Earnings release
Page 1
FOR IMMEDIATE RELEASE LiveWire Group, Inc. Reports 2026 Third Quarter Financial Results MILWAUKEE (October 29, 2026) – LiveWire Group, Inc. (“LiveWire” or the “Company”) (NYSE: LVWR) today reported third quarter 2026 results. Third Quarter and Year-to-Date through September 30, 2026 Highlights and Financial Results • Consolidated revenue increased 38% in the third quarter of 2026 compared to the same period prior year driven by increased unit sales in both the Electric Motorcycle and STACYC segments. • Reduced net cash used by operating activities year-to-date through September 30, 2026 by 16%, driving a 16% improvement in year-to-date free cash flow as compared to the same period 2025. • Year-to-date through September 30, 2026 market share of 80% in the U.S. electric motorcycle 50+ kilowatt on-road EV segment . • Delivered the first units of the S4 Honcho™ Trail to the U.S. market in August with the first units of S4 Honcho™ Street delivered to dealers in October. The first units of the S4 Honcho™ Trail are expected to be delivered to Europe in October with S4 Honcho™ Street expected to follow in November. Total Company Highlights $ in millions* 3rd quarter 2026 2025 Change Consolidated Revenue Units 7,233 5,989 21% Consolidated Revenue $7.9 $5.7 38% Consolidated Operating Loss ($17.5) ($18.8) 7% Net Loss ($18.6) ($19.4) 4% Adjusted EBITDA** ($14.7) ($16.5) 11% $ in millions* Year-to-date through September 30, 2026 2026 2025 Change Net cash used by operating activities ($38.3) ($45.6) 16% Free Cash Flow** ($40.5) ($48.2) 16% *Amounts may not add or recalculate due to rounding. **Definition of Adjusted EBITDA and Free Cash Flow and reconciliations to the comparable GAAP metrics are at the end of this release. The Company’s consolidated net loss was $18.6 million for the third quarter 2026 as compared to $19.4 million in the same period prior year driven by the segment results noted below and an increase of $0.9 million of income tax benefit, offset by an increase of $1.5 million in related party interest expense as compared to the same period prior year. Adjusted EBITDA was negative $14.7 million for the third quarter 2026 as compared to negative $16.5 million in the same period prior year driven by the segment results noted below. LiveWire Group, Inc. is comprised of two business segments: • STACYC – focused on the sale of electric balance bikes for kids, electric bikes, and related products • Electric Motorcycles – focused on the sale of electric motorcycles and related products 1 Source: U.S. EV Street Legal Market Share for September from Motorcycle Industry Council (MIC).1
Page 2
STACYC $ in millions* 3rd quarter 2026 2025 Change Electric Balance Bike and Electric Bike Units 6,992 5,805 20% Revenue $5.2 $4.7 9% Operating Loss ($0.6) ($0.4) (34%) *Amounts may not add or recalculate due to rounding. STACYC unit sales increased by 20% compared to the prior year same quarter, resulting in an increase to revenue of $0.5 million. Operating loss increased by $0.2 million in the third quarter of 2026 compared to 2025 primarily due to higher freightcosts. Electric Motorcycles $ in millions* 3rd quarter 2026 2025 Change Motorcycle Units 241 184 31% Revenue $2.7 $1.0 178% Operating Loss ($17.0) ($18.4) 8% *Amounts may not add or recalculate due to rounding. Electric Motorcycle unit sales increased by 31% compared to the prior year same quarter, resulting in an increase to revenue of $1.7 million. Revenue in the third quarter of 2025 was impacted by increased incentives implemented to drive demand in the market which resulted in a reduction in revenue. Operating loss improved by $1.4 million compared to the prior year, due to an improvement in gross margin of $2.6 million, offset by an increase in selling, administrative and engineering expense of $1.2 million as compared to the same quarter in the prior year due to a reduction in stock compensation expense in the third quarter of 2025 related to forfeitures of awards from employees who terminated. Liquidity and Going ConcernManagement has determined that conditions and events raise substantial doubt about the Company's ability to continue as a going concern within one year after the date the Company's September 30, 2026 consolidated financial statements are issued. The Company's recurring operating losses, negative cash flows from operations, limited liquidity resources, and anticipated future funding requirements contributed to this determination. The Company continues to evaluate and pursue comprehensive financing and other strategic alternatives, which may include significant capital raises, strategic partnerships or investments, sales, and other strategic transactions, intended to support the Company's operations and execution of its business plan; however, there can be no assurance that such efforts will be successful or that any such transaction will be available on terms acceptable to the Company, our lienholders or stockholders. In order to address these issues, and considering the debt maturity in December of 2027, on October 22, 2026, the board of directors of the Company (the “Board”) formed a special restructuring committee of the Board (the “Special Restructuring Committee”) and delegated to it the authority to (i) review, evaluate and negotiate, and, if deemed advisable by the Special Restructuring Committee, to recommend to the Board the approval or rejection of any debt or equity or other financing, sale, restructuring, recapitalization, strategic transaction or other similar opportunity or transaction for the Company (each, a “Strategic Transaction”), (ii) determine whether a Strategic Transaction involves a matter in which any director may have an interest that conflicts with, or is different from or in addition to, the interests of the Company and its stockholders generally (a “Potential Conflict Matter”), and (iii) create the officer position of Chief Restructuring Officer of the Company (“CRO”), to appoint such person to, and delegate such power and authority to, such officer position, and to remove and replace any person appointed to such officer position. The Special Restructuring Committee has sole and exclusive authority, on behalf of the Company, to approve or reject any Potential Conflict Matter. The Board may not 2
Page 3
approve or recommend any Strategic Transaction that constitutes a Potential Conflict Matter without the prior favorable recommendation of the Special Restructuring Committee, and the Board retains the exclusive right to approve or reject any Strategic Transaction that does not constitute a Potential Conflict Matter. The Special Restructuring Committee appointed Roy Gallagher to serve as CRO. Mr. Gallagher will report to, and take direction from, the Special Restructuring Committee and be the principal executive officer of the Company. Additional information regarding the Company's liquidity position, management's plans, and the going concern assessment will be included in the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2026, which is expected to be filed on or before November 9, 2026. Financial guidance As a result of the actions discussed above, including the formation of the Special Restructuring Committee to review, evaluate and negotiate any debt or equity or other financing, sale, restructuring, recapitalization, strategic transaction or other transaction, we are withdrawing our previously issued guidance of a LiveWire Group operating loss between $70 and $80 million for the full year 2026. Webcast Harley-Davidson, Inc. management will discuss the results of its LiveWire reportable segment during an audio webcast from 8-9 a.m. CT where discussion will be limited to its LiveWire reportable segment’s financial results and outlook updates. Harley-Davidson’s LiveWire reportable segment results as determined in accordance with U.S. GAAP may differ from LiveWire Group, Inc. results on a standalone basis. About LiveWireLiveWire has a dedicated focus on the electric motorcycle sector. LiveWire’s majority shareholder is Harley-Davidson, Inc. LiveWire comes from the lineage of Harley-Davidson and is capitalizing on a decade of its learnings in the EV sector. With a dedicated focus on EV, LiveWire plans to develop the technology of the future and to invest in the capabilities needed to lead the transformation of motorcycling. www.livewire.com Cautionary Note Regarding Forward-Looking StatementsThe Company intends that certain matters discussed in this press release are “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts contained in this press release, including statements concerning possible or assumed future actions, business strategies, events or results of operations, and any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. These statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Words or phrases such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “is on track,” “may,” “might,” “objective,” “ongoing,” “plan,” “potential,” “predict,” “project,” “remain committed,” “should,” “target,” “will” and “would,” or similar words or phrases, or the negatives of those words or phrases, may identify forward-looking statements, but the absence of these words does not necessarily mean that a statement is not forward-looking. The forward-looking statements in this press release are only predictions. We have based these forward- looking statements largely on our current expectations and projections about future events and financial trends that webelieve may affect our business, financial condition and results of operations. These forward-looking statements speak only as of the date of this press release and are subject to a number of important factors that could cause actual results to differ materially from those in the forward-looking statements, including the risks, uncertainties and assumptions described in prior public filings titled “Risk Factors.” These forward-looking statements are subject to numerous risks, including, without limitation, the following: our history of losses and expectation to incur significant expenses and continuing losses for the foreseeable future; Harley-Davidson, Inc. (“H-D”) making decisions for its overall benefit that could negatively impact our overall business; our relationship with H-D and its impact on our other business relationships; our ability to obtain funding or raise additional capital for our operations on acceptable terms or at all; our ability to access capital markets and manage costs; our future capital requirements and sources and uses of cash; our limited operating history, the Company’s business, expansion plans and opportunities, including its expansion into the off-road electric motorcycle market, its ability to successfully integrate the Dust Motorcycles acquisition, and its ability to develop, commercialize and grow Dust-branded and related off-road electric motorcycle products and product lines, as well as the Company’s ability to scale its operations and manage its future growth effectively; our history of net losses and negative cash flows 3
Page 4
raise substantial doubt about our ability to continue as a going concern; our ability to satisfy certain New York Stock Exchange (“NYSE”) listing requirements; potential delays in the design, manufacture, financing, regulatory approval, launch and delivery of our electric vehicles; our financial and business performance, including financial projections and business metrics and any underlying assumptions thereunder; changes in our strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects and plans, including our ability to effectively execute the Company’s relocation and streamlined headcount plan within expected costs and time and our ability to realize the expected savings on an ongoing annual basis; our ability to manage and predict the impact of global trade issues and changes in and uncertainties with respect to trade and export regulations, trade policies and sanctions, tariffs, international trade disputes, particularly those relating to China and Taiwan, may have on the Company's ability to sell products domestically and internationally, and thecost of raw materials and components, including tariffs recently imposed or that may be imposed by the U.S. on foreign goods or other tariffs recently imposed or that may be imposed by foreign countries on U.S. goods; retail partners being unwilling to participate in our go-to-market business model or their inability to establish or maintain relationships with customers for our electric vehicles; our ability to attract and retain a large number of customers; challenges we face as a pioneer into the highly competitive and rapidly evolving electric vehicle industry; our operational and financial risks if we fail to effectively and appropriately separate the LiveWire business from the H-D business; our ability to leverage contract manufacturers, including H-D and Kwang Yang Motor Co., Ltd., a Taiwanese company (“KYMCO”), to contract manufacture our electric vehicles; building out our supply chain, including our dependency on our existing suppliers and our ability to source suppliers, in each case many of which are single-sourced or limited-source suppliers, for our critical components such as batteries and semiconductor chips; geopolitical events and related actions that may occur between mainland China and Taiwan; increased geopolitical volatility and conflicts, such as in the Middle East, our ability to rely on third party and public charging networks; our ability to attract and retain key personnel; our business, expansion plans and opportunities, including our ability to scale our operations and manage our future growth effectively; the effects on our future business of competition, the pace and depth of electric vehicle adoption generally and our ability to achieve planned competitive advantages with respect to our electric vehicles and products, including with respect to reliability, safety and efficiency; our business and H-D’s business overlapping and being perceived as competitors; our inability to maintain a strong relationship with H-D or to resolve favorablyany disputes that may arise between us and H-D; our dependency on H-D for a number of services, including services relating to quality and safety testing. If those service arrangements terminate, it may require significant investment for us to build our own safety and testing facilities, or we may be required to obtain such services from another third-party at increased costs; any decision by us to electrify H-D products, or the products of any other company; our expectations regarding our ability to obtain and maintain intellectual property protection and not infringe on the rights of others; potential harm caused by misappropriation of our data and compromises in cybersecurity; changes in laws, regulatory requirements, governmental incentives and fuel and energy prices; the impact of health epidemics on our business, the other risks we face and the actions we may take in response thereto; litigation, regulatory proceedings, complaints, product liability claims and/or adverse publicity; and the possibility that we may be adversely affected by other economic, business and/or competitive factors. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified and some of which are beyond our control, you should not rely on these forward-looking statements as predictions of future events. The events and circumstances reflected in our forward-looking statements may not be achieved or occur, and actual results could differ materially from those projected in the forward-looking statements. Moreover, we operate in an evolving environment. Some of these risks and uncertainties may in the future be amplified by new risk factors and uncertainties that may emerge from time to time, and it is not possible for management to predict all risk factors and uncertainties. As a result of these factors, we cannot assure you that the forward-looking statements in this press release willprove to be accurate. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances, or otherwise. You should read this earnings release completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements. Media Contact: Dylan Riddle, Dylan.Riddle@harley-davidson.com Financial Contact: Faisal Ghori, Faisal.Ghori@harley-davidson.com ### 4
Page 5
LiveWire Group, Inc. Consolidated Statements of Operations (In thousands, except per share amounts) (Unaudited) Three months ended Nine months ended September 30,2026 September 30,2025 September 30,2026 September 30,2025 Revenue, net $ 7,863 $ 5,701 $ 22,093 $ 14,317 Costs and expenses: Cost of goods sold 8,238 8,602 23,051 18,837 Selling, administrative and engineering expense 17,132 15,911 52,235 53,222 Total operating costs and expenses 25,370 24,513 75,286 72,059 Operating loss (17,507) (18,812) (53,193) (57,742) Other income (expense), net (157) — (157) — Interest expense, related party (1,514) — (4,385) — Interest income (expense), net 297 165 1,320 1,002 Change in fair value of warrant liabilities (501) (656) 793 (656) Loss before income taxes (19,382) (19,303) (55,622) (57,396) Income tax provision (benefit) (761) 92 (660) 96 Net loss $ (18,621) $ (19,395) $ (54,962) $ (57,492) Net loss per share, basic and diluted $ (0.09) $ (0.10) $ (0.27) $ (0.28) Weighted-average shares, basic and diluted 205,413 203,771 204,985 203,614 5
Page 6
LiveWire Group, Inc. Consolidated Balance Sheets (In thousands) (Unaudited) September 30,2026 December 31,2025 ASSETS Current assets: Cash and cash equivalents $ 39,919 $ 82,777 Accounts receivable, net 3,662 3,383 Accounts receivable from related party 73 585 Inventories, net 15,675 15,255 Other current assets 3,371 2,887 Total current assets 62,700 104,887 Property, plant and equipment, net 23,824 27,556 Goodwill 9,490 8,327 Deferred tax assets 4 6 Lease assets 970 823 Intangible assets, net 3,804 804 Other long-term assets 3,042 4,008 Total assets $ 103,834 $ 146,411 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable $ 8,101 $ 2,299 Accounts payable to related party 339 6,716 Accrued liabilities 10,458 12,362 Current portion of lease liabilities 262 496 Current warrant liabilities 1,108 — Current portion of term loan - related party, net — 800 Total current liabilities 20,268 22,673 Long-term portion of lease liabilities 542 246 Deferred tax liabilities 250 149 Long-term portion of term loan - related party, net 76,820 74,183 Long-term warrant liabilities — 1,901 Other long-term liabilities 3,389 1,231 Other long-term liabilities - related party 8,088 — Total liabilities 109,357 100,383 Shareholders' equity: Preferred Stock — — Common Stock 21 20 Treasury Stock (5,299) (4,437) Additional paid-in-capital 355,783 351,489 Accumulated deficit (355,989) (301,027) Accumulated other comprehensive loss (39) (17) Total shareholders' equity (5,523) 46,028 Total liabilities and shareholders' equity $ 103,834 $ 146,411 6
Page 7
LiveWire Group, Inc. Consolidated Statements of Cash Flows (In thousands) (Unaudited) Nine months ended September 30,2026 September 30,2025 Cash flows from operating activities: Net loss $ (54,962) $ (57,492) Adjustments to reconcile net loss to net cash used in operating activities Depreciation and amortization 7,560 8,027 Change in fair value of warrant liabilities (793) 656 Stock compensation expense 3,697 3,694 Provision for expected credit losses 99 (3) Deferred income taxes (768) — Inventory write-down 2,994 2,163 Interest expense, related party 4,385 — Other, net (204) (379) Changes in current assets and liabilities: Accounts receivable, net (424) 546 Accounts receivable from related party 512 397 Inventories (3,370) 2,068 Other current assets 103 (52) Accounts payable and accrued liabilities 3,128 (2,996) Accounts payable to related party (297) (2,277) Net cash used by operating activities (38,340) (45,648) Cash flows from investing activities: Payment for business acquired (375) — Capital expenditures (2,530) (2,778) Net cash used by investing activities (2,905) (2,778) Cash flows from financing activities: Gross proceeds from the sale of common stock pursuant to the at-the-market public offering 100 1,305 Payment of offering costs from the at-the-market public offering (3) (267) Payment of borrowings under term loan - related party (800) — Repurchase of common stock (862) (759) Net cash (used) provided by financing activities (1,565) 279 Effect of exchange rate changes on cash and cash equivalents (48) 34 Net decrease in cash and cash equivalents $ (42,858) $ (48,113) Cash and cash equivalents: Cash and cash equivalents—beginning of period $ 82,777 $ 64,437 Net decrease in cash and cash equivalents (42,858) (48,113) Cash and cash equivalents—end of period $ 39,919 $ 16,324 7
Page 8
LiveWire Group, Inc. Non-GAAP Financial Measures In addition to our results determined in accordance with generally accepted accounting principles in the United States of America (“GAAP”), we review financial measures that are not calculated and presented in accordance with GAAP (“non- GAAP financial measures”). We believe our non-GAAP financial measures are useful in evaluating our operating performance and liquidity. We use the following non-GAAP financial information, collectively, to measure and evaluate internally to establish forecasts, budgets and operational goals to manage and monitor our liquidity. We believe that non-GAAP financial information, when taken collectively, may be helpful to investors, because it focuses on underlying operating results and trends, provides consistency and comparability with past financial performance, and assists in comparisons with other companies, some of which use similar non-GAAP financial information to supplement their GAAP results. The non-GAAP financial information is presented for supplemental informational purposes only, should not be considered a substitute for financial information presented in accordance with GAAP, and may be different from similarly titled non-GAAP measures used by other companies. A reconciliation of each historical non-GAAP financial measure to the most directly comparable financial measure stated in accordance with GAAP is provided below. These non-GAAP financial measures may not be comparable to other similarly titled measures of other companies, have limitations as analytical tools, and should not be considered in isolation or as a substitute for analysis of our operating results as reported in accordance with GAAP. Free Cash Flow We define free cash flow as net cash used by operating activities, excluding cash paid for costs related to the Company’s At- The-Market (“ATM”) program which results in financing cash inflows, less capital expenditures. Nine months ended September 30, 2026 September 30, 2025 Net cash used by operating activities ($38,340) ($45,648) Cash paid for ATM program costs 335 267 Less: Capital expenditures (2,530) (2,778) Free cash flow ($40,535) ($48,159) 8
Page 9
LiveWire Group, Inc. Adjusted EBITDA We define Adjusted EBITDA as LiveWire Group, Inc. net loss excluding interest expense, related party, interest income (expense), net, change in fair value of warrant liabilities, income tax provision (benefit), depreciation and amortization, acquisition costs, ATM program and other financing expenses, and other items not considered indicative of ongoing operating performance. Three months ended September 30,2026 September 30,2025 Net loss $ (18,621) $ (19,395) Interest expense, related party 1,514 — Interest (income) expense, net (297) (165) Change in fair value of warrant liabilities 501 656 Income tax provision (benefit) (761) 92 Depreciation and amortization 2,679 2,354 Acquisition costs 49 — ATM program and other financing expenses 276 — Adjusted EBITDA $ (14,660) $ (16,458) 9