information, visit www.elsevier.com and follow us on social media @elsevierconnect.

 

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uSMART and PIVOT Fintech Introduce GlobalSave Portfolios Balanced Strategy on FollowSmart

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SINGAPORE, Oct. 26, 2026 /PRNewswire/ — uSMART Securities (Singapore) Pte. Ltd. (“uSMART”) has announced the addition of the PIVOT- GlobalSave Portfolios Balanced Strategy to its FollowSmart platform. Managed by PIVOT Fintech Pte. Ltd. (“PIVOT”), the strategy is being made available through uSMART’s digital platform as part of the companies’ collaboration to provide investors with access to professionally managed investment strategies. Investors can find information about available strategies via the uSMART App at uSMART Securities. 

Streamlining Operations for Fund Management Companies

Offering professionally managed investment strategies to a wider investor base can involve significant technology, operational and client servicing requirements. FollowSmart provides a digital workflow supporting account onboarding, trade implementation, position monitoring, valuation and client reporting. The platform is designed to help investment managers handle these operational processes while focusing on portfolio management.

Empowering Investors with a Digital Marketplace

For individual investors, FollowSmart provides a digital platform for exploring professionally managed investment strategies. Available strategies span different asset classes, global markets and risk profiles. Users can review information such as investment philosophy, historical performance and the credentials of the management team, and monitor their portfolios over time. These features may help investors assess which available strategies are relevant to their own objectives and circumstances.

The PIVOT- GlobalSave Portfolios Balanced Strategy

uSMART is acting as an authorized distributor of the PIVOT- GlobalSave Portfolios Balanced Strategy, which is managed by MAS-regulated PIVOT Fintech. The investment team is led by Victor Lye. The strategy uses a quantitative investment approach informed by Modern Portfolio Theory (MPT). It invests in U.S.-listed ETFs across equities, fixed income, commodities and real estate to build globally diversified portfolios. Asset allocation weights are adjusted in response to macroeconomic trends, with the objective of balancing expected returns and risk for medium- to long-term investors.

Expanding the FollowSmart Ecosystem

The addition of PIVOT Fintech is part of uSMART’s ongoing development of the FollowSmart platform and its network of investment managers. Other strategies recently added to the platform include the Global Quantitative Core Growth Strategy by Sunova Capital Management and the JMC Absolute Return Strategy by JMC Capital Asset Management. Together, these offerings provide investors with access to a range of professionally managed investment approaches.

About uSMART Securities (Singapore) Pte Ltd – uSMART Securities (Singapore) Pte Ltd, established on March 22, 2021, is the Singapore entity under uSMART Group (uSmart Holding Ltd.). The company holds a Capital Markets Services (CMS) Licence (Licence No. CMS101161) regulated by the Monetary Authority of Singapore (MAS). Based in Singapore, it provides financial services through the uSMART platform. Its products include US, Hong Kong, Singapore, Japan and UK stocks, options, futures, ETFs, funds, Contracts for Difference (CFDs) and forex products. Its services include trading tools, client account services, risk management arrangements and segregated client fund accounts.

About PIVOT Fintech – PIVOT Fintech Pte. Ltd. (UEN 201716150D) holds a Capital Markets Services Licence (CMS100806) regulated by the Monetary Authority of Singapore and serves as the Investment Manager of the Strategy. PIVOT’s investment team is led by its founder, Victor Lye, who has over 35 years of senior leadership experience across wealth management, insurance, fintech, and artificial intelligence. He holds a First-Class Honours Degree in Economics and Accounting from the University of Adelaide and is a Chartered Financial Analyst (CFA) and Certified Financial Planner (CFP).

Risk Disclaimer – Investment involves risks. Past performance is not indicative of future performance. Investors should carefully consider their investment objectives, financial situation and risk tolerance before making any investment decision. This material is provided for information and reference purposes only and does not constitute an offer, solicitation, recommendation or investment advice. This advertisement has not been reviewed by the Monetary Authority of Singapore.

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SOURCE uSMART Securities (Singapore) Pte Ltd

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FFR to Hold Listing Ceremony and Investor Day on October 26; FFAI Announces Rescheduling of YT Jia’s Investor Weekly Report to October 26

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Faraday Future announced that this week’s Investor Weekly Report from FF Founder and Global CEO YT Jia has been rescheduled to October 26.FF EAI Robotics Ecosystem Inc. (NASDAQ: FFR) will hold its Listing Ceremony and Investor Day on October 26.FFR management will outline the company’s future strategic direction and business plans and engage with investors in attendance.The full event video will be available at 5:00 p.m. ET on October 26 at: https://www.ff.com/us/

LOS ANGELES, Oct. 25, 2026 /PRNewswire/ — FF EAI Robotics Ecosystem Inc. (NASDAQ: FFR) (“FFR” or the “Company”), a U.S.-listed Embodied AI (“EAI“) robotics ecosystem company, today highlighted an update from Faraday Future Intelligent Electric Inc. (NASDAQ: FFAI) (“Faraday Future” or “FF“) that this week’s Investor Weekly Report from FF Founder and Global CEO YT Jia has been rescheduled to October 26.

FF EAI Robotics Ecosystem Inc. (NASDAQ: FFR) will hold its Listing Ceremony and Investor Day on October 26, 2026. During the event, FFR management will outline the company’s future strategic direction and business plans and engage with investors in attendance.

The full event video will be available at 5:00 p.m. ET on October 26 at: https://www.ff.com/us/

About FF EAI Robotics Ecosystem Inc.  

FF EAI Robotics Ecosystem Inc. (NASDAQ: FFR) (renamed from AIxCrypto Holdings, Inc. and AIXC, effective September 30, 2026) is a U.S.-based Embodied AI (EAI) robotics company that is in the process of acquiring the FF EAI Robotics business. Upon completion of the acquisition, the Company will focus on the research and development, manufacturing, commercialization, and deployment of intelligent robotic technologies, products, and industry solutions.    

The Company is committed to building a “Four-Core Full-Stack” AI ecosystem covering the full lifecycle of robotics, consisting of EAI Brain & Developer Platform, EAI Devices, Industry Productivity Solutions, and EAI Data Factory. Guided by the technology and product philosophy of “One Brain, Multi-forms, Multi-capabilities,” the Company aims to empower humanoid, biomimetic, and other robotic form factors through a unified EAI Brain, while continuously expanding their multi-task and multi-scenario capabilities. The ecosystem is designed to support the full robotics lifecycle, including R&D, deployment, data collection and training, operations, and commercial applications.    

The FF EAI Robotics business has already achieved commercial deliveries of humanoid and biomimetic robotic products. Through its multi-form-factor robotic products, EAI technology platform, closed-loop data capabilities, and industry solutions, the business continues to advance the scaled adoption of robotics across real-world applications. The Company also operates RoboShare, a robot-sharing and services platform designed to connect robotic assets, service capabilities, customer demand, and ecosystem partners, further strengthening its robotics commercialization and service ecosystem.   

For more information, visit www.ff.com.   

ABOUT FARADAY FUTURE

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

FFR Forward-Looking Statements 

This communication, including any presentation, press release, investor materials or other document of which it forms a part (this “Communication”), contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, as amended, and other securities laws, regarding FF EAI Robotics Ecosystem Inc. (“FFR,” the “Company,” “us,” “our,” or “we”) and our industry. All statements, whether written or oral, other than statements of historical fact, including any financial projections and any statements regarding future events, our strategy, our transition to robotics operations, our plans for RoboShare, our digital asset disposition plans, the proposed acquisition of the FF EAI Robotics business, the projections referenced in this communication, our name and ticker change, any related financing, and the anticipated benefits and timing of the foregoing, our objectives, expectations, or anticipated actions or results, are forward-looking statements. You can often identify forward-looking statements by words such as “may,” “might,” “will,” “shall,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential,” “goal,” “objective,” “seeks,” “likely,” or “continue,” or the negative of these terms or other similar expressions; the absence of these words does not mean a statement is not forward-looking. These statements reflect our current expectations and projections about future events as of the date of this Communication and are necessarily based on estimates and assumptions that, while considered reasonable by management, are inherently uncertain. FFR can give no assurance that such forward-looking statements or financial projections will prove to be correct.

Actual results may differ materially from those expressed or implied by these forward-looking statements as a result of numerous risks and uncertainties, both general and specific, including, but not limited to: 

The proposed acquisition transaction and PIPE. The definitive agreements may be terminated in accordance with their terms, and the proposed transactions may not be completed on the terms described or at all; the conditions to closing, including the completion of FFAI’s internal restructuring of the robotics business, the execution of key employee agreements and other customary conditions, and the parties’ ability to satisfy them; the risk that the stockholder approval required under Nasdaq listing rules for the conversion of the preferred stock issued as consideration is not obtained or is delayed, and the effect of the conversion restrictions and the information statement process on the timing of conversion; the timing of the transaction and the costs of pursuing it; the issuance of a substantial number of shares as consideration and the resulting dilution to existing stockholders; the fact that the counterparty is our controlling stockholder, that it will hold a substantial majority of our outstanding shares following closing, that certain members of management serve both companies, and the conflicts of interest inherent in the transaction; the risk that the agreed valuations do not reflect the market value of our shares or of the acquired business; our dependence on the counterparty for transition, supply and support following any closing; the scope and enforceability of the non-competition and governance arrangements; the consequences of the transaction under Nasdaq listing rules, including the possibility that Nasdaq determines that the transaction requires us to satisfy initial listing requirements in connection with a business combination, change of control or change in the nature of our business; the risk that the PIPE financing, on which the transaction is not conditioned, is not completed on the anticipated terms or at all; the risk of litigation relating to the transaction; our ability to integrate and operate the acquired business; and the risk that the acquired business performs differently than anticipated. 

Projections. The projections referenced in this communication were prepared by FFAI management for the FF EAI Robotics business on a standalone basis and do not reflect our existing business, transaction-related expenses or the combined company. We have not independently verified them or adopted them as guidance. They were not prepared with a view toward public disclosure or toward compliance with the published guidelines of the Securities and Exchange Commission or the American Institute of Certified Public Accountants regarding prospective financial information, and no independent registered public accounting firm has examined, compiled or performed any procedures with respect to them, and none expresses an opinion or any other form of assurance with respect to them. The projections reflect estimates and assumptions that are inherently uncertain and subject to change, including through due diligence and the review of our special committee and its financial advisor. Actual results are likely to differ, and may differ materially. 

Liquidity, capital and going concern. Our limited cash and liquidity position and our history of operating losses and negative operating cash flow; substantial doubt regarding our ability to continue as a going concern, as described in our periodic reports; our need to obtain additional financing on acceptable terms or at all, and the substantial dilution to existing stockholders that additional financing may cause, including any financing completed in connection with the proposed transaction, which may not be completed or may be on less favorable terms than anticipated; our ability to fund operations pending and following the disposition of our digital asset positions; and our ability to satisfy the continued listing requirements of The Nasdaq Stock Market, including stockholders’ equity, minimum bid price and other applicable standards. 

Our strategic transition and the disposition of digital assets. Risks associated with a fundamental shift in our business strategy and the redeployment of resources from a digital asset treasury strategy to robotics operations; our ability to execute the disposition of our digital asset positions in an orderly manner and on acceptable terms; the risk that amounts realized on disposition are materially less than carrying value as a result of price volatility, market depth, execution timing, custody or transfer constraints, or other limitations; tax, accounting and regulatory consequences of the dispositions; the continued volatility and regulatory uncertainty associated with digital assets and cryptocurrencies during the wind-down period; the concentration of a substantial portion of our assets in a single equity investment, including an investment in a related party, and the illiquidity, valuation uncertainty, holding-period and transfer restrictions associated with that investment; and risks arising from our relationships and agreements with related parties and significant stockholders.  

Our robotics operations business. Our limited operating history in robotics operations and commercialization and the absence of a meaningful revenue history; the early stage of RoboShare and the risk that customer demand, repeat demand, pricing, utilization or unit economics do not develop as anticipated; our dependence on a small number of customers, on a single initial geographic market, and on individual events or engagements, and the risk that the loss of, or a change in the terms of, any such relationship has a disproportionate effect; our dependence on third-party robot owners, operators, suppliers, original equipment manufacturers and local partners, and on their willingness to make robots available on our platform; risks relating to the availability, cost, quality, maintenance, transport, insurance and technological obsolescence of robots and related equipment, and to supply chains, tariffs and trade measures affecting them; and our ability to expand into additional markets and to attract and retain participants on both sides of our marketplace. 

Operations, safety and liability. Risks of property damage, personal injury or death arising from the operation of humanoid robots, quadrupeds and other autonomous or semi-autonomous machines in proximity to performers, employees, guests and the public, including at live events and in uncontrolled environments; product liability, premises liability, negligence and related claims and the adequacy, scope, availability and cost of our insurance coverage and of contractual indemnities from customers, owners and suppliers; the allocation of responsibility among us, robot owners, venues, event producers and customers; permitting, licensing, occupational safety and event-specific regulatory requirements; and the reputational consequences of any safety incident. 

Technology, data and intellectual property. Systems, network, telecommunications or service disruptions, failures, defects or cyber-attacks; the performance, reliability and autonomy limitations of robotic systems and of the software, models and networks that support them; our collection, use, storage, transmission and protection of personal information, including images and any biometric or biometric-adjacent data captured in the course of robot deployments, and evolving privacy, biometric and artificial intelligence laws and regulations across the jurisdictions in which we operate or intend to operate; our ability to obtain, maintain, protect and enforce our intellectual property rights and to defend against third-party claims of infringement or misappropriation; and our reliance on third-party technology, platforms and licenses. 

Legal, regulatory and general. The regulated industries and jurisdictions in which we operate; current or future laws or regulations and new interpretations of existing laws or regulations, including those applicable to digital assets, robotics, autonomous systems, consumer protection, advertising and endorsements; the risk that our marketplace arrangements, or the manner in which they are described, are characterized differently than we intend by regulators or courts; the failure of counterparties to perform their contractual obligations; litigation, regulatory inquiries, investigations and enforcement actions, and their costs and outcomes; business, economic, market and capital-market conditions; competition in our industry; changes in market demand for, and the pricing of, our products and services; our ability to define, design and release new products and services in a timely manner that meet customer needs; our ability to attract, retain and motivate qualified personnel, including key management; our ability to manage our growth and our transition; and our ability to maintain effective internal control over financial reporting and disclosure controls and procedures. 

This list of factors is not exhaustive. Additional risks and uncertainties are described more fully in our filings with the U.S. Securities and Exchange Commission (the “SEC”), including our Annual Report on Form 10-K for the year ended December 31, 2025, our Quarterly Reports on Form 10-Q, and our subsequent filings, which are available on the SEC’s website at www.sec.gov. Investors are urged to review the liquidity, capital resources and going concern disclosures contained in those reports.  

The forward-looking statements in this Communication speak only as of the date hereof. Except as required by law, neither FFR nor any other person undertakes any obligation to update or revise any forward-looking statement or financial projection set out herein, whether as a result of new information, future events or otherwise. This Communication is provided for informational purposes only, does not constitute an offer to sell or the solicitation of an offer to buy any security, and does not constitute investment, tax or legal advice or any investment recommendation, and does not take into account the investment objectives or financial situation of any person. FFR reserves the right to amend or replace the information contained herein, in whole or in part, at any time, and undertakes no obligation to notify any recipient thereof. Readers are cautioned not to place undue reliance on these forward-looking statements. This caution is made under, and these forward-looking statements are intended to be covered by, the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.

FFAI FORWARD LOOKING STATEMENTS 

Important factors that may affect actual results or outcomes include, among others: the Company’s ability to continue as a going concern and improve its liquidity and financial position; the Company’s ability to pay its outstanding obligations, which it currently lacks; the availability of sufficient share capital to meet its current obligations and execute on its strategy; the willingness of convertible debt investors to fund the Company; demand for the Company’s robotics products; competition in the robotics industry, which includes companies with far superior experience, funding and name recognition; the ability of the Company to build an EAI education ecosystem that serves both the B2C consumer market and the B2B institutional education market; the acceptance by teachers and students of the Company’s robotics products in the education market; the ability of the Company to expand into additional markets for its robotics products; the Company’s reliance on a single OEM for most of its robotics products; the Company’s reliance on Chinese OEMs for all of its robotics products; the possibility of the federal government banning imports of Chinese robotics products; the Company’s ability to get the planned robotics products to comply with all applicable U.S. rules and regulations; the ability of the robotics OEM to timely supply robotics to the Company; tariff uncertainty for imported products, particularly from China; the ability of the Company to close its transaction with FF EAI Robotics Ecosystem Inc. (FFR) for the sale of its robotics business; demand from automobile dealers for robotics products; the Company’s ability to homologate FX vehicles for sale; the Company’s ability to secure the necessary funding to execute on the FX strategy, which is substantial; the Company’s ability to secure an occupancy certificate covering all of its Hanford facility; the Company’s ability to remediate its material weaknesses in internal control over financial reporting and the risks related to the restatement of previously issued consolidated financial statements; the Company’s limited operating history and the significant barriers to growth it faces; the Company’s history of substantial losses and expectation of continued losses; the success of the Company’s payroll expense reduction plan; the Company’s ability to execute on its plans to develop and market its vehicles and the timing of these development programs; the Company’s ability to execute on its plans to enter the robotaxi and cybercab industries; the Company’s estimates of the size of the markets for its vehicles and cost to bring those vehicles to market; the rate and degree of market acceptance of the Company’s vehicles; the Company’s ability to cover future warranty claims; the success of other competing manufacturers; the performance and security of the Company’s vehicles; current and potential litigation involving the Company; the Company’s ability to receive funds from, satisfy the conditions precedent of and close on the various financings described elsewhere by the Company; the result of future financing efforts, the failure of any of which could result in the Company seeking protection under the Bankruptcy Code; the Company’s indebtedness; the Company’s ability to use its “at-the-market” program; insurance coverage; general economic and market conditions impacting demand for the Company’s products; potential negative impacts of a reverse stock split; potential cost, headcount and salary reduction actions may not be sufficient or may not achieve their expected results; circumstances outside of the Company’s control, such as natural disasters, climate change, health epidemics and pandemics, terrorist attacks, and civil unrest; risks related to the Company’s operations in China; the success of the Company’s remedial measures taken in response to the Special Committee findings; the Company’s dependence on its suppliers and contract manufacturer; the Company’s ability to develop and protect its technologies; the Company’s ability to protect against cybersecurity risks; and the ability of the Company to attract and retain employees, any adverse developments in existing legal proceedings or the initiation of new legal proceedings; the volatility of the Company’s stock price; the ability of the Company to maintain its stock price above $1.00; and the ability of the Company to maintain compliance with Nasdaq regulations for continued listing. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the Company’s Form 10-Q for the quarter ended June 30, 2026, filed with the SEC on August 13, 2026; the quarter ended March 31, 2026, filed with the SEC on May 14, 2026; and Form 10-K filed with the SEC on March 31, 2026, and other documents filed by the Company from time to time with the SEC.  

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SOURCE FF EAI Robotics Ecosystem Inc.

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