VivoPower Reports FY2026 Results Including a Partial-Period Contribution from Mo i Rana Data Center

Financial results for FY2026 are not reflective of full-year contribution from the Mo i Rana Data Center business

Mo i Rana data center results consolidated from 12 May 2026, being the date of effective completion

FY2026 revenue was US$2.6 million, primarily reflecting consolidation of the Mo i Rana Data Center

IFRS loss from continuing operations of US$50.4 million (FY2025: US$17.3 million, restated)

IFRS basic and diluted loss per share from continuing operations was US$(2.59) (FY2025: US$(2.60))

Adjusted EBITDA from continuing operations (non-IFRS) of US$(24.4) million (FY2025: US$(11.1) million, restated), or US$(11.3) million (FY2025: US$(9.2) million) before non-cash share-based payment expense of US$13.1 million

Post balance date, both the Data Center business unit and the Electric Vehicle business unit (Tembo) have respectively booked revenues in excess of FY2026 totals with both targeting EBITDA profitability

LONDON, UK, Nov. 03, 2026 (GLOBE NEWSWIRE) -- VivoPower PLC (Nasdaq: VIVO) (“VivoPower” or the “Company”), a leading B Corp-certified global developer and owner of powered land and data center infrastructure for AI compute applications, today announced results for the fiscal year ended 30 June 2026 (FY2026).

Its Annual Report on Form 20-F was filed with the SEC on 2 November 2026, and the FY2026 results presentation is available on the Company’s website under investor relations.

Results Call

VivoPower will host a results call and webcast for investors and analysts on Tuesday, 10 November 2026 at 8:00 a.m. ET / 1:00 p.m. GMT / 2:00 p.m. CET / 9:00 p.m. SGT. Participants can join the call using the link on the investor relations page of the Company’s website.

Management will review the FY2026 results presentation and discuss the outlook for the group.

Group Level Overview

• Profit and Loss: FY2026 revenues of US$2.6 million, reflecting part-period consolidation of Mo i Rana data center related revenues (from hosting of bitcoin mining). Consolidated group IFRS losses include US$13.1 million of non-cash share-based payment expense and US$14.8 million of non-cash fair-value losses on derivatives, warrants and other investments.
• Balance Sheet: net assets increased to US$37.0 million (30 June 2025: US$17.2 million, restated), mainly from share issuances.
• Interest-bearing debt: At 30 June 2026, loans and borrowings were US$28.8 million and lease liabilities (under IFRS standards) were US$10.3 million (relating to Mo i Rana). The US$28.8 million was principal owed to AWN, a related party. After year end it was settled with US$12.3 million in cash and US$16.5 million exchanged for convertible preference shares. Accrued interest of approximately US$16 million remains outstanding.
  
  

Data Center Segment

• Financial results: revenues for the Data Center segment were US$2.5 million whilst operating profit was US$0.04 million for the 50 days to 30 June 2026. These result from existing hosting of bitcoin mining activities, not AI leases. This short-period result is not indicative of full-year performance and reflects one-off post-acquisition costs and some downtime for site works and maintenance undertaken to optimize for future performance as well as reduced bitcoin prices during this period. Post balance date, improved bitcoin prices and better-than-expected demand response revenues have translated into year-to-date results materially in excess of the FY2026 full-year results.
• AI tenant selection: the Company launched a competitive process to select one or more AI compute tenants and announced a shortlist on 21 May 2026. The Company has decided not to pursue a lease with the tenant announced as preferred on 29 June 2026, given better offers presented to it in a rising rent market for powered land in the Nordics. It is now working to finalize definitive terms with another prospective AI tenant and concurrently working on financing options (refer below).
• Conversion financing: alongside the tenant process, the Company is progressing discussions with prospective financiers to fund the first 40MW phase. Based on the Company’s current internal plans, the estimated capital expenditure for this phase is approximately US$411 million (a preliminary management estimate that may change materially). The Company expects to fund the conversion largely through project-finance debt and is also evaluating potential project-level co-development investment partnerships. In such an arrangement, VivoPower would contribute the operational powered land site whilst the co-development partner would provide the equity finance. In evaluating such partnerships, the Company would seek to retain a majority equity interest. In this regard, it is targeting project-level funding of approximately 70-75% debt and 25-30% equity. If the Company secures a suitable co-development partner for the equity and project finance for the debt, this could reduce the amount of its own funds required for the project. However, this is not assured, and the Company may require additional financing. In addition, tenants may provide prepayments or deposits, if agreed, which could help to fund the project capital expenditure.
  
  

Electric Vehicles Segment (Tembo)

• FY2026 results: revenues for the Electric Vehicles segment were US$0.09 million (FY2025: US$0.05 million), reflecting conversion kit and vehicle sales by Tembo. This segment generated an operating loss of US$3.01 million, reflecting continued investment in product homologation and go-to-market programs. Post balance date, Tembo has booked revenues and received purchase orders in excess of the FY2026 result, with sharply higher diesel prices in its key markets fueling demand, and is targeting EBITDA profitability in FY2027.
• Strategic status: on 2 July 2026, the Board resolved that the development and scale-up of the Company’s AI data center business is the principal strategic priority of the Group, and that its Tembo electric vehicle business and its Caret business are non-core businesses to be separated in a manner consistent with that priority. In respect of Tembo, previously contemplated special dividend arrangements have been discontinued and superseded by the proposed business combination with Cactus Acquisition Corp. 1 Limited (“Cactus”) described below, on completion of which the Company would retain a minority shareholding in the combined company.
• Proposed Tembo business combination: on 29 August 2024, the Company entered into a business combination agreement with Cactus and Tembo, under which Tembo would become a subsidiary of a new holding company, Tembo Group B.V., which is proposed to be converted into a Dutch public limited liability company named Tembo Group N.V. and which would apply to list its shares on Nasdaq and in which the Company would retain a minority shareholding. A draft registration statement on Form F-4 for the transaction has been confidentially submitted to the SEC. Completion is subject to, among other things, the registration statement being declared effective, approval by Cactus’s shareholders, approval of the combined company’s initial listing application by Nasdaq under its current initial listing requirements, and other closing conditions. On 27 October 2026, Cactus’s shareholders approved an extension of the date by which Cactus must complete a business combination to 2 November 2027. Tembo’s results will continue to be consolidated in the Company’s results while the Company retains control of Tembo.
  
  

Non-IFRS Measures (from Continuing Operations)

Adjusted EBITDA from continuing operations is a non-IFRS performance measure calculated by adjusting IFRS loss from continuing operations for income tax, finance expense less finance income, the fair-value loss on financial instruments, depreciation and amortization, impairment losses, and the restructuring-related and other adjustments itemized in the reconciliation. This measure retains non-cash share-based payment expense.

Adjusted EBITDA from continuing operations before non-cash share-based payments is a further non-IFRS performance measure calculated by adding back to Adjusted EBITDA from continuing operations the expense recognized in continuing operations for professional fees settled in shares or other equity instruments and employee equity incentive awards. It excludes that expense, rather than treating it as having no economic cost.

Management believes that presenting both measures alongside IFRS loss helps investors distinguish changes in other operating costs from changes in equity-settled professional-fee and employee-award expense across periods. Neither measure should be considered in isolation or as a substitute for IFRS loss or other IFRS financial measures.

US$000	FY2026		FY2025 (restated)
Total loss for the year (IFRS)	(49,732	)	(15,658	)
Remove profit from discontinued operations	(621	)	(1,648	)
Loss from continuing operations (IFRS)	(50,353	)	(17,306	)
Income tax expense/(credit)	1,618		(691	)
Finance expense	7,031		7,033
Finance income	(456	)	(3,568	)
Fair value loss on financial instruments	14,753		–
Depreciation and amortization	928		517
Impairment losses	616		2,531
Corporate restructuring litigation provision	537		596
Fiscal provision	772		154
Reverse gains on effectuation of deeds of company arrangement	(575	)	(514	)
Acquisition-related and other costs	717		176
Other adjustments	–		(8	)
Adjusted EBITDA from continuing operations (non-IFRS)	(24,412	)	(11,080	)
Add back: non-cash share-based payment expense retained in Adjusted EBITDA above	13,099		1,900
Adjusted EBITDA from continuing operations before non-cash share-based payments (non-IFRS)	(11,313	)	(9,180	)

The reconciliation includes both the costs and the gains within the restructuring-related adjustments. Adjusted EBITDA from continuing operations includes non-cash share-based payment expense of US$13.1 million in FY2026 and US$1.9 million in FY2025. These costs can recur, and settling them in shares or other equity instruments can dilute shareholders. In this reconciliation, those amounts are added back only for the separately labelled measure before non-cash share-based payments. Neither non-IFRS measure is a measure of cash flow or liquidity, and similarly titled measures used by other companies may be calculated differently.

Source: VivoPower Annual Report on Form 20-F for FY2026, filed with the SEC on 2 November 2026 (Item 5 and Note 8).

Additional Information

Full details are in the Form 20-F, available at www.sec.gov and on the investor relations page of the Company’s website. Shareholders may request a free hard copy of the Annual Report by sending an email to media@vivopower.com. Please read the results presentation with its disclaimer.

About VivoPower

Originally founded in 2014 and listed on Nasdaq since 2016, VivoPower is an award-winning B Corporation with data center and powered land infrastructure across Norway, Finland, and the United Arab Emirates. The Company’s mission is to be the independent, trusted partner for sovereign nations that develop and operate sustainable data center infrastructure, ensuring sovereign control over power, data, and national intelligence. In doing so, VivoPower helps sovereign nations bridge the gap between their energy assets and their AI ambitions by providing the Power-to-X infrastructure necessary to build and control their own domestic intelligence hubs.

Forward-Looking Statements

This announcement contains forward-looking statements, including statements about the Company’s strategy, future financial and operating performance, the proposed AI conversion and expansion of Mo i Rana, the AI-tenant selection and contracting process, estimated capital expenditure, construction and commissioning, project financing and funding mix, potential co-development arrangements, prospective tenant prepayments, future ownership interests, additional capital requirements and the expected effects of market conditions. Words such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “intend”, “may”, “plan”, “potential”, “target” and “would” may identify forward-looking statements, but their absence does not mean a statement is not forward-looking.

These statements reflect management’s current expectations, estimates and assumptions, not guarantees of performance or completed transactions. Estimates of conversion cost, financing proportions, ownership, timing and tenant contributions may change materially as design, due diligence, negotiations, approvals and financing progress; a target or conditional scenario is not an approved or fully financed outcome, and the separate prerequisites for each scenario may not be achieved together.

The Company intends to rely on the forward-looking-statement protections of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 only to the extent legally available. These protections do not apply to every statement, speaker or transaction, do not turn historical or current trading information into forward-looking information, and do not displace applicable disclosure or anti-fraud obligations.

Forward-looking statements speak only as of the date made, unless another date is expressly stated. Readers should not place undue reliance on them; except as required by applicable law, the Company undertakes no obligation to update them, and nothing in this statement limits any applicable duty to correct materially inaccurate or misleading information or to make a required disclosure.

Risk factors

Actual results could differ materially from those expressed or implied because of the following risks, among others. These risks should be read with the Company’s Annual Report on Form 20-F for FY2026, including Items 3.D, 5 and 15 and the financial-statement notes, and any subsequent SEC disclosures; this summary is not exhaustive.

• AI tenant and conversion execution: The Company has not entered into a definitive AI-compute lease for Mo i Rana; discussions with a prospective tenant are not a lease, and there is no assurance that an agreement will be concluded on acceptable terms or at all. Tenant requirements, credit support, design, engineering, equipment supply, permits, power and grid arrangements, construction, commissioning and operating requirements may change, increase cost or delay or prevent the proposed conversion; existing energised capacity does not establish completed AI-ready capacity, contracted AI revenue or approval for additional capacity.
• Conversion financing and ownership: Financing for the proposed AI conversion is not assured, and the Form 20-F states that the Company expects to fund the conversion largely through project-finance debt and may also require additional equity financing. A targeted debt ratio does not establish lender willingness, debt capacity, acceptable covenants or availability of funds; a prospective co-development partner’s contribution or a prospective tenant’s prepayment is not available cash unless agreed, funded and usable for the relevant expenditure. The Company may have to contribute additional cash, provide security or guarantees, issue further securities, accept less favourable economics or control rights, reduce its ownership interest, or defer or abandon the project; neither retention of majority ownership nor avoidance of further Company-level fundraising or dilution is assured.
• Existing hosting, power and demand-response activities: Mo i Rana’s reported FY2026 revenue arose from existing bitcoin-mining hosting rather than an AI lease. Bitcoin prices, mining economics and customer credit or activity, Norwegian power prices, tariffs, hedging, grid availability and restrictions, regulatory changes, equipment downtime and maintenance, and the eligibility, availability, pricing and dispatch of demand-response services can affect revenue, margins and cash receipts; any favourable price movements or demand-response receipts may not recur, and prequalification does not guarantee dispatch or revenue.
• Liquidity and subscription collections: At 30 June 2026 the Group had net current liabilities of US$11.95 million, and the Form 20-F reports an unsecured outstanding Ceres-led Regulation S subscription receivable of US$53.3 million at that date. It also reports that US$16.0 million of PIPE 2 proceeds remained outstanding at the date of the report, subject to completion of KYC approvals; neither a subscription commitment nor completion of an administrative process guarantees collection or its timing. Liquidity depends on actual cash receipts and payments, creditor arrangements and meeting obligations as they fall due, including acquisition instalments and other liabilities; failure or delay in collecting subscriptions or obtaining other necessary funds could adversely affect operations and the ability to continue as a going concern.
• AWN, related parties and capital structure: The post-year-end settlement of US$28.8 million of AWN shareholder-loan principal comprised US$12.3 million paid in cash and US$16.5 million exchanged for convertible preference shares, rather than an equivalent cash repayment of all debt; the Form 20-F reports approximately US$16 million of accrued AWN interest still outstanding after those transactions. AWN is a related party, and the exchange did not eliminate the rights and economic claims represented by the preference shares or the remaining interest; settlement, conversion, dividends, warrants, reset terms, equity-settled fees and further fundraising can dilute ordinary shareholders, create competing economic priorities and materially affect reported results.
• Operating, regulatory and geopolitical exposure: Power-market and grid regulation, environmental and planning requirements, counterparties, physical and cybersecurity incidents, supply-chain constraints, exchange rates and interest rates may adversely affect the Company’s operations and projects. Arctic Norge Data I AS is subject to the pre-acquisition Norwegian VAT and corporate-income-tax audit disclosed in the Form 20-F; resulting liabilities may not be recoverable from the seller, and disputes over recovery or withholding deferred acquisition payments could affect cash requirements. The Middle East conflict and other geopolitical developments may disrupt funding transfers, customer or investor payments, energy markets, logistics and business conditions; effects may be adverse.
• Financial reporting and controls: The Company has restated FY2025 comparative financial information and reported that its disclosure controls and procedures and internal control over financial reporting were ineffective at 30 June 2026 because of material weaknesses, which remained outstanding at that date. Remediation may take time and may not be effective; errors, complex-transaction accounting, estimates, valuations or further adjustments could affect reported results, timeliness, access to capital and investor confidence.
• Listing, status and trading: Maintaining Nasdaq listing and foreign-private-issuer status depends on continuing satisfaction of applicable requirements; loss of either status, further securities issuance, low liquidity or share-price volatility could adversely affect shareholders and financing access, and loss of foreign-private-issuer status could increase reporting and compliance obligations and costs. This risk statement is not a statement that a current Nasdaq deficiency exists.
  
  

Non-IFRS financial measures

Adjusted EBITDA from continuing operations and Adjusted EBITDA from continuing operations before non-cash share-based payments, where presented, are non-IFRS performance measures, not substitutes for IFRS loss, and not measures of cash generation, cash available for investment or debt service, or liquidity. Their definitions and reconciliations must be read with the IFRS results; similarly titled measures used by other companies may differ.

Ordinary Adjusted EBITDA from continuing operations retains non-cash share-based payment expense; the separately labelled before-share-based-payments measure adds back that expense. Excluded share-settled professional fees and equity awards have an economic cost, can recur, and can dilute shareholders; “non-cash” does not mean cost-free, exceptional or irrelevant to operating performance, and the timing or form of settlement does not itself establish the appropriate accounting or adjustment.

The measures should be considered only alongside the most directly comparable IFRS measures and the definitions, individual adjustments, explanations and reconciliations provided in this announcement. Presentation of an adjustment does not establish that its effects will not recur or that it represents cash saved; neither measure is an alternative statement of IFRS profitability.

Restatement of FY2025 comparatives

FY2025 comparative financial information is presented on the restated basis where indicated and should be read with Note 35 to the FY2026 Form 20-F, which describes the nature and financial effects of the restatement. Comparisons with previously published, unadjusted FY2025 amounts may therefore be misleading; the restatement does not eliminate the financial-control risks described above or provide assurance that future corrections will not be required.

Post-period and unaudited information

Post-30 June 2026 operating and trading information, where included, is unaudited unless expressly stated otherwise; the audit of the FY2026 financial statements is not an audit opinion on subsequent trading performance or a forecast. The applicable period, cut-off date, scope, accounting basis and comparison must be read with each such statement; periods of different lengths and a partial acquisition period are not automatically comparable.

Bookings, purchase orders, inquiries and indicative proposals are not necessarily IFRS revenue or collectible cash. Interim performance must not be annualised or treated as assurance of future profitability, and historical year-end cash does not represent cash available at the announcement date after subsequent receipts, payments and commitments.

Third-party and market information

Market, industry and third-party information is subject to the methodologies, assumptions, dates and limitations of the relevant provider. Market-wide trends, indicative rents, tenant interest, recent prices or general financing practices do not establish the terms available to the Company, the creditworthiness of a specific counterparty, a signed contract or an entitlement to tenant deposits.

Attribution to a third party does not relieve the Company of responsibility for its own statements or provide an independent audit of project assumptions, interim performance or forecasts. Nothing in this announcement should be read as an endorsement of those matters by the Company’s auditors.

No offer or solicitation

This announcement is for information and is not intended to constitute an offer to sell or a solicitation of an offer to buy securities, or an offering document. Any securities offering or sale must comply with applicable registration requirements or an available exemption and be made through the applicable offering documents; no offer or sale may be made in a jurisdiction where it would be unlawful.

Not investment advice / no reliance

This announcement does not provide personalised investment, legal or tax advice or an assessment of the suitability of any investment for a particular person. Investors should read the complete relevant SEC disclosures and offering documents, assess their own circumstances and, where appropriate, obtain independent professional advice; they should not rely on forward-looking statements or selected financial measures as a complete investment analysis.

Nothing in this announcement excludes or limits any liability or obligation under applicable securities laws or any non-waivable investor right. In particular, this section does not disclaim responsibility for accurate, non-misleading disclosure or ask investors to waive reliance on statements of historical or current fact.

Website and hyperlinks

Website addresses and hyperlinks are provided for convenience. Website contents are not incorporated into this announcement solely because an address or hyperlink is included; this statement does not alter any express incorporation by reference in an SEC filing, any applicable legal treatment of linked information or the Company’s disclosure obligations.

Investors should consult the dated announcement and the relevant SEC filings rather than assume that subsequent website changes update this announcement. The inclusion of a hyperlink does not itself verify the information or replace any required public disclosure.

Contact

Shareholder Enquiries
media@vivopower.com