ROLR High Roller Technologies, Inc.

“in connection with the restatement of our unaudited condensed consolidated financial statements as of and for the three months ended March 31, 2026 described in Note 18 to the unaudited condensed consolidated financial statements”

“As a result of these material weaknesses, management has concluded that our disclosure controls and procedures were not effective as of March 31, 2026”

“In addition, in connection with the restatement of our unaudited condensed consolidated financial statements as of and for the three months ended March 31, 2026 described in Note 18 to the unaudited condensed consolidated financial statements included in this Amendment No. 1 to our Quarterly Report on Form 10-Q, management identified an additional material weakness. This weakness relates to the operation of management s review control over the accounting for significant and unusual transactions.”

“In fiscal year 2022, management identified deficiencies in our internal processes for preparing our consolidated financial statements that, in the aggregate, constituted a material weakness in our internal control over financial reporting.”

“The error resulted in a material misstatement of the Company s previously issued unaudited condensed consolidated financial statements for the three months ended March 31, 2026 and resulted in the restatement of those financial statements.”

“In connection with the Restatement, management identified an additional material weakness in the operation of the Company s management review control over the accounting for significant and unusual transactions.”

“In 2022, the Company identified certain deficiencies in its internal processes for preparing consolidated financial statements that, in the aggregate, constituted a material weakness in internal control over financial reporting.”

“Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of March 31, 2026, the Company s disclosure controls and procedures were not effective at the reasonable assurance level as a result of the material weaknesses in internal control over financial reporting described below.”

“For the Three Months Ended March 31, (in thousands, except share and per share data) 2026 2025 (Restated) Revenues, net $ 3,366 $ 5,195”

“Management evaluated the error and determined that it was material to the Company s previously issued unaudited condensed consolidated financial statements for the affected periods. Accordingly, the affected previously issued financial statements should no longer be relied upon and are being restated to correct the error.”

“For the Three Months Ended March 31, (in thousands, except share and per share data) 2026 2025 (Restated) Basic Net loss from continuing operations $ ( 1,963 ) $ ( 3,725 )”

“(in thousands, except share and per share data) 2026 2025 (Unaudited) (Restated) Assets Current assets Cash and cash equivalents $ 22,451 $ 2,076”

“Management concluded, as it did in the Original Filing, that the Company s disclosure controls and procedures were not effective as of March 31, 2026.”

“determined that the previously identified material weakness disclosed in the Original Filing had not been fully remediated as of the end of the period covered by the Original Filing”

“On October 15, 2026, the Audit Committee of the Company s Board of Directors, after discussion with management concluded that such previously issued financial statements should no longer be relied upon.”

“Management concluded, as it did in the Original Filing, that the Company s disclosure controls and procedures were not yet effective as of March 31, 2026.”

“determined that the previously identified material weakness had not been fully remediated as of that date”

“Management identified an additional material weakness in internal control over financial reporting, relating to the operation of its management review control over the accounting for significant and unusual transactions”

“On October 15, 2026, the Audit Committee of the Company s Board of Directors, after discussion with management and the Company s independent registered public accounting firm, concluded that such previously issued financial statements should no longer be relied upon.”

“in connection with the restatement of our unaudited condensed consolidated financial statements as of and for the six months ended June 30, 2026 described in Note 18 to the unaudited condensed consolidated financial statements included in this Amendment No. 1 to our Quarterly Report on Form 10-Q”

“As a result of these material weaknesses, management has concluded that our disclosure controls and procedures and our internal control over financial reporting were not effective as of June 30, 2026.”

“management identified an additional material weakness. This weakness relates to the operation of management s review control over the accounting for significant and unusual transactions.”

“In fiscal year 2022, management identified deficiencies in our internal processes for preparing our consolidated financial statements that, in the aggregate, constituted a material weakness in our internal control over financial reporting.”

“The error resulted in a material misstatement of the Company s previously issued unaudited condensed consolidated financial statements as of and for the three months ended March 31, 2026 and the six months ended June 30, 2026 and resulted in the restatement of those financial statements.”

“In connection with the Restatement, management identified an additional material weakness in the operation of the Company s management review control over the accounting for significant and unusual transactions.”

“In 2022, the Company identified certain deficiencies in its internal processes for preparing condensed consolidated financial statements that, in the aggregate, constituted a material weakness in internal control over financial reporting.”

“Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2026 , the Company s disclosure controls and procedures were not effective at the reasonable assurance level as a result of the material weaknesses in internal control over financial reporting described below.”

“Management evaluated the error and determined that it was material to the Company s previously issued unaudited condensed consolidated financial statements for the affected periods. Accordingly, the affected previously issued financial statements should no longer be relied upon and are being restated to correct the error.”

“Basic (Restated) Net loss from continuing operations $ ( 2,370 ) $ ( 1,157 ) $ ( 4,333 ) $ ( 4,882 ) Net income from discontinued operations, net of taxes $ $ 565 $ $ 1,014”

“As of As of June 30, December 31, (in thousands, except share and per share data) 2026 2025 (Unaudited) (Restated) Assets Current assets Cash and cash equivalents $ 18,009 $ 2,076”

“As a result, management has revised the conclusion in the Original Filing that the Company s disclosure controls and procedures were effective as of June 30, 2026 and has concluded that they were not effective as of that date.”

“determined that the previously identified material weakness had not been fully remediated as of June 30, 2026.”

“Management concluded, as it did in the Original Filing, that the Company s disclosure controls and procedures were not effective as of June 30, 2026.”

“determined that the previously identified material weakness disclosed in the Original Filing had not been fully remediated as of the end of the period covered by the Original Filing.”

“Management identified an additional material weakness in internal control over financial reporting, relating to the operation of its management review control over the accounting for significant and unusual transactions”

“On October 15, 2026, the Audit Committee of the Company s Board of Directors, after discussion with management concluded that such previously issued financial statements should no longer be relied upon.”

“the Company s management has identified an additional material weakness in the Company s internal control over financial reporting as of March 31, 2026 and June 30, 2026, related to the operation of its management review control over the accounting for significant and unusual transactions.”

“concluded that the Company s previously issued unaudited condensed consolidated financial statements as of and for the periods ended March 31, 2026 and June 30, 2026, originally included in the Company s Quarterly Reports on Form 10-Q”