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BOXABL Unveils Rego-Brix Concept for Radiation Shielding Using Lunar Regolith

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Concept proposes modular building blocks designed to convert local moon dust into protective habitat shielding

LAS VEGAS, June 11, 2026 /PRNewswire/ — BOXABL today introduced Rego-Brix, a BOXABL developed, radiation-shielding system designed to address one of the most significant obstacles facing long-duration human habitation beyond Earth: exposure to galactic cosmic radiation. The new concept focuses on utilizing regolith—the loose rock and dust covering the lunar surface—to create modular shielding structures that can surround habitats without requiring large quantities of protective material to be launched from Earth.

The concept is presented in BOXABL’s video “DON’T DIE ON THE MOON (Part 2) — Rego-Brix by BOXABL,” which explores radiation protection for future lunar settlers. The video outlines how locally sourced regolith could be incorporated into modular shielding systems to reduce launch requirements and support long-term habitation.

While transportation and deployment remain critical considerations for lunar infrastructure, long-term astronaut safety presents an equally important challenge. According to NASA, galactic cosmic rays are constantly present from all directions in environments with little or no atmosphere — such as space or the Moon. Long-term exposure has been linked to DNA damage, increased cancer risk, cognitive and memory impairment, heart disease, cataracts, and potentially accelerated aging and neurodegenerative conditions.

The Rego-Brix system provides a practical approach to mitigating that risk by leveraging materials already available at the destination. The concept consists of modular, nestable components that can be transported efficiently and subsequently filled with local regolith to form protective barriers around living quarters. Designed to fold flat for transport and expand on-site, the system seeks to dramatically reduce the volume required to launch shielding materials from Earth.

“The moon has plenty of dust and rock, but very little natural protection from radiation,” said BOXABL CEO Paolo Tiramani. “Rego-Brix was conceived around a simple idea: use what’s already there. By creating a structured system designed to hold and organize lunar regolith around habitats, we set out to explore whether local materials could help address one of the most significant challenges facing long-term human presence beyond Earth. We believe technologies that leverage in-situ resources will play an important role in the future of space settlement.”

Rego-Brix is envisioned as a complementary system to UFO (BOXABL’s foldable habitat unit), creating a two-part approach to early-stage off-world settlement: rapidly deployable habitats paired with locally sourced radiation shielding. Together, the concepts explore how future explorers may one day establish safer, more sustainable living environments on the moon and beyond.

BOXABL, which holds patents related to the Rego-Brix concept, has stated that it intends to make the Rego-Brix concept available on a royalty-free basis, reflecting the company’s belief that technologies supporting astronaut safety and long-term habitation may benefit from broad collaboration across the global space community.

BOXABL is currently completing a merger with FG Merger II Corp. (Nasdaq: FGMC), which will result in the combined company listing on Nasdaq under the ticker symbol ‘BXBL’.

About BOXABL

BOXABL is transforming the housing market with its modular building systems designed to deliver affordable, high-quality homes at unprecedented speed. Founded in 2017, BOXABL’s innovative approach has attracted worldwide attention as it aims to solve housing challenges for individuals and communities alike. BOXABL’s flagship product, the Casita, is a 361 square foot studio unit with a full kitchen, bathroom, and utilities. The Casita unfolds on-site in less than an hour and is manufactured inside BOXABL’s facilities. BOXABL also has announced the Baby Box, a smaller 120 square foot unit built to RV code, intended for simpler, no foundation setups. BOXABL is also developing stackable and connectable box models that can be combined to form townhomes, multifamily units, or larger single-family homes.

https://www.boxabl.com/ir

About FG Merger II Corp. (Nasdaq FGMC)

FG Merger II Corp. (Nasdaq: FGMC) is a blank check company, also commonly referred to as a special purpose acquisition company, or SPAC, formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities.

https://fgmerger.com/

Additional Information About the Proposed Transaction and Where to Find It

Additional information about the transaction, including a copy of the merger agreement, has been filed by FGMC in a Current Report on Form 8-K with the U.S. Securities and Exchange Commission (the “SEC”). FGMC has filed a registration statement on Form S-4 (the “Registration Statement”) with the SEC, which has been declared effective, and a prospectus pursuant to Rule 424(b) under the Securities Act (the “Prospectus”), which includes the definitive proxy statement distributed to FGMC’s stockholders and BOXABL’s stockholders in connection with the Special Meetings and the securities to be issued to BOXABL’s stockholders in connection with the completion of the proposed transaction. The definitive proxy statement/prospectus and other relevant documents were mailed to BOXABL stockholders and FGMC stockholders as of the record date established for voting on the proposed transaction. Before making any investment decision, FGMC and BOXABL stockholders and other interested persons are advised to read the definitive proxy statement/prospectus, as well as other documents filed with the SEC by FGMC in connection with the proposed transaction, as these documents contain important information about FGMC, BOXABL and the proposed transaction. Stockholders may obtain a copy of the definitive proxy statement/prospectus, as well as other documents filed by FGMC with the SEC, without charge, at the SEC’s website located at www.sec.gov or by directing a written request to FG Merger II Corp., 104 S. Walnut Street, Unit 1A, Itasca, IL 60143 or to BOXABL, 5345 E North Belt Rd, Las Vegas, NV 89115.

Forward-Looking Statements

This communication includes “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements may be identified by the use of words such as “plan,” “project,” “will,” “estimate,” “intend,” “expect,” “believe,” “target,” “continue,” “could,” “may,” “might,” “possible,” “potential,” “predict” or similar expressions that predict or indicate future events or trends or that are not statements of historical matters. We have based these forward-looking statements on current expectations and projections about future events. These statements include: projections of market opportunity and market share; estimates of customer adoption rates and usage patterns; projections of development and commercialization costs and timelines; expectations regarding BOXABL’s ability to execute its business model and the expected financial benefits of such model; expectations regarding BOXABL’s ability to attract, retain, and expand its customer base; BOXABL’s deployment of Casita; BOXABL’s expectations concerning relationships with strategic partners, suppliers, governments, regulatory bodies and other third parties; future ventures or investments in companies, products, services, or technologies; development of favorable regulations and government incentives affecting BOXABL’s markets; the potential benefits of the proposed transaction and expectations related to its terms and timing; and the potential for BOXABL to increase in value.

These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions, many of which are beyond the control of BOXABL and FGMC.

These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such statements. Such risks and uncertainties include: that BOXABL is pursuing an emerging technology, faces significant technical challenges and may not achieve commercialization or market acceptance; BOXABL’s historical net losses and limited operating history; BOXABL’s expectations regarding future financial performance, capital requirements and unit economics; BOXABL’s use and reporting of business and operational metrics; BOXABL’s competitive landscape; BOXABL’s dependence on members of its senior management and its ability to attract and retain qualified personnel; the capital requirements of BOXABL’s business plans and the potential need for additional future financing; BOXABL’s ability to manage growth and expand its operations; potential future acquisitions or investments in companies, products, services or technologies; BOXABL’s reliance on strategic partners and other third parties; BOXABL’s ability to maintain, protect and defend its intellectual property rights; risks associated with privacy, data protection or cybersecurity incidents and related regulations; the use and regulation of artificial intelligence and machine learning; uncertainty or changes with respect to laws and regulations; uncertainty or changes with respect to taxes, trade conditions and the macroeconomic environment; the combined company’s ability to maintain internal control over financial reporting and operate as a public company; the possibility that required regulatory approvals for the proposed transaction are delayed or are not obtained, which could adversely affect the combined company or the expected benefits of the proposed transaction; level of redemptions by FGMC stockholders in connection with the proposed transaction, which could leave the combined company with insufficient cash to execute its business plans; the occurrence of any event, change, or other circumstance that could give rise to the termination of the merger agreement; the outcome of any legal proceedings or government investigations that may be commenced against BOXABL or FGMC; failure to realize the anticipated benefits of the proposed transaction; the ability of FGMC or the combined company to issue equity or equity-linked securities in connection with the proposed transaction or in the future; and other factors described in FGMC’s and BOXABL’s filings with the SEC. Additional information concerning these and other factors that may impact such forward-looking statements can be found in filings and potential filings by BOXABL, FGMC or the combined company resulting from the proposed transaction with the SEC, including under the heading “Risk Factors.” If any of these risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. In addition, these statements reflect the expectations, plans and forecasts of BOXABL’s and FGMC’s management as of the date of this communication; subsequent events and developments may cause their assessments to change. While BOXABL and FGMC may elect to update these forward-looking statements at some point in the future, they specifically disclaim any obligation to do so. Accordingly, undue reliance should not be placed upon these statements.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this communication, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements.

An investment in FGMC is not an investment in any of its founders’ or sponsors’ past investments, companies or affiliated funds. The historical results of those investments are not indicative of future performance of FGMC, which may differ materially from the performance of our founders’ or sponsors’ past investments.

Participants in the Solicitation

FGMC, BOXABL and certain of their respective directors, executive officers and other members of management and employees may, under SEC rules, be deemed to be participants in the solicitation of proxies from FGMC’s stockholders in connection with the proposed transaction. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of FGMC’s and BOXABL’s stockholders in connection with the proposed transaction as set forth in the joint proxy statement/prospectus filed by FGMC and BOXABL with the SEC. You can find more information about FGMC’s directors and executive officers in FGMC’s and BOXABL’s joint proxy statement/prospectus dated May 12, 2026, and in periodic reports filed by FGMC with the SEC. You can find more information about BOXABL’s directors and executive officers in its Annual Report on Form 10-K, filed with the SEC on March 27, 2026. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests will be included in the proxy statement/prospectus when it becomes available. Stockholders, potential investors and other interested persons should read the proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents from the sources described above.

No Offer or Solicitation

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This communication is not, and under no circumstances is to be construed as, a prospectus, an advertisement or a public offering of the securities described herein in the United States or any other jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or exemptions therefrom. INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OR THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

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SOURCE Boxabl

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Media advisory – Minister Hodgson to make energy announcement

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VANCOUVER, BC, Nov. 12, 2026 /CNW/ — The Honourable Tim Hodgson, Minister of Energy and Natural Resources, will make a funding announcement for a liquefied natural gas project that will strengthen Canada’s energy sector and exports. He will be joined by Premier Designate Lorne Doerkson. Media availability will follow. 

Date: Friday, November 13, 2026

Time: 10:30 a.m. PT

All accredited media are asked to pre-register by emailing media@nrcan-rncan.gc.ca. Details on how to participate will be provided upon registration.

Follow Natural Resources Canada on LinkedIn

SOURCE Natural Resources Canada

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Tellus Raises Reserve Account Rate to 8.00% APY to Help Savers Fight Inflation

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The new rate is more than twice the latest 12-month inflation rate, 3.7%.

MOUNTAIN VIEW, Calif., Nov. 12, 2026 /PRNewswire/ — Tellus App, Inc. (“Tellus”), the proptech company behind the Tellus savings app, today raised the annual percentage yield (APY) on its Reserve Account from 7.75% to 8.00%. That equals its highest Reserve rate, paid from November 2023 to December 2025.

Consumer prices rose 3.7% in the 12 months to September, up from 3.4% in August, according to the U.S. Bureau of Labor Statistics. Energy prices rose 20.4%. October added another 0.4%.

“You can’t control what prices do, but you can control what you save,” said Jeromee (JJ) Johnson, President of Tellus. “Set money aside in Reserve and you earn 8.00% APY on it. Make it a payday habit, and you fight rising prices one deposit at a time.”

How the account works:

Reserve Account. A sub-account where savers earn more than the Boost base rate, up to a balance limit. Money above the limit flows to the saver’s Boost Account. Boosts do not apply to Reserve.

What changes:

Reserve Account. APY rises from 7.75% to 8.00%, effective Nov. 12, 2026. The rate may change.Who gets it. Existing and new Reserve Accounts. Limits start at $2,500.What stays the same. No fees, no lock-up. The Boost base rate is unchanged.

Tellus is on the App Store and Google Play, and on the web at web.tellusapp.com.

About Tellus
Tellus App, Inc. is a proptech company headquartered in Silicon Valley. The Tellus savings app helps people save with cash accounts powered by real estate, and gives independent landlords property management software. Tellus also offers business-purpose residential lending.

Tellus is not a bank. Tellus is not FDIC-insured. The FDIC-insured Deposit Account is provided by Central Bank of Kansas City, Member FDIC. Eligible deposits held at Central Bank of Kansas City are insured by the FDIC up to applicable limits in the event of the bank’s failure. FDIC insurance does not apply to Tellus itself or to non-deposit products or services.

The Boost Account, Reserve Account and Vaults are not deposit accounts and are not FDIC-insured.

Rewards on Tellus’s non-deposit accounts vary and are determined by each customer’s actions and choices in the app.

See www.TellusApp.com for full terms and conditions.

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HawkEye 360 Announces Third Quarter 2026 Financial Results

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Revenue of $59.3 million, up 84% compared to the prior-year period of $32.2 million

Achieved record international revenue of 23.3 million, up 76% compared to the prior-year period

Backlog of $300.3 million as of September 30, 2026

Raising full year revenue guidance to $225-$227 million and non-GAAP Adjusted EBITDA guidance to $38-$40 million

HERNDON, Va., Nov. 12, 2026 /PRNewswire/ — HawkEye 360, Inc. (NYSE: HAWK) (“HawkEye 360” or “the Company”), a global leader in signals intelligence data and analytics, today announced its financial results for the third quarter ended September 30, 2026.

“I am pleased with our third quarter results as we continue to see strong momentum for signals intelligence data and analytics. Importantly, growth on the international side of our business continues to gain significant traction, highlighted by revenue increasing 76% year-over-year to $23.3 million,” said Chief Executive Officer John Serafini. “We expect international expansion will continue. We are pleased with the opportunities in front of us, and that our success is translating into tangible financial results.”

“More recently, we reached another milestone in our next phase of constellation expansion with the launches of Clusters 15 and 16 in October,” he continued. “Following deployment, our space operations team successfully established communications with all six satellites across both clusters. Once commissioned, these clusters are expected to increase our revisit rate and allow us to serve a greater number of customers and mission requirements.”

Third Quarter 2026 Financial Highlights: 

Revenue of $59.3 million, up 84% compared to the prior-year period of $32.2 million.Increased international revenue to $23.3 million, up 76% year-over-year and 11% sequentially from $21.0 million in the second quarter.Recorded a net loss of $(0.2) million, compared to net income of $1.7 million in the prior year period.Realized Adjusted EBITDA, a non-GAAP metric, of $13.3 million, compared to $9.6 million in the prior-year period.Recognized net cash provided by operating activities of $9.6 million and Free Cash Flow, a non-GAAP metric, of $137.0 thousand, compared to $4.0 million and $(6.0) million, respectively, in the prior-year period.Confirmed backlog of $300.3 million as of September 30, 2026, compared to $292.2 million as of June 30, 2026.

Third Quarter 2026  and Recent Business Highlights: 

Signed $54 million in new multi-year contract awards with 11 allied partners and nations, reflecting the growing demand for HawkEye 360’s signals intelligence data and analytics.Announced a contract award under the National Reconnaissance Office’s Commercial Radio Frequency Capability Augmentation program to provide commercial RF data for U.S. national security missions, making HawkEye 360 the first commercial provider to progress from test-and-evaluation studies into an operational augmentation contract.Established a formal collaboration with Leonardo to integrate our RF capabilities into its space architecture, including proposed reserved capacity for European areas of interest delivered through Italian ground stations and EU-based cloud infrastructure.Partnered with ERA of the Czech Republic to serve as an international processing partner for radar products derived from our RF data.Established HawkEye 360 Luxembourg, S.à r.l., the Company’s first European subsidiary, providing a foundation for expanded operations in the European Union and closer engagement with European customers, governments and industry partners as the region strengthens its defense capabilities.Launched Clusters 15 and 16 in October, three days apart from launch sites on opposite sides of the world. They are the first HawkEye 360 satellites built for simultaneous RF collection and mission data downlink, and the Company has secured launch opportunities through 2028 to maintain constellation continuity and support future growth.Subsequent to the third quarter, signed $135 million in global contracts with more than $70 million dedicated to follow-on European contract awards, expanding Hawkeye 360’s support for European Ministries of Defense, intelligence agencies, and allied partners to strengthen sovereign defense capabilities, enhance operational awareness, and inform critical national and coalition security decisions.

Full Year 2026 Outlook

For full-year 2026, the Company is increasing its total revenue expectations to $225 million and $227 million, and non-GAAP Adjusted EBITDA of between $38 million and $40 million.

The Company has not reconciled its non-GAAP Adjusted EBITDA outlook to the most directly comparable GAAP measure because certain reconciling items, such as stock-based compensation, change in fair value of warrant liabilities, and depreciation and amortization, are uncertain or out of the Company’s control and cannot be reasonably predicted. The actual amount of these expenses will have a significant impact on the Company’s future GAAP financial results. Accordingly, a reconciliation of the Company’s non-GAAP Adjusted EBITDA outlook to the most comparable GAAP measures is not available without unreasonable efforts.

Third Quarter 2026 Earnings Conference Call: 

The Company will hold a conference call today, November 12, 2026, at 4:30 PM ET. The call can be accessed by dialing 1-877-407-0792 (U.S. participants) or 1-201-689-8263 (International participants). Participants can also listen to a live webcast of the call by going to the Investors section on HawkEye’s website at https://investors.he360.com/. A replay of the call will be available starting on Friday, November 13, 2026, at 11:30 AM ET by dialing 1-844-512-2921 (U.S.) or 1-412-317-6671 (International) and entering the conference ID number:13763186. The replay will be available through Thursday, November 26, 2026, at 11:59 PM ET.

About HawkEye 360

HawkEye 360 is equipping defense, intelligence and national security leaders with mission-critical signals intelligence to enable faster, better decision-making. By detecting, geolocating and characterizing radio-frequency emissions worldwide, HawkEye 360 delivers trusted domain awareness and early-warning indicators to the US Government and allied partners. Our space-based collection, proprietary signal processing and AI-powered analytics transform knowledge of RF spectrum into a strategic advantage. Proven by operational mission success, HawkEye 360 is redefining how signals intelligence strengthens national and global security.

Non-GAAP Financial Measures

In addition to the financial information prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), the Company reports Adjusted EBITDA and Free Cash Flow, which are non-GAAP financial measures. The Company defines Adjusted EBITDA as net income (loss) before interest income, interest expense, income tax expense or benefit, depreciation and amortization, as well as significant non-cash and/or non-recurring expenses that are not considered part of the Company’s operations and revenue-generating activities, or are nonrecurring or infrequent in nature. Management believes these items are not useful in evaluating the Company’s core operating performance. These items include, but are not limited to, stock-based compensation expense; acquisition-related costs, one-time costs related to the IPO, settlements, net of related legal expenses, changes in fair value of contingent and deferred consideration, changes in fair value of warrant liabilities, and gains or losses on extinguishment of debt.  The Company defines Free Cash Flow as net cash provided by (used in) operating activities less purchases of satellites, property, and equipment.

The Company uses Adjusted EBITDA and Free Cash Flow in conjunction with other GAAP measures to evaluate the effectiveness of its business strategies, make strategic decisions, and communicate with its board of directors and investors concerning its financial performance. The Company uses these non-GAAP financial measures to assess its financial performance because they allow the Company to compare its operating performance on a consistent basis across periods by removing the effects of its capital structure (such as varying levels of interest expense and income), asset base (such as depreciation and capital expenditures) and other items (such as non-recurring or non-cash costs) that impact the comparability of financial results from period to period.

The Company believes that the presentation of these non-GAAP financial measures will provide useful information to investors and analysts in assessing its financial performance and results of operations across reporting periods by excluding items it does not believe are indicative of its core operating performance. Net Income (Loss) is the U.S. GAAP measure most directly comparable to Adjusted EBITDA. Net cash provided by (used in) operating activities is the U.S. GAAP measure most directly comparable to Free Cash Flow. Reconciliations of these non-GAAP measures to the most comparable GAAP measures are presented below under the headings “Reconciliation of Net Income (Loss) to Adjusted EBITDA” and “Reconciliation of Net Cash Provided By (Used In) Operating Activities to Free Cash Flow.” The Company’s non-GAAP financial measures should not be considered as an alternative to the most directly comparable U.S. GAAP financial measure. You are encouraged to evaluate each of these adjustments and the reasons management considers them appropriate for supplemental analysis.

In evaluating Adjusted EBITDA and Free Cash Flow, you should be aware that in the future the Company may incur expenses that are the same as or similar to some of the adjustments in such presentation. The Company’s presentation of these non-GAAP financial measures should not be construed as an inference that its future results will be unaffected by unusual or non-recurring items. The Company may modify the presentation of Adjusted EBITDA and Free Cash Flow in the future, and any such modification may be material. Adjusted EBITDA and Free Cash Flow have important limitations as analytical tools, and you should not consider these non-GAAP financial measures in isolation or as a substitute for analysis of the Company’s operating results as reported under U.S. GAAP. Adjusted EBITDA and Free Cash Flow may be defined differently by other companies in the Company’s industry and may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.

Other Key Metric

Backlog is a key measure of the Company’s business. The Company’s backlog supports predictable revenue expansion through a recurring model, enabling forward revenue visibility. Management uses backlog to more effectively forecast the Company’s future business and results, which supports decisions around capital allocation. It also helps the Company identify future growth or operating trends that may not otherwise be apparent. The Company also believes backlog is useful for investors in forecasting the Company’s future results and understanding the growth of its business.

The Company’s backlog represents the portion of legally binding contracts that are expected to result in future revenue. Backlog may also include change orders for any contracts that have been formally contracted. This includes firm contracts that contain remaining performance obligations, including the cancellable portion of the contract value for contracts that provide the customer with a right to terminate for convenience without incurring a substantive termination penalty. Backlog also can include up to the remaining ceiling on single award IDIQ contracts where no task orders have been issued. Backlog excludes the value of unexercised options to extend contracts, the value of multi-award IDIQ contracts, and the value of any contracts, or a portion thereof, where management deems execution to be unlikely to result in revenue due to customer-specific or other factors.

Forward-Looking Statements

This press release includes forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release other than statements of historical fact, including statements regarding the Company’s liquidity and financial flexibility, the Company’s financial outlook for the year ended December 31, 2026, the Company’s expected constellation growth and increased collection capacity, the Company’s expanding international presence, the Company continuing to scale the business and growing customer demand, are forward-looking statements and represent the Company’s views as of the date of this press release. The words “will,” “expects,” “plans,” “could,” “would,” “believes,” “anticipates,” “intends,” “may,” “continue,” “estimate,” or similar expressions are intended to identify forward-looking statements. The Company has based these forward-looking statements on its current expectations and projections about future events and financial trends that the Company believes may affect its financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to a number of assumptions and risks and uncertainties, many of which involve factors or circumstances that are beyond the Company’s control that could affect its financial results. These risks and uncertainties are detailed in the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2026, to be filed with the Securities and Exchange Commission (the “SEC”) on November 12, 2026, and other filings that the Company makes from time to time with the SEC, which are available on the SEC’s website at sec.gov. Moreover, the Company operates in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for management to predict all risks, nor can the Company assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements the Company may make. In light of these risks, uncertainties and assumptions, the future events and trends discussed in this press release may not occur and actual results could differ materially and adversely from those anticipated or implied in any forward-looking statements. Except as required by law, the Company is under no obligation to update these forward-looking statements subsequent to the date of this press release, or to update the reasons if actual results differ materially from those anticipated in the forward-looking statements.

HawkEye 360, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets (Unaudited)

(in thousands, except per share and share amounts)

As of September 30, 2026

As of December 31, 2025

Assets

Current assets:

Cash and cash equivalents

$      494,850

$       92,686

Contract accounts receivable

41,384

32,320

Contract accounts receivable from related parties

—

20,969

Other accounts receivable

1,091

21

Inventory

3,516

4,025

Contract assets

17,494

4,639

Contract assets from related parties

—

4,748

Prepaid expenses and other current assets

7,148

9,183

Total current assets

565,483

168,591

Long-term assets:

Satellites, property and equipment, net

139,413

110,873

Intangibles, net

30,393

35,973

Goodwill

117,958

116,866

Operating lease – right-of-use-assets

19,397

15,403

Deposits

21,104

35,932

Restricted cash

6,584

4,587

Other long-term assets

2,613

1,715

Total long-term assets

337,462

321,349

Total assets

$     902,945

$     489,940

Liabilities, mezzanine equity and stockholders’ equity (deficit)

Current liabilities:

Accounts payable

8,638

18,486

Accrued expenses and other current liabilities

8,408

5,017

Accrued compensation payable

11,376

10,511

Contract liabilities

10,798

3,262

Current tax payable

311

—

Current portion of operating lease liabilities

4,334

3,437

Total current liabilities

43,865

40,713

Long-term liabilities:

Long-term debt, net of unamortized debt issuance cost

—

46,315

Long term contract liabilities

19,112

19,892

Other liabilities

17,553

23,800

Deferred tax liabilities

1,071

977

Warrant liabilities

—

4,267

Operating lease liabilities, net of current portion

16,059

12,893

Total long-term liabilities

53,795

108,144

Total liabilities

$       97,660

$     148,857

Commitments and contingencies – Note 15

Mezzanine equity:

Redeemable, convertible preferred stock Series A – $0.0001 par value, 0 and 24,947,154
   shares authorized at September 30, 2026, and December 31, 2025, respectively,
   and 0 and 24,947,154 shares issued and outstanding at September 30, 2026, and
   December 31, 2025, respectively

$            —

$       34,174

Redeemable, convertible preferred stock Series B – $0.0001 par value, 0 and 11,574,841
   shares authorized at September 30, 2026, and December 31, 2025, respectively, and 0
   and 11,574,841 shares issued and outstanding at September 30, 2026, and
   December 31, 2025, respectively

—

66,442

Redeemable, convertible preferred stock Series C – $0.0001 par value, 0 and  6,960,439
   shares authorized at September 30, 2026, and December 31, 2025, respectively, and, 0 and
   6,960,439 shares issued and outstanding at September 30, 2026, and December 31,
   2025, respectively

—

48,761

Redeemable, convertible preferred stock Series D – $0.0001 par value, 0 and 12,857,720
   shares authorized at September 30, 2026, and December 31, 2025, respectively, and 0
   and 12,857,720 shares issued and outstanding at September 30, 2026, and
   December 31, 2025, respectively 

—

136,715

Redeemable, convertible preferred stock Series D-1 –$0.0001 par value, 0 and 6,085,161
   shares authorized at September 30, 2026, and December 31, 2025, respectively, and 0
   and 6,085,161 shares issued and outstanding at September 30, 2026, and December 31,
   2025, respectively

—

58,894

Redeemable, convertible preferred stock Series E – $0.0001 par value, 0 and 14,578,457
   shares authorized at September 30, 2026, and December 31, 2025, respectively, and 0
   and 5,567,364 shares issued and outstanding at September 30, 2026, and December 31,
   2025, respectively

—

102,600

Total mezzanine equity

$            —

$     447,586

Stockholders’ equity (deficit):

Common stock – $.0001 par value, 2,000,000,000 and 111,000,000 shares authorized at
   September 30, 2026 and December 31, 2025, respectively and 99,091,643 and
   4,168,374  shares issued and outstanding at September 30, 2026, and  December 31,
   2025, respectively

$            10

$             2

Additional paid-in-capital

975,546

39,336

Accumulated deficit

(170,271)

(145,841)

Total stockholders’ equity (deficit)

805,285

(106,503)

Total liabilities, mezzanine equity, and stockholders’ equity

$     902,945

$     489,940

 

HawkEye 360, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations (Unaudited)

(in thousands, except per share and share amounts)

Three months ended September 30,

Nine months ended September 30,

2026

2025

2026

2025

Revenue

$       59,336

$       27,405

$      152,718

$       68,458

Revenue from related parties

—

4,791

6,226

13,366

Total revenue

59,336

32,196

158,944

81,824

Operating expenses:

Direct cost of sales, excluding depreciation and amortization

17,110

5,453

48,040

15,312

Indirect cost of sales and other expenses, excluding depreciation and amortization

4,973

398

13,921

1,067

Selling, general and administrative

24,308

10,505

67,430

27,245

Research and development

8,040

8,175

25,455

20,941

Depreciation and amortization

9,275

5,934

25,631

16,790

Total operating expenses

63,706

30,465

180,477

81,355

Income (loss) from operations

(4,370)

1,731

(21,533)

469

Other income (expense):

Interest income

4,377

853

8,046

2,707

Interest expense

(139)

(17)

(2,390)

(52)

Loss from changes in fair value of financial liabilities

—

(886)

(5,701)

(1,423)

Loss from extinguishment of debt

—

—

(2,729)

—

Other income, net

121

—

284

—

Total other income (expense), net

4,359

(50)

(2,490)

1,232

Income (loss) before tax

(11)

1,681

(24,023)

1,701

Income tax expense

(152)

—

(407)

—

Net income (loss)

$         (163)

$        1,681

$      (24,430)

$        1,701

Preferred stock dividend

—

(561)

10,376

(1,663)

Income allocated to participating securities

—

(1,000)

—

(34)

Net income (loss) attributable to common shareholders

$         (163)

$          120

$      (14,054)

$             4

Net income (loss) per share of common stock, basic

$            —

$          0.02

$         (0.25)

$            —

Net income (loss) per share of common stock, diluted

$            —

$          0.01

$         (0.25)

$            —

Weighted-average shares outstanding, basic

98,251,708

7,535,397

56,507,890

7,387,613

Weighted-average shares outstanding, diluted

98,251,708

14,362,624

56,507,890

12,633,530

 

HawkEye 360, Inc. and Subsidiaries

Consolidated Statement of Cash Flows (Unaudited)

(in thousands)

Nine months ended September 30,

2026

2025

Cash flows from operating activities

Net income (loss)

$       (24,430)

$          1,701

Adjustments to reconcile net loss to net cash provided by operating activities:

Depreciation and amortization

25,631

16,790

Amortization of debt issuance costs and other noncash debt costs

577

51

Fair value loss on revaluation of warrants

4,471

1,423

Fair value loss on revaluation of deferred consideration

1,500

—

Fair value gain on revaluation of contingent consideration

(270)

—

Loss from extinguishment of debt

2,729

—

Stock-based compensation

17,193

3,147

Amortization of operating lease right-of-use assets

3,894

2,971

Realized gain (loss) on short-term investments

—

(12)

Changes in operating assets and liabilities, net of effect of acquisitions:

Contract accounts receivable

(9,064)

(11,149)

Contract accounts receivable from related parties

20,969

62

Other accounts receivable

(1,070)

13

Contract assets

(7,427)

(200)

Contract assets from related parties

(1,212)

(3,571)

Prepaid expenses and other assets

(11,791)

(3,312)

Operating lease liabilities

(3,825)

(2,974)

Accounts payable

(11,039)

(6,299)

Current tax payable

311

—

Accrued expenses and other liabilities

3,114

(764)

Deferred tax liabilities

94

—

Accrued compensation payable

865

—

Contract liabilities

6,756

3,220

Net cash provided by (used in) operating activities

17,976

1,097

Cash flows from investing activities

Proceeds from redemption of short-term investments

—

39,716

Purchase of satellites, property and equipment

(19,779)

(19,086)

Net cash provided by (used in) investing activities

(19,779)

20,630

Cash flows from financing activities

Payment of debt issuance cost

(85)

—

Payment of deferred acquisition consideration

(7,500)

—

Exercise of warrants

202

—

Exercise of stock options

6,933

58

Proceeds from common stock in initial public offering

478,400

—

Payment of offering costs, including underwriting commissions

(40,601)

—

Repayment of term loans

(49,453)

—

Proceeds from issuance of preferred stock

18,774

—

Payment of preferred stock issuance costs

(706)

—

Net cash provided by (used in) financing activities

405,964

58

Net increase in cash, cash equivalents and restricted cash

404,161

21,785

Cash, cash equivalents and restricted cash, beginning of period

97,273

71,766

Cash, cash equivalents and restricted cash, end of period

$       501,434

$        93,551

Reconciliation of cash, cash equivalents and restricted cash

Cash and cash equivalents

494,850

88,964

Restricted cash

6,584

4,587

Total cash, cash equivalents and restricted cash at the end of the period

$       501,434

$        93,551

Nine months ended September 30,

2026

2025

Supplemental disclosures of cash flow information

Cash paid for interest

$          1,235

$             —

Operating cash outflows – payment on operating leases

5,042

2,626

Operating lease right-of-use assets obtained in exchange for lease liabilities

7,888

1,322

Non-cash investing and financing activities

Conversion of warrant liabilities to additional paid-in-capital, including those settled in the IPO

8,737

—

Conversion of redeemable convertible preferred stock to common stock

465,654

—

Reclassification of deposits to satellites, property and equipment

28,345

—

Fixed assets in accounts payable at period end

468

—

Payment of offering costs, including underwriting commissions, in accounts payable at period end

300

—

Interest paid in kind

189

—

Reconciliation of Net Income (Loss) to Adjusted EBITDA

The following table presents a reconciliation of Net Income (loss), the most directly comparable financial measure presented in accordance with U.S. GAAP, to Adjusted EBITDA:

Three months ended September 30,

Nine months ended September 30,

(in thousands)

2026

2025

2026

2025

Net income (loss)

$              (163)

$           1,681

$         (24,430)

$           1,701

Adjusted for:

Interest income

(4,377)

(853)

(8,046)

(2,707)

Interest expense

139

17

2,390

52

Income tax expense

152

—

407

—

Depreciation and amortization

9,275

5,934

25,631

16,790

Stock-based compensation

7,384

1,317

17,233

3,147

Acquisition costs(1)

350

—

1,942

—

One-time costs related to IPO(2)

515

81

4,100

81

Settlements, net of related legal expenses(3)

—

494

50

751

Change in fair value of contingent and deferred consideration

—

—

1,230

—

Change in fair value of warrant liabilities

—

886

4,471

1,423

Loss on extinguishment of debt

—

—

2,729

—

Adjusted EBITDA

$           13,275

$           9,557

$          27,707

$         21,238

(1) Represents costs for legal and advisory fees, key employee retention incentives, integration, and other costs incurred in connection with acquisitions. 
(2) Represents costs incurred related to the IPO that do not meet the direct and incremental criteria per SEC Staff Accounting Bulletin Topic 5.A to be netted against the gross proceeds of the offering and that are not expected to recur in the future, which such costs include accounting and advisory fees, SOX readiness and internal control implementation costs, and other professional fees. 
(3) Represents costs for legal fees and settlement related to litigation initiated by us against a third party, which are not part of our ordinary legal expenses and not reflective of our core operating performance.

Reconciliation of Net Cash Provided by (Used in) Operating Activities to Free Cash Flow

The following table presents a reconciliation of net cash (used in) provided by operating activities, the most directly comparable financial measure presented in accordance with U.S. GAAP, to Free Cash Flow:

Three months ended September 30,

Nine months ended September 30,

(in thousands)

2026

2025

2026

2025

Net cash provided by (used in) operating activities

9,621

$           3,978

17,976

$           1,097

Purchases of satellites, property, and equipment

(9,484)

(9,947)

(19,779)

(19,086)

Free Cash Flow

$              137

$          (5,969)

$          (1,803)

$         (17,989)

 

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SOURCE HawkEye 360 Inc.

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