AIAI Holdings Corp

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FORWARD-LOOKING STATEMENTS

This document contains forward-looking statements within the meaning of the federal securities laws. Any statements that do not relate to historical or current facts or matters are forward-looking statements. You can identify some of the forward-looking statements by the use of forward-looking words, such as “may,” “will,” “could,” “would,” “project,” “believe,” “anticipate,” “expect,” “estimate,” “continue,” “potential,” “plan,” “forecast,” and the like, or the use of future tense. Statements concerning current conditions may also be forward-looking if they imply a continuation of current conditions. Examples of forward-looking statements include, but are not limited to, statements concerning: the impact of the global macroeconomic environment, including tariffs; expectations regarding demand trends and market conditions for our services; expectations regarding our tax resolutions, effective tax rate and unrecognized tax benefits; expectations regarding the merits of our positions and plans with respect to certain litigation matters; and our beliefs regarding our capital allocation plans and the sufficiency of our available liquidity to meet our working capital, debt and capital expenditure needs.

These forward-looking statements are based on management’s current expectations, represent the most current information available to us as of the date of this Quarterly Report on Form 10-Q and are subject to a number of risks, uncertainties and other factors that could cause actual results or performance to differ materially from those expressed or implied in the forward-looking statements. These risks and uncertainties include, but are not limited to:

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the implementation of our business model and strategic plans and the timing, progress and results of our acquisition program;

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our ability to compete effectively with existing and new competitors across markets, products, and pricing environments;

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unanticipated technology needs or developments and our ability to integrate new and enhanced technology into our ecosystem;

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our ability to meet existing performance obligations and maintain the operations of our portfolio companies;

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the rate and degree of market acceptance of our acquisition and operating strategy;

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the increased expenses and operational demands associated with being a public company;

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our ability to meet expectations regarding revenue, cost of revenue, operating expenses, liquidity, and future profitability;

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our ability to establish and maintain collaborations, strategic relationships, and key customer relationships;

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adverse global or regional economic and social conditions, including changes in U.S. trade policy and the impact of tariffs or trade restrictions, and our responsive actions thereto;

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disruptions to our operations or our supply chain, including damage or disruption to our operations or to those of our suppliers;

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our ability to attract and retain key employees;

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compromise, damage or interruption from cybersecurity incidents or other data or system security risks;

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the competitive environment, including actions by our competitors and the impact of competitive pricing;

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risks associated with cost saving initiatives, restructurings, acquisitions, divestitures, mergers, joint ventures and our strategic relationships;

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changes to our relationships with key customers;

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our level of debt and other financial obligations;

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changes in tax laws or unanticipated tax liabilities;

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risks associated with compliance with changing legal and regulatory requirements and the outcome of legal proceedings;

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any decisions to reduce or discontinue paying cash dividends; and

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the other factors set forth under “Risk Factors” in our Registration Statement on Form S-1/A (File No. 333-292963), as filed with the Securities and Exchange Commission on May 1, 2026.

The forward-looking statements made in this Quarterly Report on Form 10-Q relate only to events as of the date on which such statements are made. We undertake no obligation to update any forward-looking statements after the date of this Quarterly Report on Form 10-Q or to conform such statements to actual results or revised expectations, except as required by law. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements, and you should not rely on our forward-looking statements in making your investment decision. Actual results or events could differ materially from the plans, intentions, and expectations disclosed in the forward-looking statements we make. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments.