<img src="https://ml.globenewswire.com/Resource/Download/7510dea6-8209-44c7-818b-5c855ba19195?size=2" nborder="0" align="left" hspace="5" vspace="5" title="Logo horizontal black-1.png" alt="EdgeMode Inc."/><ul type="disc"><li style="margin-bottom:12pt;">The acquisition will see Spark AI Foundry Holdings LLC acquire 100% of the share capital of the EdgeMode DC Malpica AI 300 MW data center project once it reaches Ready-to-Build (RTB) status – expected by end of 2026 or Q1 2027</li><li style="margin-bottom:12pt;">Transaction establishes a purchase price of €1,000,000 per MW of RTB IT capacity, subject to a valuation exercise, due diligence, and third-party appraisal</li></ul> FORT LAUDERDALE, Fla. and MALPICA, Spain, July 13, 2026 (GLOBE NEWSWIRE) -- <a href="https://www.globenewswire.com/Tracker?data=n6AMkRoTew3W5d1d-4EUQkfMILlxIYR3IgkH7m_gE56S3hgf3TnLuxWKNLSpgdPwlNvSXonOpBymjuYg9U-2OXQ4p-utDhYjYQrDQniZ2gM=" rel="nofollow" target="_blank" title="EdgeMode, Inc.">EdgeMode, Inc.</a> (OTC: EDGM) has officially entered into a Non-Binding Offer (NBO) with Spark AI Foundry Holdings LLC for the EdgeMode 300 MW IT hyperscale data center campus, located in the <a href="https://www.globenewswire.com/Tracker?data=TyuhzHyqXTKVwvaRusHfaWJWlH7z8evPMpPqOO82JumYF73-Dg7ui0KBJn3cmNYTMfZXugBqLGi0COZ8GW8Buk0fYm9Ik8AuUdwiyxVbYmdLjp_5WthOMvzRQSzyRQ1J1-MWeTqndVvtzkmsqLVVyWqv7zd0_E4a6p0Rwd2_uNqGPJ4Gj97VNyeCZcd24WC7cW8kKs5eoG3HZM3gaTAQ7kXdUeTU7eAmpmJQd6qnco_C5E_DXK1IkRXqmoix-c-79yYmAdWDyq0NajpjWNkBthJvaNcF8ehkQITd1DcjvmBtnbfVdSc6hTN33-h2qapy" rel="nofollow" target="_blank" title="Municipality of Mora">Municipality of Mora</a> (Toledo), Spain. Once the project reaches Ready-to-Build (RTB) status, Spark AI will acquire 100% of the share capital of DC Estate Malpica, S.L the Special Purpose Vehicle (SPV) and the legal owner of the Malpica project. Charlie Faulkner, CEO, EdgeMode: “The NBO demonstrates the unprecedented demand for quickly accessible DC power and EdgeMode is at the forefront for rapid delivery of these projects. “Advancing with this Spark AI Foundry Holdings NBO for the DC Malpica AI project is a pivotal milestone in our strategy to build next-generation infrastructure at pace. By taking an innovative, off-grid approach to power generation, we are successfully bypassing the capacity and infrastructure constraints that challenge traditional hubs. “This project is now moving forward rapidly to deliver the massive scale and reliability required by today's intensive computing environments." Purchase value and milestones agreed A purchase price of €1,000,000 per MW of IT capacity, applied to the IT capacity permitted and certified as RTB at closing, has been established, without prejudice to any adjustments that may be agreed in the Share Purchase Agreement (SPA). The agreement is non-binding and subject to Due diligence by Spark AI Foundry Holdings LLC. Definitive agreements will be executed post Due diligence. The project has been structured exclusively from a development-to-Ready-to-Build perspective, which constitutes the scope and objective of this NBO. Currently, it is in advanced stages of development, with many elements required to achieve RTB status either secured or in final permitting stages. The NBO clearly outlines that the transfer of the project will be through a SPA upon reaching RTB status, with no construction or operational phases included within the scope of this NBO. Under the terms of the NBO, to reach RTB status, the project must meet the following permitting milestones: <ul type="disc"><li style="margin-bottom:12pt;">Environmental authorization, currently under review by the competent authority, with the application submitted in December 2025.</li><li style="margin-bottom:12pt;">Building permit, the granting of which is conditional upon the issuance of the environmental authorization and which, based on the approved urban planning compatibility report, is expected to be granted upon successful completion of the environmental process. </li></ul> Based on the status of the project and customary administrative timelines, the environmental authorization and building permit are to be obtained in a coordinated manner. This will enable the project to reach RTB status by the end of 2026 or Q1 2027. Further timeline updates will be announced during the Due diligence process. Failure to achieve RTB status by the long-stop date will entitle Spark AI Foundry Holdings LLC to terminate the transaction. Recover the full deposit and have any Standby Letter of Credit released. Robert Stolpestad, COO, Spark AI Foundry Holdings LLC, and Charlie Faulkner, CEO, EdgeMode, formally signed the NBO to establish the acquisition of DC Estate Malpica on Wednesday, 24th June. About EdgeMode <a href="https://www.globenewswire.com/Tracker?data=n6AMkRoTew3W5d1d-4EUQm94BcLlKal1VjTHW5zrOcWmZM9QVvJphDZeVCdz4MfQof_vBuWMS7IQN8aC0iHZVw==" rel="nofollow" target="_blank" title="EdgeMode">EdgeMode</a> develops scalable AI-ready data center campuses and integrated energy infrastructure across strategic global markets. The company focuses on power-secured developments aligned to accelerating AI and high-performance compute demand. Forward-looking statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements regarding EdgeMode’s plans, objectives, goals, strategies, future events, future financial performance, expected market growth, construction timelines, and expansion potential. These statements are based on current expectations and assumptions and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements. Factors that may cause such differences include, but are not limited to, risks related to integration of acquired assets, construction delays or cost overruns, challenges in client acquisition, changes in demand for AI and HPC infrastructure, regulatory changes, availability and cost of power, and general economic and market conditions. EdgeMode undertakes no obligation to update or revise any forward-looking statements to reflect events or circumstances after the date of this press release, except as required by law. Contact Information Jamie Kightley IBA International - PR for EdgeMode Email: <a href="https://www.globenewswire.com/Tracker?data=MfZ3XEvsbWuUsc0WsRrJmSzCmmIMX-kPdDn2gFeI-kFTGerJiFFBr2lX2sZvul7f1wg2cqE48bXUOjkDd1r1UdpQ_TkShKkZfjtU-TaJx0yvelSW2zE8AJ_-7Zi6sEfp" rel="nofollow" target="_blank" title="edgemode@iba-international.com">edgemode@iba-international.com</a> Phone: +1 561 228 1940 or +44 1572 757932 Charlie Faulkner Chief Executive Officer EdgeMode Inc. Email: <a href="https://www.globenewswire.com/Tracker?data=REeB2ZQIvmOn_mRhS1vNFwWKAUKoXvmvyDlZLPoCaR5WlSfvY0PHCp0JxYPivK2Ebyy1cfhlwOsliPBK7h2O4wy5gGaoUDqF2MvBVdbgffo=" rel="nofollow" target="_blank" title="hello@edgemode.io">hello@edgemode.io</a> <img alt="" src='https://ml.globenewswire.com/media/NmIzOTFlNzEtZmJhYS00YzY0LTg1NzQtZDhjN2ZjNmI4YzAwLTEzMzQ5MjQtMjAyNi0wNy0xMy1lbg==/tiny/EdgeMode-Inc-.png' referrerpolicy='no-referrer-when-downgrade' />

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EdgeMode fast-tracks growth with Non-Binding Offer from Spark AI Foundry Holdings LLC, for its Ready-to-Build 300 MW AI Data Centre Project in Malpica, Spain

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