Goldgroup Mining and Gold Resource Corporation Announce Closing of Business Combination and Goldgroup’s Anticipated Listing on the NYSE American

Goldgroup Mining and Gold Resource Corporation Announce Closing of Business Combination and Goldgroup’s Anticipated Listing on the NYSE American

 

VANCOUVER, British Columbia & DENVER–(BUSINESS WIRE)–
Goldgroup Mining Inc. (TSX-V: GGA; OTC: GGAZD) (“Goldgroup” or the “Company”) and Gold Resource Corporation (NYSE American: GORO) (“GRC”) are pleased to announce that they have closed the previously announced merger (the “Merger”) pursuant to the Arrangement Agreement and Plan of Merger, dated January 25, 2026 and amended on May 15, 2026, by and among GRC, Goldgroup, and Goldgroup Merger Sub Inc., a wholly owned subsidiary of Goldgroup (“Merger Sub”). At the effective time of the Merger, GRC merged with and into Merger Sub, with GRC surviving as a wholly owned subsidiary of Goldgroup. As a result of the Merger, GRC shareholders are entitled to receive 0.3619 common shares of Goldgroup for each share of GRC’s common stock.

Allen Palmiere, Goldgroup’s new President and Chief Executive Officer, remarked: “The business combination of Goldgroup and GRC represents a transformational milestone. With the combined assets and resources of both entities, we expect Goldgroup to become a leading, Mexico-focused junior precious metals producer. This represents a tremendous opportunity and we look forward to the continued growth and development of the Company.”

The completion of the Merger follows the satisfaction of all closing conditions, including receipt of approval by the shareholders of each of GRC and Goldgroup on July 2, 2026, approval by the Mexican National Antitrust Commission (Comisión Nacional Antimonopolio) (the “NAC”) on April 23, 2026 (the “NAC Ruling”), final approval by the Supreme Court of British Columbia on July 6, 2026, and approval by the TSX Venture Exchange. In accordance with the NAC Ruling, the Company must deliver certain closing documentation to the NAC within thirty (30) business days of the closing of the Merger and the elements to determine final tariffs; otherwise, the Company may be subject to potential daily coercive penalties.

As a result of the Merger, GRC will be delisted from the NYSE American LLC (the “NYSE American”) prior to market open on or about July 20, 2026. Immediately following the delisting, Goldgroup will commence trading under the ticker symbol “GORO” on the NYSE American. Goldgroup’s common shares will no longer be quoted on the OTC Markets upon commencement of trading on the NYSE American. GRC will also apply to cease to be a reporting issuer in the applicable jurisdictions in Canada.

In connection with the completion of the Merger, the TSX Venture Exchange has approved the change of Goldgroup’s ticker symbol from “GGA” to “GORO,” which ticker symbol change is expected to become effective on or around Wednesday, July 22, 2026.

Board of Directors and Management

Upon closing of the Merger, Goldgroup’s board of directors and executive management was reconstituted. Goldgroup is pleased to confirm the appointment of Ron Little, Lila Manassa Murphy, Nicole Adshead-Bell, Luis Felipe Medina Aguirre and Francisco Javier Reyes de la Campa to its board of directors, and the appointment of Allen Palmiere as President and Chief Executive Officer, Chet Holyoak as Chief Financial Officer, and Armando Alexandri as Chief Operating Officer of the Company. Consequential changes have also been made to the boards of directors and officers of Goldgroup’s subsidiaries.

Goldgroup would like to thank the Company’s outgoing directors and executive officers for their dedicated service and contributions over the years and wish them all the best in their future endeavors.

About Goldgroup

Goldgroup is a Canadian-based mining company with three high-growth gold assets in Mexico. The Company holds a 100% interest in the recently acquired San Francisco project located in the State of Sonora. The project is fully permitted for a rapid restart of mining operations and is comprised of two open pits together with heap leach processing facilities and associated infrastructure. It is a robust project with significant gold resources and strong upside in terms of optimized development and multiple, large-scale exploration targets. In addition to the San Francisco gold project, the Company has a 100% interest in the producing Cerro Prieto heap leach gold mine located in the State of Sonora and the producing Don David Gold Mine in Oaxaca, Mexico.

Goldgroup is led by a team of highly successful and seasoned individuals with extensive expertise in mine development, corporate finance, and exploration in Mexico.

For further information on Goldgroup, please visit www.goldgroupmining.com.

Forward-Looking Statements:

Certain information contained in this news release, including any information relating to future financial or operating performance, may be considered “forward-looking information” (within the meaning of applicable Canadian securities law) and “forward-looking statements” (within the meaning of the United States Private Securities Litigation Reform Act of 1995). Forward-looking words such as “plan,” “target,” “anticipate,” “believe,” “estimate,” “intend” and “expect” and similar expressions are intended to identify such forward-looking statements. Such forward-looking statements include, without limitation, statements regarding the expected delisting of GRC’s shares of common stock on the NYSE American, the anticipated commencement of trading of Goldgroup’s common shares on the NYSE American, the associated removal of Goldgroup’s common shares from the OTC Markets and change of ticker symbol on the TSX Venture Exchange, and GRC’s application to cease as a reporting issuer in certain Canadian jurisdictions. All forward-looking statements in this press release are based upon information available to GRC and Goldgroup as of the date of this press release, and neither GRC nor Goldgroup assume any obligation to update any such forward-looking statements except as required by applicable securities law. Forward-looking statements involve a number of risks and uncertainties, and there can be no assurance that such statements will prove to be accurate and readers are cautioned not to place undue reliance on such forward-looking statements. Actual results could differ materially from those discussed in this press release. Forward-looking statements are subject to risks and uncertainties, including that GRC’s delisting from the NYSE American and Goldgroup’s subsequent listing may not be completed on time as expected or at all. Additional risks related to GRC may be found in the periodic and current reports filed with the SEC by GRC, including GRC’s Annual Report on Form 10-K for the year ended December 31, 2025, as amended, which are available on the SEC’s website at https://www.sec.gov. Additional risks related to Goldgroup may be found in the risk factors disclosed in GRC’s management information circular dated May 29, 2026, Goldgroup’s annual information form dated June 10, 2026, and other continuous disclosure materials available under Goldgroup’s profile on SEDAR+ at www.sedarplus.ca. Any and all of the forward-looking information contained in this news release is qualified by these cautionary statements.

Allen Palmiere

Chief Executive Officer

Goldgroup Mining Inc.

(604)306-6867

www.goldgroupmining.com

KEYWORDS: United States Africa Australia/Oceania Australia Mexico Latin America Central America North America Canada Nevada Colorado Idaho Arizona

INDUSTRY KEYWORDS: Mining/Minerals Natural Resources

MEDIA:

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Five Star Bancorp Declares Second Quarter Cash Dividend

RANCHO CORDOVA, Calif., July 17, 2026 (GLOBE NEWSWIRE) — Five Star Bancorp (Nasdaq: FSBC) (“Five Star” or the “Company”), a holding company that operates through its wholly owned banking subsidiary, Five Star Bank (the “Bank”), announced today the declaration of a cash dividend of $0.25 per share on the Company’s voting common stock. The dividend is expected to be paid on August 10, 2026, to shareholders of record as of August 3, 2026.

About Five Star Bancorp

Five Star is a bank holding company headquartered in Rancho Cordova, California. Five Star operates through its wholly owned banking subsidiary, Five Star Bank. The Bank has ten branches in California, following the opening of a branch in Lodi in July 2026. For more information, visit https://www.fivestarbank.com.

Special Note Concerning Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent plans, estimates, objectives, goals, guidelines, expectations, intentions, projections, and statements of the Company’s beliefs concerning future events, business plans, objectives, expected operating results, and the assumptions upon which those statements are based. Forward-looking statements include without limitation, any statement that may predict, forecast, indicate, or imply future results, performance, or achievements, and are typically identified with words such as “may,” “could,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “aim,” “intend,” “plan,” or words or phrases of similar meaning. The Company cautions that the forward-looking statements are based largely on the Company’s expectations and are subject to a number of known and unknown risks and uncertainties that are subject to change based on factors which are, in many instances, beyond the Company’s control. Such forward-looking statements are based on various assumptions (some of which may be beyond the Company’s control) and are subject to risks and uncertainties, which change over time, and other factors, which could cause actual results to differ materially from those currently anticipated. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict their occurrence or how they will affect the Company. If one or more of the factors affecting the Company’s forward-looking information and statements proves incorrect, then the Company’s actual results, performance, or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements contained in this press release. Therefore, the Company cautions you not to place undue reliance on the Company’s forward-looking information and statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and Quarterly Report on Form 10-Q for the three months ended March 31, 2026, in each case under the section entitled “Risk Factors,” and other documents filed by the Company with the Securities and Exchange Commission from time to time.

The Company disclaims any duty to revise or update the forward-looking statements, whether written or oral, to reflect actual results or changes in the factors affecting the forward-looking statements, except as specifically required by law.

Investor Contact:

Heather C. Luck, Chief Financial Officer
Five Star Bancorp
(916) 626-5008
[email protected]

Media Contact:

Shelley R. Wetton, Chief Marketing Officer
Five Star Bancorp
(916) 284-7827
[email protected]



International Business Machines Corporation (IBM) $68 Billion Wipeout Amid Z Shortfall Triggers Investigation – HBSS

SAN FRANCISCO, July 17, 2026 (GLOBE NEWSWIRE) — National shareholder rights firm Hagens Berman is investigating potential violations of U.S. securities laws by blue chip company International Business Machines Corporation (NYSE: IBM) after its CEO Arvind Krishna previewed disastrous Q2 2026 financial results on July 14, 2026.

The market’s immediate reaction was to send the price of IBM shares down a massive 25%, erasing over $68 billion of its market capitalization in one day. Among other matters, the CEO revealed in a letter to shareholders serious problems in the company’s Z performance.

The firm urges IBM investors with substantial losses to submit your losses now and invites persons who may be able to assist in the investigation to contact its attorneys.

Visit:
http://www.hbsslaw.com/investor-fraud/ibm

Contact the Firm Now:
[email protected]

                                       844-916-0895

Focus of HBSS’ IBM Investigation:

The firm’s focus is on the propriety of IBM’s statements about IBM Z, a family of enterprise mainframe computers renowned for reliability, processing scale, and security. IBM has since early April 2025 touted the IBM z17 — its flagship, enterprise-grade mainframe, engineered for real-time artificial intelligence processing at an unprecedented scale.

On April 22, 2026 IBM reported a strong start to 2026, with its quarterly Infrastructure, Hybrid Infrastructure, and IBM Z revenues up 15%, 28% and 51%, respectively.

During the earnings call that day, management assured investors that “[t]he strong start to the year drives our confidence in delivering constant currency revenue growth of 5-plus percent in 2026[]” and “[l]ooking into the second quarter, we expect our constant currency revenue growth rate to be similar to the full year.”

Management also assured investors that 2026 was positioned for “continued growth” and “we’re off to a tremendous start, record start in our new z17.”

Investors’ expectations for IBM’s second quarter were crushed within three months. On July 14, 2026, the company announced that, in contrast to assurances of “5-plus” Q2 2026 revenue growth, total revenue was up a paltry 1% and Infrastructure revenue declined 7%.

CEO Krishna said “[w]hat played out was worse than our expectations, driven by a shortfall in our Z performance and the associated software stack, primarily in Transaction Processing.” He blamed the shortfall on customers’ “capex reprioritization” and further said “we did not adapt and move quickly enough[,]” and “numerous large deals failed to close[.]”

“Based in part on the abruptness of the bad news, we are looking into whether and when the Company may have had information raising the probability that large deals were unlikely to timely close during IBM’s second quarter,” said Reed Kathrein, the Hagens Berman partner leading the firm’s investigation.

If you invested in IBM and have substantial losses, or have knowledge that will assist the firm’s investigation, submit your losses now »

If you’d like more information and answers to other frequently asked questions about the firm’s IBM investigation, read more »

Whistleblowers: Persons with non-public information regarding IBM should consider their options to help in the investigation or take advantage of the SEC Whistleblower program. Under the new program, whistleblowers who provide original information may receive rewards totaling up to 30 percent of any successful recovery made by the SEC. For more information, call Reed Kathrein at 844-916-0895 or email [email protected].

About Hagens Berman

Hagens Berman is a global plaintiffs’ rights complex litigation firm focusing on corporate accountability. The firm is home to a robust practice and represents investors as well as whistleblowers, workers, consumers and others in cases achieving real results for those harmed by corporate negligence and other wrongdoings. Hagens Berman’s team has secured more than $2.9 billion in this area of law. More about the firm and its successes can be found at hbsslaw.com. Follow the firm for updates and news at @ClassActionLaw

Attorney Advertising. Prior results do not guarantee a similar outcome in any future case.

Contact:

Reed Kathrein, 844-916-0895



Octagon Responds to Increasingly Desperate Claims by XFLT’s Board

Octagon Responds to Increasingly Desperate Claims by XFLT’s Board

Notes that Board Seemingly Conducted Inadequate Diligence on its Proposed Sub-Adviser

Board’s Proposal Would Increase Fees Paid to XAI While Replacing a Proven Investment Team

Urges Shareholders to Vote AGAINST the New Sub-Adviser Proposal

NEW YORK–(BUSINESS WIRE)–
Octagon Credit Investors, LLC (“Octagon” or “our”), a leading credit-focused asset manager with 30 years of experience, today responded to the ongoing false claims made by XAI Floating Rate & Alternative Income Trust (NYSE: XFLT) (formerly, XAI Octagon Floating Rate & Alternative Income Trust) (the “Fund” or “XFLT”) in connection with XFLT’s upcoming special meeting of shareholders, which is scheduled to be held on July 30, 2026 (the “Special Meeting”).

“It is disappointing to watch the XFLT Board of Trustees marshal illogical arguments and attempt to rewrite history to benefit XAI, the founders of which have been the Trustees’ benefactors for years. At the upcoming meeting, the Board is seeking to replace Octagon, the Fund’s longstanding sub-adviser and investment manager, while increasing the fees flowing into the hands of XAI, seemingly to support XAI’s subscale business.

This move enriches XAI, XFLT’s investment advisor, rather than serving the interests of the Fund’s shareholders.

In advocating for the change, the Board appears to have ignored the most critical fact: under Octagon’s management, the Fund’s underlying investments outperformed their relevant indices, while the Fund itself outperformed its peers on both a total shareholder return and NAV return basis. No matter how many press releases the Board issues claiming otherwise, those facts will remain true.

Moreover, the Board appears to have used questionable criteria and exercised inadequate diligence in selecting King Street to replace Octagon. King Street has experienced a recent wave of poor performance in various funds and client withdrawals so severe that it has reportedly imposed significant restrictions on client redemptions from its flagship investment vehicle1. It appears that at the urging of XAI, the Board blindly selected King Street, which agreed to act as sub-adviser at a discounted fee. Doing so provides XAI with increased fees, with no tangible benefits to shareholders.

Octagon believes shareholders deserve better. In our view, the XFLT Board should be reconstituted with shareholder-focused directors, the Fund’s fee structure should be lowered, distributions should be stabilized and action should be taken quickly to narrow the Fund’s discount to NAV.”

Shareholders with questions or who need assistance voting their proxy card AGAINST the approval of a new sub-advisory agreement should contact Octagon’s proxy solicitor:

Saratoga Proxy Consulting LLC

(212) 257-1311 | (888) 368-0379 (toll-free)

[email protected]

Advisors

Sidley Austin LLP is serving as legal counsel to Octagon. Spotlight Advisors LLC is providing strategic and financial advice to Octagon and Gagnier Communications is providing communications advice. Saratoga Proxy Consulting is serving as Octagon’s proxy solicitor.

About Octagon Credit Investors

Founded in 1994, Octagon Credit Investors is a $32 billion asset manager specializing in broadly syndicated loan, structured credit, multi-asset credit, and direct lending strategies. Octagon’s disciplined, time-tested investment process relies on fundamental credit analysis and active portfolio management to generate attractive risk-adjusted performance for its clients.

Octagon is majority-owned by Conning,2 a leading global investment management firm with a long history of serving insurance companies and other institutional investors. Octagon and Conning are part of Generali Investments,3 a platform of asset management firms operating in more than 20 countries, offering distinctive strategies in public and private markets and expert insights to help investors achieve long-term performance. Generali Investments is the asset management arm of the Generali Group, one of the world’s largest insurance and asset management players.

For more information, please visit www.octagoncredit.com.

Important Information

Octagon Credit Investors, LLC (“Octagon”), together with Gretchen Lam and Lauren Law (collectively, the “Participants”), has filed a definitive proxy statement on Schedule 14A, accompanying BLUE proxy card, and other relevant documents with the U.S. Securities and Exchange Commission (the “SEC”) in connection with the solicitation of proxies to vote AGAINST the approval of a new sub-advisory agreement at the special meeting of shareholders of the XAI Floating Rate & Alternative Income Trust (the “Fund”) scheduled to be held on July 30, 2026.

THE PARTICIPANTS STRONGLY ADVISE ALL SHAREHOLDERS OF THE FUND TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER PROXY MATERIALS, INCLUDING THE BLUE PROXY CARD, THAT HAVE BEEN OR WILL BE FILED BY SUCH PARTICIPANTS BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. SUCH PROXY MATERIALS ARE OR WILL BE AVAILABLE AT NO CHARGE ON THE SEC’S WEBSITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE PARTICIPANTS WILL PROVIDE COPIES OF THE DEFINITIVE PROXY STATEMENT WITHOUT CHARGE UPON REQUEST.

1Seehttps://www.bloomberg.com/news/articles/2026-07-15/king-street-restricts-client-withdrawals-from-its-hedge-fund (July 15, 2026).

2 Conning, Inc., Goodwin Capital Advisers, Inc., Conning Investment Products, Inc., a FINRA-registered broker-dealer, Conning Asset Management Limited, Conning Asia Pacific Limited, Octagon Credit Investors, LLC, Global Evolution Holding ApS and its subsidiaries, and Pearlmark Real Estate, L.L.C. and its subsidiaries are all direct or indirect subsidiaries of Conning Holdings Limited (collectively, “Conning”) which is one of the family of companies whose controlling shareholder is Generali Investments Holding S.p.A. (“GIH”) a company headquartered in Italy. Assicurazioni Generali S.p.A. is the ultimate controlling parent of all GIH subsidiaries.

3 Generali Investments Holding S.p.A., data as at end of Q4 2025 net of double counting. Generali Investments is part of the Generali Group, which was established in 1831 in Trieste as Assicurazioni Austro-Italiche. Generali Asset Management S.p.A. Società di gestione del risparmio, Generali Real Estate S.p.A. Società di gestione del risparmio, Infranity SAS, Sosteneo S.p.A. Società di gestione del risparmio, Sycomore Asset Management, Aperture Investors LLC (including Aperture Investors UK Ltd), Lumyna Investments Limited, Plenisfer Investments S.p.A. Società di gestione del risparmio, Conning, Inc., Conning Asset Management Limited, Conning Asia Pacific Limited, Conning Investment Products, Inc., Goodwin Capital Advisers, Inc. (collectively, “Conning”) and its subsidiaries (Global Evolution Asset Management A/S – including Global Evolution USA, LLC and Global Evolution Fund Management Singapore Pte. Ltd- Octagon Credit Investors, LLC, Pearlmark Real Estate, LLC and PREP Investment Advisers LLC) are part of Generali Investments, as well as Generali Investments CEE. Please note that the countries refers to the countries where the different funds of the asset management companies that are part of Generali Investments are registered for distribution. Please note that not all funds are registered in all the countries and not all the asset management companies are licensed to operate in such countries. Generali Investments Holding S.p.A. is the holding company holding, directly or indirectly, a majority of the shares in the asset management companies listed above.

Investor Contacts

John Ferguson / Joseph Mills

Saratoga Proxy Consulting LLC

[email protected]

[email protected]

(212) 257-1311

(888) 368-0379

Media Contact

Riyaz Lalani / Dan Gagnier

Gagnier Communications

[email protected]

(646) 342-8087

KEYWORDS: United States North America New York

INDUSTRY KEYWORDS: Professional Services Finance

MEDIA:

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Corporación América Airports S.A. Reports June 2026 Passenger Traffic

Corporación América Airports S.A. Reports June 2026 Passenger Traffic

Total passenger traffic down 4.1% YoY

International passenger traffic up 2.8% YoY; down 4.3% YoY in Argentina

Net negative temporary effect from FIFA World Cup

LUXEMBOURG–(BUSINESS WIRE)–Corporación América Airports S.A. (NYSE: CAAP), (“CAAP” or the “Company”), one of the world’s leading private airport operators, reported today a 4.1% year-on-year (YoY) decrease in passenger traffic in June 2026.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20260717485211/en/

Monthly Passenger Traffic Performance (In million PAX)

Monthly Passenger Traffic Performance (In million PAX)

Passenger Traffic, Cargo Volume and Aircraft Movements Highlights (2026 vs. 2025)

Statistics

Jun’26

Jun’25

% Var.

 

 

YTD’26

YTD’25

% Var.

 

Domestic Passengers (thousands)

2,970

3,395

-12.5

%

 

20,237

21,066

-3.9

%

International Passengers (thousands)

2,913

2,833

2.8

%

 

17,763

16,200

9.6

%

Transit Passengers (thousands)

719

656

9.6

%

 

4,365

3,788

15.2

%

Total Passengers (thousands)

6,602

6,885

-4.1

%

 

42,364

41,054

3.2

%

Cargo Volume (thousand tons)

28

31

-9.1

%

 

194

193

0.5

%

Total Aircraft Movements (thousands)

67

71

-5.7

%

 

422

421

0.4

%

 

Passenger Traffic Overview

Total passenger traffic decreased by 4.1% in June compared to the same month in 2025. Domestic traffic declined by 12.5% year over year, primarily due to lower traffic in Argentina. International traffic increased by 2.8%, with all operating countries posting year-over-year growth except Argentina. Overall traffic performance was supported by double-digit year-over-year growth in Armenia and continued growth in Italy, Brazil, and Uruguay, offset by declines in Argentina and Ecuador.

In Argentina, total passenger traffic declined by 13.0% year over year in June, reflecting lower domestic and international traffic volumes. Domestic traffic decreased by 18.0% year over year, primarily driven by reduced capacity at Flybondi, which operated only three aircraft during the month—representing approximately 30% of its originally scheduled fleet—as well as lower capacity at Aerolíneas Argentinas following fuel price increases. Meanwhile, JetSMART recorded year-over-year passenger growth despite scheduled maintenance affecting part of its fleet. The top three domestic destinations were Bariloche, Córdoba, and Mendoza, all with load factors exceeding 80%. International traffic declined by 4.3% year over year. While seat capacity remained broadly stable compared to June 2025, the load factor decreased by three percentage points. Regional capacity declined across most markets, mainly reflecting capacity adjustments by Aerolíneas Argentinas and GOL. June traffic was also affected by the FIFA World Cup, which had a temporary dampening effect on leisure and business travel as passengers postponed or adjusted their travel plans. The top three international destinations during the month were Santiago de Chile, São Paulo, and Madrid.

In Italy, passenger traffic increased by 4.0% year over year, reflecting growth across both the international and domestic segments. International traffic, which represented more than 80% of total passenger volumes, grew by 4.7%, supported by strong demand at both airports, led by Pisa International Airport. Domestic traffic also expanded, rising by 1.7%, with positive contributions from both Pisa and Florence airports.

In Brazil, total passenger traffic increased by 3.9% year over year. Domestic traffic, which accounted for almost 55% of total traffic, declined slightly by 0.8% year over year, while transit passengers increased by a strong 10.5% year over year. Brasília International Airport continues to benefit from its position as a key secondary hub within the domestic network.

In Uruguay, total passenger traffic, predominantly international, increased slightly by 0.3% year over year. Among other developments, Azul Linhas Aéreas Brasileiras recently launched a new Montevideo–Belo Horizonte route, operating two weekly frequencies.

In Ecuador, passenger traffic declined by 4.1% year over year, as ongoing security concerns continued to weigh on travel demand. International traffic increased by 3.4%, supported by strong demand on U.S. routes, the launch of new services by Avianca, JetBlue, and LATAM Airlines, and additional frequencies operated by American Airlines. Domestic traffic, however, declined by 10.8% year over year, as elevated airfares continued to constrain demand, compounded by reduced operations on the Guayaquil–Quito route.

In Armenia, passenger traffic increased by a robust 16.0% year over year despite disruptions related to the conflict in Iran, which resulted in flight cancellations and airspace restrictions across the region. However, the impact proved to be more limited than initially expected, as strong demand from Western and Eastern Europe, Asia, and Russia continued to support overall traffic growth. In addition, the new Wizz Air base at Zvartnots International Airport, launched in late 2025, together with several new airlines and destinations, continued to support the airport’s strong performance.

Cargo Volume and Aircraft Movements

Cargo volume, decreased by 9.1% year over year, with declines in all countries of operation. By country, performance was as follows: Argentina (-4.9%), Armenia (-17.1%), Brazil (-27.0%), Italy (-7.8%), Ecuador (-6.0%), and Uruguay (-1.9%). Argentina, Brazil, and Uruguay accounted for nearly 80% of total cargo volumes in June.

Aircraft movements declined by 5.7% year over year, as positive contributions from Armenia and Italy, were more than offset by declines in Ecuador, Brazil, Argentina, and Uruguay. Performance by country was as follows: Armenia (+14.3%), Italy (+2.1%), Brazil (-1.4%), Uruguay (-7.1%), Argentina (-11.8%), and Ecuador (-1.6%). Argentina, Brazil, and Italy accounted for more than 80% of total aircraft movements in June.

     
     

Summary Passenger Traffic, Cargo Volume and Aircraft Movements (2026 vs. 2025)

 

Jun’26

Jun’25

% Var.

 

 

YTD’26

YTD’25

% Var.

 

Passenger Traffic (thousands)

 

 

 

 

 

 

 

 

 

Argentina

2,991

3,438

-13.0

%

 

22,814

22,805

0.0

%

Italy

1,058

1,017

4.0

%

 

4,794

4,525

5.9

%

Brazil

1,408

1,354

3.9

%

 

8,389

7,768

8.0

%

Uruguay

164

163

0.3

%

 

1,210

1,177

2.8

%

Ecuador

361

377

-4.1

%

 

2,411

2,303

4.7

%

Armenia

620

535

16.0

%

 

2,748

2,477

10.9

%

TOTAL

6,602

6,885

-4.1

%

 

42,364

41,054

3.2

%

Cargo Volume (tons)

 

 

 

 

Argentina

16,285

17,132

-4.9

%

 

105,242

101,235

4.0

%

Italy

941

1,021

-7.8

%

 

5,357

6,365

-15.8

%

Brazil

3,297

4,518

-27.0

%

 

29,000

30,676

-5.5

%

Uruguay

2,877

2,933

-1.9

%

 

16,647

17,584

-5.3

%

Ecuador

2,804

2,982

-6.0

%

 

16,777

18,421

-8.9

%

Armenia

2,273

2,742

-17.1

%

 

21,025

18,835

11.6

%

TOTAL

28,477

31,328

-9.1

%

 

194,048

193,116

0.5

%

 

Aircraft Movements

Argentina

32,460

36,809

-11.8

%

 

229,251

232,386

-1.3

%

Italy

9,549

9,355

2.1

%

 

42,907

41,072

4.5

%

Brazil

12,348

12,520

-1.4

%

 

74,737

71,945

3.9

%

Uruguay

2,114

2,276

-7.1

%

 

17,452

17,663

-1.2

%

Ecuador

6,381

6,488

-1.6

%

 

37,677

38,508

-2.2

%

Armenia

4,480

3,918

14.3

%

 

20,366

19,086

6.7

%

TOTAL

67,332

71,366

-5.7

%

 

422,390

420,660

0.4

%

 

About Corporación América Airports

Corporación América Airports acquires, develops and operates airport concessions. Currently, the Company operates 52 airports in 6 countries across Latin America and Europe (Argentina, Brazil, Uruguay, Ecuador, Armenia and Italy). In 2025, Corporación América Airports served 86.7 million passengers, 9.8% above the 79.0 million passengers served in 2024. The Company is listed on the New York Stock Exchange where it trades under the ticker “CAAP”. For more information, visit http://investors.corporacionamericaairports.com.

Investor Relations Contact

Patricio Iñaki Esnaola

Email: [email protected]

Phone: +5411 4899-6716

KEYWORDS: Latin America North America United States Europe Luxembourg New York

INDUSTRY KEYWORDS: Other Retail Travel Other Consumer Other Transport Public Transport Specialty Air Transport Retail Consumer Other Travel

MEDIA:

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Almonty to Voluntarily Delist From TSX

Almonty to Voluntarily Delist From TSX

DILLON, Mont.–(BUSINESS WIRE)–
Almonty Industries Inc. (“Almonty” or the “Company”) (NASDAQ: ALM) (TSX: AII) (ASX: AII) (Frankfurt: ALI1), a leading global producer of tungsten concentrate, today announced that it will voluntarily delist the common shares of the Company (the “Common Shares”) from the Toronto Stock Exchange (the “TSX”) effective as of the close of trading on July 31, 2026 (the “Delisting”). Following such date, the Common Shares will no longer be traded on the TSX, but will continue to trade on the Nasdaq Capital Market (the “Nasdaq”) under the symbol ALM.

Given that the majority of the Company’s daily trading volume is on the Nasdaq, and considering the financial, administrative and compliance obligations and costs associated with maintaining its TSX listing, the Company believes that the Delisting is in the Company’s best interests and that maintaining its Nasdaq listing will help deliver better value to the Company, its shareholders and its other stakeholders. Pursuant to Subsection 720(b) of the TSX Company Manual, shareholder approval of the Delisting is not required as an alternative market for the Common Shares, the Nasdaq, exists.

Most brokers in Canada, including discount and online brokers, have the ability to buy and sell securities listed on the Nasdaq. Shareholders holding Common Shares in Canadian brokerage accounts should contact their brokers to confirm how to trade their Common Shares on the Nasdaq.

About Almonty

Almonty (Nasdaq: ALM) (TSX: AII) (ASX: AII) (Frankfurt: ALI1) is a leading supplier of conflict-free tungsten – a strategic metal critical to the defense and advanced technology sectors. As geopolitical tensions heighten, tungsten has become essential for armor, munitions, and electronics manufacturing. Almonty’s flagship Sangdong Mine in South Korea, historically one of the world’s largest and highest-grade tungsten deposits, is expected to supply a significant portion of global non-China tungsten production upon reaching full capacity, directly addressing critical supply vulnerabilities highlighted by recent U.S. defense procurement bans and export restrictions by China. With established operations in Portugal and additional projects in the United States and Spain, Almonty is strategically aligned to meet rapidly rising demand from Western allies committed to supply-chain security and defense readiness. To learn more, please visit https://almonty.com.

Legal Notice

The release, publication, or distribution of this announcement in certain jurisdictions may be restricted by law and therefore persons in such jurisdictions into which this announcement is released, published, or distributed should inform themselves about and observe such restrictions.

Cautionary Note Regarding Forward-Looking Information

This press release may contain “forward-looking statements” and “forward-looking information” within the meaning of applicable securities laws. All statements, other than statements of present or historical facts, are forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and assumptions and accordingly, actual results could differ materially from those expressed or implied in such statements. You are hence cautioned not to place undue reliance on forward-looking statements.

Forward-looking statements are typically identified by words such as “plan”, “seek”, “development”, “growth”, “continued”, “intentions”, “expectations”, “emerging”, “evolving”, “strategy”, “opportunities”, “anticipated”, “trends”, “potential”, “outlook”, “ability”, “additional”, “on track”, “prospects”, “viability”, “estimated”, “reaches”, “enhancing”, “strengthen”, “target”, “believes”, “next steps” or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking statements in this press release include, but are not limited to, statements concerning timing relating to the Delisting.

Forward-looking statements are based upon certain assumptions and other important factors that, if untrue, could cause actual results to be materially different from future results expressed or implied by such statements. There can be no assurance that forward-looking statements will prove to be accurate. Key assumptions upon which the Company’s forward-looking information is based include, without limitation, the successful completion of commissioning at the Sangdong Mine, the availability of funding for continued development, and the expected trajectory of tungsten prices. Forward-looking statements are also subject to risks and uncertainties facing the Company’s business, including, without limitation, the risks identified in the Company’s annual information form dated March 18, 2026 for the year ended December 31, 2025 and in the Company’s management’s discussion and analysis dated May 11, 2026 for the three months ended March 31, 2026 and 2025.

Although Almonty has attempted to identify important factors that could cause actual results, level of activity, performance or achievements to differ materially from those contained in forward-looking statements, the foregoing list of material factors is not exhaustive, and there may be other factors that could cause results, level of activity, performance or achievements not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, and even if events or results described in the forward-looking statements are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on, Almonty. Accordingly, readers should not place undue reliance on forward-looking statements and are cautioned that actual outcomes may vary. When relying on Almonty’s forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Almonty has also assumed that material factors will not cause any forward-looking statements and information to differ materially from actual results or events. However, the list of these factors is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors.

THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS PRESS RELEASE REPRESENTS THE EXPECTATIONS OF ALMONTY AS OF THE DATE OF THIS PRESS RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE. WHILE ALMONTY MAY ELECT TO, IT DOES NOT UNDERTAKE AND IS UNDER NO OBLIGATION TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME, WHETHER AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE, EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLE LAWS.

Company Contact

Lewis Black

Chairman, President & Chief Executive Officer

(647) 438-9766

[email protected]

Investor Relations Contact

Lucas A. Zimmerman

Managing Director MZ Group – MZ North America

(949) 259-4987

[email protected]

www.mzgroup.us

KEYWORDS: Montana United States North America

INDUSTRY KEYWORDS: Mining/Minerals Natural Resources

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Digital Brands Group Announces 1-for-40 Reverse Stock Split to Solidify Continued Nasdaq Compliance; Reduces Outstanding Common Stock Float To Approximately 557,000 Shares

Digital Brands Group Announces 1-for-40 Reverse Stock Split to Solidify Continued Nasdaq Compliance; Reduces Outstanding Common Stock Float To Approximately 557,000 Shares

AUSTIN, Texas–(BUSINESS WIRE)–DBGI Corp. (NASDAQ:DBGI) (the “Company”), a publicly traded company specializing in eCommerce and fashion, today announced to solidify its long-term market footing, that it will effect a 1-for-40 reverse stock split (the “Reverse Stock Split”) of its common stock, par value $0.0001 per share (“Common Stock”).

The Reverse Stock Split is intended to increase the closing bid price of the Common Stock above $1.00 per share, and to enable the Company to manage continued compliance with The Nasdaq Capital Market (“Nasdaq”) Listing Rule 5550(a)(2).

The Reverse Stock Split will become effective on July 24, 2026, at 12:01 a.m., Eastern Time, and the Common Stock will open for trading on Nasdaq on a reverse split-adjusted basis under the existing ticker symbol “DBGI.” Following the execution of the Reverse Stock Split, the new CUSIP number for the Common Stock will be 25401N 606. The Reverse Stock Split reduces the number of shares of outstanding Common Stock from approximately 23 million shares to approximately 575,000 shares. At the effective time of the Reverse Stock Split, every forty shares of Common Stock either issued and outstanding or held as treasury stock will be automatically reclassified into one new share of Common Stock. The total number of shares of Common Stock authorized for issuance will be reduced by a corresponding proportion from 1,000,000,000 shares to 25,000,000 shares of Common Stock. The par value per share of the Common Stock will remain unchanged at $0.0001 per share.

No fractional shares will be issued in connection with the Reverse Stock Split. Fractional shares resulting from the Reverse Stock Split will be rounded up to the nearest whole share.

Clear Trust LLC is acting as transfer and exchange agent for the Reverse Stock Split. Registered stockholders who hold shares of Common Stock are not required to take any action to receive post-Reverse Stock Split shares. Stockholders owning shares via a broker, bank, trust or other nominee will have their positions automatically adjusted to reflect the Reverse Stock Split, subject to such broker’s particular processes, and will not be required to take any action in connection with the Reverse Stock Split.

The Company, in coordination with its specialized legal counsel and ShareIntel, is monitoring all clearinghouse ledger adjustments on a continuous daily basis to ensure absolute transparency, equity registry accuracy, and regulatory compliance throughout this transition period.

About Digital Brands Group

We offer a wide variety of apparel through numerous brands on a both direct-to-consumer and wholesale basis. We have created a business model derived from our founding as a digitally native-first vertical brand. We focus on owning the customer’s “closet share” by leveraging their data and purchase history to create personalized targeted content and looks for that specific customer cohort.

Forward-looking Statements

The information in this press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks” or other similar expressions. Such statements may include, but are not limited to, statements about the Reverse Stock Split and the timing thereof, as well as the trading of the Common Stock, the Company’s ability to increase its closing bid price above $1.00 per share of Common Stock and its ability to manage compliance with the minimum bid price requirement for continued listing on Nasdaq. These statements are based on current expectations on the date of this press release and involve a number of risks and uncertainties that may cause actual results to differ significantly. Further information on factors that could cause DBG’s actual results to differ materially from the results anticipated by DBG’s forward-looking statements is included in the reports the Company has filed with the U.S. Securities and Exchange Commission. DBG does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.

Digital Brands Group, Inc. Company Contact
Hil Davis, CEO
Email: [email protected]

KEYWORDS: Texas United States North America

INDUSTRY KEYWORDS: Online Retail Fashion Electronic Commerce Retail Technology

MEDIA:

MKDWELL Tech Inc. to Acquire Premium Smart-Home and IoT Group, Diversifying Beyond Automotive Electronics

Hsinchu, Taiwan, July 17, 2026 (GLOBE NEWSWIRE) — MKDWELL Tech Inc. (“MKDWELL” or the “Company”) (Nasdaq: MKDW), an automotive electronics manufacturer, today announced that it has entered into a sale and purchase agreement (the “Agreement”) to acquire the entire issued share capital of Landvision Inc. (“Landvision BVI”), a British Virgin Islands holding company that owns 100% of Landvision Technology Limited (“Landvision HK”), a fast-growing developer and supplier of AI-enabled smart-home and Internet-of-Things (“IoT”) products. The acquisition (the “Acquisition”) will be satisfied entirely through the issuance of new shares of the Company, and represents a strategic step to diversify MKDWELL’s business and broaden its technology platform into the high-growth consumer smart-home sector.

Landvision HK is engaged in the design, development and supply of premium smart-home and connected-device products across three principal business lines: smart-home security products, including smart locks and smart door hardware built on self-developed connectivity platforms — certain of which are Matter-certified for cross-brand interoperability with leading ecosystems — supplied both under its own brands and to major international retailers; cooling appliances; and original equipment manufacturer (“OEM”) and original design manufacturer (“ODM”) solutions for international brand and retail customers.

MKDWELL believes the Acquisition will diversify the Company beyond its established automotive electronics business, which is subject to industry cyclicality, into the consumer smart-home and IoT market — a sector that the Company believes continues to benefit from rising household adoption, the standardization of cross-brand interoperability through the Matter protocol, and the rapid expansion of online retail channels. The Company further believes the two businesses share complementary strengths in embedded control electronics, sensor integration, and ODM/OEM manufacturing supported by an established Greater China supply chain, and that the combination will enhance the scale, profitability and growth profile of the enlarged group.

Under the terms of the Agreement, the Company will issue an aggregate of 30,000,000 new ordinary shares at an issue price of US$8.00 per share, representing an aggregate consideration of US$240,000,000, to the selling shareholders of Wonder Kid. Upon completion, the new shares will represent approximately 87.72% of the Company’s enlarged issued ordinary shares. Certain of the selling shareholders, holding in aggregate 26,000,000 of the new shares, have agreed to a staggered lock-up, with 20% released after six months, a further 20% after twelve months, a further 20% after eighteen months, and the remaining 40% after twenty-four months. The Company has also agreed to grant customary registration rights and to use its best endeavours to file a registration statement on Form F-1 within three months after completion to register the resale of the new shares.

Following completion, by virtue of an acting-in-concert arrangement between Mr. Ming-Chia Huang, the Company’s Chief Executive Officer and controlling shareholder, and certain of the selling shareholders, Mr. Huang, together with the parties acting in concert with him, will control a majority of the Company’s voting rights and will remain the controlling shareholder of the Company. Completion of the Acquisition is subject to the satisfaction of customary closing conditions and is expected to occur on or around August, 2026.

Mr. Ming-Chia Huang, Chief Executive Officer of MKDWELL, said: “ The acquisition of Landvision marks a defining step in MKDWELL’s evolution from a focused automotive electronics manufacturer into a diversified intelligent-device group. Landvision’s premium smart-home and IoT portfolio, its Matter-certified product platform and its rapidly scaling retail and e-commerce channels are a natural extension of our embedded-electronics and sensor expertise, and we are confident this combination will create meaningful, long-term value for our shareholders.”

About MKDWELL Tech Inc.

Through our operating subsidiaries, we are a manufacturer and supplier of automotive electronics for passenger cars, modified commercial vehicles, camper vans and logistics vehicles. Our business coverage extends across the spectrum of research and development, design, production and sales of automotive electronic products. Our main products are intelligent camper vans control systems, LiDAR sensors, intelligent container control systems for logistics vehicles, vehicle seat control system, and we provide customers with ODM and OEM customized services. We design, manufacture and supply our products to our customers through our design center located in Hsinchu Science Park, Taiwan and our manufacturing plant in Jiaxing Science and Technology City, Jiaxing City, Zhejiang Province, China. Our customers are mainly based in Mainland China and Taiwan.

Safe Harbor Statement

This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of the US Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. Among other things, the business outlook and quotations from management in this announcement, as well as MKDWELL Tech Inc.’s strategic and operational plans, contain forward-looking statements. MKDWELL Tech Inc. may also make written or oral forward-looking statements in its periodic reports to the US Securities and Exchange Commission (“SEC”) on Forms 20-F and 6-K, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about MKDWELL Tech Inc.’s beliefs and expectations, such as expectations with regard to revenue, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the Company’s ability to complete and integrate the acquisition described herein and to realize its anticipated benefits; fluctuations in the Company’s quarterly operating results; competition in its industry; changing macroeconomic and geopolitical conditions, including evolving international trade policies and the implementation of increased tariffs, import restrictions, and retaliatory trade actions; and relevant government policies and regulations relating to the Company. Further information regarding these and other risks is included in the Company’s filings with the SEC. The Company undertakes no obligation to update any forward-looking statement, except as required under applicable law.

For further information, please contact:

MKDWELL Tech Inc.
Email: [email protected] 



Iovance Biotherapeutics Reports Inducement Grants under NASDAQ Listing Rule 5635(c)(4)

SAN CARLOS, Calif., July 17, 2026 (GLOBE NEWSWIRE) — Iovance Biotherapeutics, Inc. (NASDAQ: IOVA) (“Iovance” or the “Company”), a biotechnology company focused on innovating, developing, and delivering novel polyclonal tumor infiltrating lymphocyte (“TIL”) therapies for patients with cancer, today announced that on July 16, 2026 (the “Date of Grant”), the Company approved the grant of inducement stock options covering an aggregate of 139,930 shares of Iovance’s common stock to seventeen new, non-executive employees.

The awards were granted under Iovance’s Amended and Restated 2021 Inducement Plan, which provides for the granting of equity awards to new employees of Iovance by the Company’s compensation committee in accordance with Nasdaq Listing Rule 5635(c)(4). Each of the stock options granted as referenced in this press release has an exercise price of $4.66, the closing price of Iovance’s common stock on the Date of Grant. Each stock option vests over a three-year period, with one-third of the shares vesting on the first anniversary of the employee’s start date (the “First Vesting Date”) and the remaining shares vesting in eight quarterly installments over the next two years, commencing with the first quarter following the First Vesting Date, subject to continued employment with the Company through the applicable vesting dates.

About Iovance Biotherapeutics, Inc.

Iovance Biotherapeutics, Inc. aims to be the global leader in innovating, developing, and delivering tumor infiltrating lymphocyte (“TIL”) therapies for patients with cancer. We are pioneering a transformational approach to cure cancer by harnessing the human immune system’s ability to recognize and destroy diverse cancer cells in each patient. The Iovance TIL platform has demonstrated promising clinical data across multiple solid tumors. Iovance’s Amtagvi® is the first FDA-approved T cell therapy for a solid tumor indication. We are committed to continuous innovation in cell therapy, including gene-edited cell therapy, that may extend and improve life for patients with cancer. For more information, please visit www.iovance.com.

Amtagvi® and its accompanying design marks, Proleukin®, Iovance®, and IovanceCares™ are trademarks and registered trademarks of Iovance Biotherapeutics, Inc. or its subsidiaries. All other trademarks and registered trademarks are the property of their respective owners.

Forward-Looking Statements

Certain matters discussed in this press release are “forward-looking statements” of Iovance Biotherapeutics, Inc. (hereinafter referred to as the “Company,” “we,” “us,” or “our”) within the meaning of the Private Securities Litigation Reform Act of 1995 (the “PSLRA”). Without limiting the foregoing, we may, in some cases, use terms such as “predicts,” “believes,” “potential,” “achievable,” “continue,” “estimates,” “anticipates,” “expects,” “plans,” “intends,” “forecast,” “guidance,” “outlook,” “may,” “can,” “could,” “might,” “will,” “should,” or other words that convey uncertainty of future events or outcomes and are intended to identify forward-looking statements. Forward-looking statements are based on assumptions and assessments made in light of management’s experience and perception of historical trends, current conditions, expected future developments, and other factors believed to be appropriate. Forward-looking statements in this press release are made as of the date of this press release, and we undertake no duty to update or revise any such statements, whether as a result of new information, future events or otherwise. Forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, many of which are outside of our control, that may cause actual results, levels of activity, performance, achievements, and developments to be materially different from those expressed in or implied by these forward-looking statements. Important factors that could cause actual results, developments, and business decisions to differ materially from forward-looking statements are described in the sections titled “Risk Factors” in our filings with the U.S. Securities and Exchange Commission, including our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.

CONTACTS

Investors

[email protected]

650-260-7120 ext. 150

Media

[email protected]

650-260-7120 ext. 150



Penguin Solutions Announces Closing of Oversubscribed Convertible Notes Offering

Penguin Solutions Announces Closing of Oversubscribed Convertible Notes Offering

  • $750 million convertible senior notes; 0.00% coupon; 50.0% conversion premium
  • Strong investor demand supported the initial purchasers’ full exercise of their $100 million option
  • Refinancing enhances capital structure, extends debt maturities, and reduces interest expense
  • With the capped calls, Penguin anticipates no net dilution from the Notes until Penguin’s share price exceeds approximately $175.05 per share, or an approximately 125% increase above Penguin’s closing price at pricing

FREMONT, Calif.–(BUSINESS WIRE)–
Penguin Solutions, Inc., the AI Factory Platform Company (“Penguin,” “we” or the “Company”) (Nasdaq: PENG), today announced that it has closed its previously announced private offering of $750.0 million aggregate principal amount of 0.00% convertible senior notes due 2031 (the “Notes”) to persons reasonably believed to be qualified institutional buyers as defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The $750.0 million aggregate principal amount includes $100.0 million aggregate principal amount of Notes issued in connection with the initial purchasers’ full exercise of their option. Concurrently with the offering, the Company is exchanging a portion of certain existing convertible senior notes due 2029 and 2030 for cash and shares of common stock.

“Demand for memory and AI infrastructure is accelerating as inference and agentic AI workloads move into production at scale,” said Kash Shaikh, CEO of Penguin. “Penguin is strategically positioned at the intersection of these two markets, and our strong third-quarter fiscal 2026 results demonstrated our profitable growth.”

Shaikh added, “This offering extends our debt maturities, reduces cash interest expense, and provides additional strategic flexibility to invest in our AI Factory Platform growth strategy, which is designed to be capital efficient. Investor demand for our oversubscribed convertible notes offering allowed us to secure highly favorable economic terms for Penguin in a transaction that we believe reflect investors’ confidence in our strategy and will enhance our ability to execute and meet historically strong demand.”

Net proceeds are being used to fund the capped call transactions, the cash portion of the convertible note exchanges described below, and the repayment of borrowings under the existing credit agreement. The Company intends to use the remainder of the net proceeds for general corporate purposes consistent with its AI Factory Platform growth strategy.

The Notes are senior, unsecured obligations of the Company, will not bear regular interest and will not accrete principal. The Notes will mature on August 1, 2031, unless earlier converted, redeemed or repurchased. Upon conversion, the Company will settle conversions by paying or delivering, as applicable, cash and, if applicable, shares of its common stock, based on the applicable conversion rate(s).

Concurrently with the offering, the Company entered into separate, privately negotiated transactions with a limited number of holders of Penguin Solutions (Cayman), Inc.’s 2.00% convertible senior notes due 2029 (the “2029 Notes”) and 2.00% convertible senior notes due 2030 (the “2030 Notes” and, together with the 2029 Notes, the “Existing Notes”) to exchange approximately $135.5 million principal amount of the 2029 Notes and $160.0 million principal amount of the 2030 Notes. The convertible note exchanges are expected to be consummated on or about July 17, 2026.

In connection with the pricing of the Notes and the exercise by the initial purchasers of their option to purchase additional Notes, the Company entered into privately negotiated capped call transactions with certain financial institutions.

The Notes and any shares of common stock issuable upon conversion of the Notes or issuable in the exchange transactions described above have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy the Notes or any shares of common stock issuable upon conversion of the Notes or issuable in the exchange transactions described above, nor will there be any sale of the Notes or any such shares in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful. This press release does not constitute an offer to exchange or purchase or a notice of redemption with respect to the Existing Notes.

About Penguin Solutions

Penguin Solutions is a leading provider of memory and AI infrastructure, powering the AI factories of the future for enterprises, sovereign AI initiatives, and neocloud providers.

Built on decades of engineering expertise at the intersection of memory and AI/HPC infrastructure, we bring together differentiated infrastructure software, advanced memory, compute systems, end-to-end services, and industry-leading partner solutions in a full-stack AI factory platform designed to help customers deploy and scale AI workloads with speed and precision.

Headquartered in Silicon Valley, California, we operate globally through our network of R&D, manufacturing, and sales locations.

Use of Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995 that are not historical in nature, that are predictive or that depend upon or refer to future events or conditions. These statements may include, but are not limited to, statements regarding the use of proceeds from the offering and the consummation of the convertible note exchanges; the effects of entering into the capped call transactions; statements concerning or regarding our future financial and operating performance; statements regarding our strategic transformation, growth strategy, business momentum, and emerging leadership position; and statements regarding AI-related demand, customer pipeline, market opportunities, and industry trends. These statements can be identified by the fact that they do not relate strictly to historical or current facts. Forward-looking statements often use words such as “anticipate,” “target,” “expect,” “estimate,” “intend,” “plan,” “goal,” “believe,” “could,” and other words of similar meaning. Forward-looking statements provide our current expectations or forecasts of future events, circumstances, results or aspirations and are subject to a number of risks, uncertainties and other factors, many of which are outside of our control, including, among others, the failure to realize opportunities relating to the company’s growth and stakeholder value and other factors and risks detailed in Penguin’s filings with the U.S. Securities and Exchange Commission, including Penguin’s most recent Annual Report on Form 10-K. Such risks, uncertainties and factors as outlined above and in such filings do not constitute all factors and risks that could cause actual results of Penguin to be materially different from Penguin’s forward-looking statements. Accordingly, investors are cautioned not to place undue reliance on any forward-looking statements. Any forward-looking statements that we make in this press release speak only as of the date of this press release. Except as required by law, we do not undertake to update the forward-looking statements contained in this press release to reflect the impact of circumstances or events that may arise after the date that the forward-looking statements were made.

Investor Contact:

Lori Barker

Investor Relations

[email protected]

PR Contact:

Maureen O’Leary

Corporate Communications

+1-602-330-6846

[email protected]

KEYWORDS: California United States North America

INDUSTRY KEYWORDS: Technology Semiconductor Telecommunications Software Networks Hardware Electronic Design Automation Data Management Artificial Intelligence

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