NOCERA, INC.

Nocera, Inc. provided further details on its strategic transformation into Nocera Holdings, focusing on its expansion into artificial intelligence. The company highlighted its minority equity investment in CampaignPulse.ai, an AI-powered campaign intelligence platform, and the planned integration of IRMA AI technologies through a pending partnership with Digital Innovations Group. These initiatives are central to Nocera Holdings' strategy of building a diversified portfolio across high-growth technology sectors, aiming to create a complementary ecosystem of AI-enabled platforms.

Nocera, Inc. announced the acquisition of a minority equity stake in CampaignPulse.ai, an emerging artificial intelligence company specializing in simulation-driven campaign intelligence and predictive analytics. This investment is a key step in Nocera's recently announced transformation into Nocera Holdings, a diversified technology-focused platform targeting high-growth sectors like AI, digital infrastructure, robotics, biotech, and digital assets. The company aims to leverage innovative technologies to address real-world challenges and create long-term shareholder value by identifying businesses positioned to benefit from the accelerating adoption of AI-driven solutions.

Nocera, Inc. announced a binding agreement with U.S.-based Digital Innovations Group (DIG) to form Digital Innovations Venture Group (DIVG). This strategic venture platform will focus on identifying, funding, supporting, and accelerating innovative technology companies, leveraging DIG's proprietary IRMA AI Engine. The move is a significant step in Nocera's transformation into Nocera Holdings, a diversified technology-focused holding company, and is supported by Nocera's up to $300 million financing facility for strategic growth initiatives. DIVG aims to provide capital, AI-powered growth infrastructure, and operational support to emerging technology businesses across various high-growth sectors.

Nocera, Inc. entered into an Equity Purchase Facility Agreement (EPFA) with an institutional investor, allowing the company to issue and sell up to $100,000,000 in common stock over a 24-month period. Concurrently, Nocera signed a Registration Rights Agreement to facilitate the resale of these shares. Additionally, the company amended a previously reported Securities Purchase Agreement to expand the permissible uses of proceeds from the sale of senior secured convertible notes, now including general corporate purposes, working capital, and strategic transactions.

Nocera, Inc. announced a strategic corporate transformation and rebranding initiative to form Nocera Holdings, a diversified technology-focused holding company. The new entity will target high-growth sectors including artificial intelligence, AI infrastructure, data centers, robotics, biotech, blockchain, and digital assets. The company also amended its previously announced up to $300 million financing facility to expand the use of proceeds for acquisitions, strategic investments, and broader corporate expansion in these emerging technology markets. Nocera aims to position itself at the intersection of transformational industries experiencing accelerated global adoption and long-term infrastructure demand.

Nocera, Inc. has entered into a Strategic Advisory Agreement with Phoenix MGMT & Consulting LLC to receive strategic advisory and execution support services. The initial term of the agreement is 90 days, with an initial retainer of $150,000 for the first 30 days, followed by $50,000 per month. Additionally, Phoenix will receive $50,000 in restricted common stock quarterly and a 5% transaction fee for any merger, acquisition, or joint venture deals they introduce or materially advance.

Nocera, Inc. reported a significant widening of its net loss to $1,273,741 for the first quarter of 2026, compared to $257,618 in the same period last year, alongside a substantial decline in net sales. The company also disclosed a going concern warning, citing accumulated losses and negative cash flows from operations. During the quarter, Nocera invested $2.0 million in Bitcoin as part of its corporate treasury strategy, which resulted in an unrealized loss of $394,587.

NOCERA, INC. filed an Amendment No. 1 to its Annual Report on Form 10-K for the fiscal year ended December 31, 2025. The company confirmed its status as a non-accelerated filer, a smaller reporting company, and an emerging growth company. It also affirmed its compliance with SEC filing requirements over the past 12 months.

Nocera, Inc. (NCRA) received a delisting notice from Nasdaq for failing to meet the minimum stockholders' equity requirement. The company reported stockholders' equity of $(440,735) for the year ended December 31, 2025, significantly below Nasdaq's $2.5 million threshold. The notice does not immediately affect the stock's trading, and Nocera intends to submit a plan to regain compliance by June 1, 2026.

NOCERA, INC. submitted its annual report on Form 10-K for the fiscal year ended December 31, 2025. The company confirmed its status as a non-accelerated filer, a smaller reporting company, and an emerging growth company. Its common stock is traded on The Nasdaq Capital Market LLC under the ticker symbol NCRA.