Mr. Donato Sferra reports

MATADOR TECHNOLOGIES PROVIDES CORPORATE UPDATE AND REPORTS APPROXIMATELY 168 BITCOIN HELD

Matador Technologies Inc. has provided a corporate update summarizing developments in its capital structure, operations and governance since the beginning of its 2026 fiscal year on Nov. 1, 2025. During that period, the company issued $10.5-million (U.S.) principal amount of senior secured convertible notes under a $100-million (U.S.) facility and used the proceeds to acquire 92 bitcoin, established an $80-million (Canadian) base shelf prospectus and a $30-million (Canadian) at-the-market equity program qualified under that shelf, and reduced its cash operating expenditures to a current estimated average of approximately $125,000 (Canadian) per month, with a target of approximately $100,000 (Canadian) per month. Matador holds approximately 168 bitcoin as its primary treasury asset. All dollar figures in this news release are stated in Canadian dollars unless otherwise indicated.

Key highlights:

• Leveraged bitcoin treasury: Matador holds approximately 168 bitcoin and funds its treasury through a combination of common equity and secured convertible debt.
• Convertible note facility: Matador has issued $10.5-million (U.S.) principal amount of senior secured convertible notes under its $100-million (U.S.) secured convertible note facility. The remaining $89.5-million (U.S.) may be drawn in follow-on closings, subject to regulatory approvals and other conditions.
• Capital markets tools: Since November, 2025, the company has put in place an $80-million (Canadian) base shelf prospectus and, qualified under that shelf, a $30-million (Canadian) at-the-market equity program and amended its secured convertible note facility to expand at the market capacity. Shareholders will be asked to approve a new class of preferred shares on Oct. 14, 2026.
• Cost optimization: Management estimates that the company's cash operating expenditures currently average approximately $125,000 (Canadian) per month, although monthly amounts vary, and that it continues to work toward a target of approximately $100,000 (Canadian) per month, compared with average monthly net cash used in operating activities of approximately $445,000 (Canadian) in the fiscal year ended Oct. 31, 2025.
• Leadership: Donato Sferra was appointed chief executive officer and Deven Soni was appointed executive chairman, each effective July 16, 2026.

Bitcoin treasury and capital structure

As at the date of this news release, Matador holds approximately 168 bitcoin as its primary treasury asset, with approximately 138 bitcoin held as collateral under the company's $100-million (U.S.) secured convertible note facility and the senior secured convertible notes issued under it.

Matador is structured as a leveraged bitcoin treasury company that funds its bitcoin holdings through a combination of common equity and secured convertible debt. Because a portion of the company's bitcoin was acquired with borrowed capital, a change in the price of bitcoin can have a proportionally larger effect on the company's net asset value attributable to common shareholders than on the value of the bitcoin itself. This effect operates in both directions and can magnify losses as well as gains. The actual effect in any period will depend on factors including the company's operating costs, the cost of its debt and any issuances of common shares. The market price of the company's common shares may not reflect its net asset value at any given time.

Capital markets framework

The company has assembled a set of capital markets tools intended to allow it to raise capital efficiently and to acquire additional bitcoin when management considers that market conditions and its cost of capital make doing so accretive to bitcoin held per share while retaining the flexibility not to issue securities when they do not.

On Dec. 22, 2025, the Ontario Securities Commission issued a final receipt for the company's $80-million (Canadian) short-form base shelf prospectus, which is effective for 25 months from that date. On Feb. 3, 2026, the company established an at-the-market equity program pursuant to an equity distribution agreement with ATB Cormark Capital Markets, permitting the company to offer and sell common shares for aggregate gross proceeds of up to $30-million (Canadian) at prevailing market prices on the TSX Venture Exchange. From the commencement of the ATM program on Feb. 4, 2026, to Oct. 1, 2026:

• Common shares issued: 49,054,400;
• Weighted average price per share: 4.78 cents;
• Aggregate gross proceeds: $2,343,564.35;
• Net proceeds: $2,233,171.24.

Net proceeds from the ATM program have been used for the purchase of bitcoin, in support of the company's bitcoin yield generation strategy, and for general working capital purposes.

The facility has been amended twice during the period. A waiver and amendment agreement dated Feb. 3, 2026, permitted the ATM program under the terms of the facility. Amendment No. 2, announced on Aug. 17, 2026, introduced an alternative definition of a permitted at the market offering which, prior to any listing on a U.S. senior exchange, removes the aggregate proceeds cap, pricing floor and daily volume limitations that previously applied to at the market issuances conducted under the company's Canadian shelf prospectus documents. In exchange, an amount equal to 10 per cent of the net proceeds of each qualifying sale is applied to the purchase of bitcoin, which is deposited as additional collateral under the facility.

Proposed preferred share class

As announced by the company on Aug. 28, 2026, the exchange conditionally accepted, on Aug. 25, 2026, a proposed amendment to the company's articles to create a new class of an unlimited number of preferred shares. The amendment is presented to shareholders as resolution No. 5 in the company's management information circular, and shareholder approval will be requested at the annual general and special meeting of shareholders to be held on Oct. 14, 2026. The amendment remains subject to that approval and to final acceptance by the exchange.

The company has no current plans to issue preferred shares. Certain larger bitcoin treasury companies, including Strategy Inc., have used preferred equity as part of their capital structures, and the company considers it prudent to have that option available. Because an amendment to the company's articles requires shareholder approval, which is ordinarily sought at the company's annual meeting, the company will request that approval at the Oct. 14, 2026, meeting so that the board of directors will have the flexibility to consider preferred equity in the future, should circumstances warrant, without waiting for a subsequent annual meeting. Any future issuance of preferred shares would require the approval of the board of directors and specific approval of the exchange.

Cost optimization and operating efficiency

Since the beginning of fiscal 2026, the company has reviewed its operating cost structure and implemented several measures to reduce costs and improve efficiency. The company has restructured its executive and consulting agreements and terminated certain consulting engagements that were no longer considered necessary. The company has also adopted artificial-intelligence-based tools internally to automate certain tasks and to perform work that was previously carried out by external advisors, allowing more of its finance, reporting and administrative functions to be completed internally on a more efficient basis.

As a result of these measures, management estimates that the company's cash operating expenditures currently average approximately $125,000 (Canadian) per month. This figure is an unaudited management estimate, is not a measure recognized under IFRS (international financial reporting standards) and may vary from month to month, including as a result of non-recurring professional fees and costs associated with the company's financing activities. By comparison, net cash used in operating activities for the fiscal year ended Oct. 31, 2025, as reported in the company's audited annual financial statements, was $5,337,072 (Canadian), or an average of approximately $445,000 (Canadian) per month. Expenditures in that period reflected the cost of establishing Matador as a public issuer and building the capital markets framework now available to it, including the reverse takeover completed on Dec. 9, 2024, the company's change of business to a hybrid issuer, and the professional work required to put its shelf prospectus and equity distribution arrangements in place. The company continues to review its cost structure on a continuous basis and to look for further opportunities to operate more leanly, with the objective of reducing average monthly cash operating expenditures to approximately $100,000 (Canadian). Management intends to continue optimizing the company's cost base beyond the reductions achieved to date, although there can be no assurance as to the amount or timing of any further reductions. Management's objective is a lean, low-cost treasury company with a durable long-term business model that is better positioned to maintain its bitcoin position through periods of price volatility.

Bitcoin yield generation and GODL, a gold asset treasury company

Matador conducts a bitcoin yield generation strategy in collaboration with Galaxy Digital Holdings Ltd. pursuant to an ISDA agreement, principally through the systematic execution of covered calls, alongside other supplementary options and yield generation strategies facilitated by Galaxy. Premium income from the strategy is not dependent on an increase in the price of bitcoin, although bitcoin allocated to the strategy remains exposed to price movements and may be called away at strike prices below prevailing market prices. Premium income varies with market conditions, and there can be no assurance as to the amount of premium income in any future period.

GODL is being organized as a pure play gold treasury company. GODL intends to acquire physical gold and gold-backed tokens and to measure its progress principally by reference to gold ounces per share (GOPS), being gold ounces held divided by fully diluted shares outstanding. GODL also intends to pursue a gold yield strategy, principally through specialist gold leasing, the writing of covered calls and, as that market develops, the lending of tokenized gold, with the objective of generating a positive net yield after costs that would be reinvested in additional gold in order to increase GOPS over time. There can be no assurance that GODL will generate a positive net yield in any period.

Matador has developed technology for the tokenization of gold and intends to monetize that technology by licensing it to GODL. Matador and GODL have negotiated a form of licence agreement, under which GODL would be permitted to use Matador's gold tokenization intellectual property to create, issue and manage tokenized gold products. The licence has not been executed and its terms remain subject to change.

Under the arrangement as currently contemplated, Matador would receive a combination of cash consideration and common shares of GODL in connection with the closing of GODL's first financing. Any shares received would be held by Matador and reflected in its net asset value, subject to the valuation and liquidity limitations that apply to a holding in a private company. The final terms, including the amount and form of consideration payable to Matador, may differ from those currently contemplated. The licence and the transactions contemplated by it remain subject to exchange approval and other regulatory requirements, and there can be no assurance that they will be completed or as to the value of any consideration Matador may receive.

The corporate structure by which GODL is established and taken public and GODL's legal name remain under consideration and are subject to tax, regulatory and other considerations. Matador's intention is to monetize its gold tokenization technology through this arrangement, which reflects the company's plans as at the date of this news release. The structure ultimately implemented may differ from the arrangement currently contemplated. In any structure, Matador intends that the value created through the monetization of its gold tokenization technology accrue to Matador shareholders. That value may be retained by Matador and reflected in its net asset value, or delivered to shareholders directly, including by way of a dividend or other distribution of securities. The manner and timing of any distribution to shareholders have not been determined and would be subject to the receipt of any required regulatory, exchange and shareholder approvals. There can be no assurance that any distribution will be made.

GODL is also planning an equity financing and a subsequent public listing on a Canadian stock exchange. The structure, size, pricing and timing of any such financing and listing have not been determined and would remain subject to market conditions, the receipt of regulatory, exchange and shareholder approvals and the satisfaction of other conditions. There can be no assurance that GODL will complete a financing or obtain a listing on the terms contemplated, within the time frame contemplated, or at all. This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities of GODL.

Hybrid issuer status

Matador is classified by the exchange as a hybrid technology and investment issuer, which permits the company to make investments in addition to carrying on its technology activities. Under its investment policy, the company may invest in any industry, with a focus on the bitcoin, cryptocurrency and precious metals sectors. Potential investments may include digital assets, securities of public and private companies, precious metals, credit products, derivatives, exchange-traded funds, and other financial instruments, subject to the restrictions in that policy. Bitcoin remains the company's primary treasury asset and the principal focus of its capital allocation.

Leadership

Geoff St. Clair, who had served as vice-president, finance, since the company's inception, was appointed chief financial officer effective March 26, 2026. Effective July 16, 2026, Mr. Sferra, a co-founder and director of the company, was appointed chief executive officer and Mr. Soni was appointed executive chairman.

Outlook

Management believes that bitcoin has the potential to serve as a long-term store of value and reserve asset and that its role within the global financial system will continue to develop. Matador is intended to provide investors with a publicly listed vehicle through which to obtain exposure to bitcoin, with that exposure amplified by the company's capital structure and supplemented by its yield generation activities. Management intends to pair that exposure with a lean, low-cost operating structure, with the objective of building a durable long-term business that can maintain its bitcoin position through periods of price volatility. These are management's views and are not a prediction of future bitcoin prices or a guarantee of the company's performance. The price of bitcoin has historically been highly volatile, and an investment in the company carries risks that differ from and may be greater than those of holding bitcoin directly.

Mr. Sferra, chief executive officer of Matador, commented: "Matador's capital structure reflects a clear view on bitcoin, and we are open about the fact that it works in both directions. Over the past year, we have put the tools in place to add bitcoin when our cost of capital allows it, and we have brought the cost of running the company down to a level that matches the business we are today. We are pleased with that progress, and we believe it leaves Matador in a stronger position to pursue future opportunities while remaining disciplined in how we deploy capital."

Matador intends to remain focused on the priorities described in this news release: holding bitcoin as its primary treasury asset, using its capital markets tools when management considers doing so accretive to bitcoin held per share, generating premium income through its yield generation strategy, maintaining a reduced operating cost base and advancing the licensing of its gold tokenization technology to GODL. Each of these activities remains subject to market conditions and, where applicable, to regulatory, exchange and shareholder approvals, and there can be no assurance as to the outcome or timing of any of them. The company expects to provide further updates as developments warrant.

About Matador Technologies Inc.

Matador Technologies is a publicly traded bitcoin ecosystem company focused on holding bitcoin as its primary treasury asset and building products to enhance the bitcoin network. Matador's strategy combines strategic bitcoin accumulation, bitcoin native product development and digital asset treasury management, with active participation across blockchain and digital assets infrastructure, all with a focus on disciplined capital allocation and cost-efficient treasury management.

With a bitcoin-first strategy and a clear focus on innovation, Matador is shaping the future of financial infrastructure on bitcoin.

We seek Safe Harbor.