Serve Robotics Inc DE

SERVE ROBOTICS INC.

INDEX TO FORM 10-Q

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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends impacting the financial condition of our business. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time those statements are made and/or management’s good faith belief as of that time with respect to future events and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements.

Forward-looking statements include all statements that are not historical facts. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “could,” “would,” “expect,” “intend,” “seek,” “plan,” “anticipate,” “believe,” “estimate,” “project,” “predict,” “potential,” “might,” “forecast,” “continue,” or the negative of those terms, and similar expressions and comparable terminology intended to reference future periods. Forward-looking statements include, but are not limited to, statements about:

•our ability to protect and enforce our intellectual property protection and the scope and duration of such protection;

•our reliance on third parties, including suppliers, delivery platforms, brand sponsors, software providers and service providers;

•our ability to operate in public spaces and any errors caused by human supervisors, network connectivity or automation;

•our robots’ reliance on sophisticated software technology that incorporates third-party components and networks to operate, and our ability to maintain licenses for this software technology;

•our ability to commercialize our products at a large scale;

•the competitive industry in which we operate which is subject to rapid technological change;

•our ability to raise additional capital to develop our technology and scale our operations;

•developments and projections relating to our competitors and our industry;

•our ability to adequately control the costs associated with our operations;

•the impact of current and future laws and regulations, especially those related to personal delivery devices;

•potential cybersecurity risks to our operational systems, infrastructure and integrated software by us or third-party vendors;

•the development of a market for our common stock;

•the Company’s ability to continue as a going concern;

•the Company’s intended use of proceeds from the Offering (as defined below); and

•other risks and uncertainties, including those listed in this Quarterly Report under the caption “Risk Factors.”

Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended or planned.

Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We cannot guarantee future results, levels of activity, performance or achievements. Accordingly, the forward-looking statements in this Quarterly Report on Form 10-Q should not be regarded as representations that the results or conditions described in such statements will occur or that our objectives and plans will be achieved, and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements.

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