Ms. Suha Askary reports

SPIRIT BLOCKCHAIN CAPITAL INC. ANNOUNCES SHARES FOR SERVICES ISSUANCE AND PROVIDES TECHNOLOGY COMMERCIALIZATION UPDATE

Spirit Blockchain Capital Inc.'s board of directors has approved the issuance of an aggregate of 4,300,300 common shares of the company at a deemed price of five cents per share, representing an aggregate value of $215,015, in settlement of amounts owing for services previously provided to the company.

The amounts owing relate primarily to corporate and operational support, management and advisory services, technology development and related technical services, as well as investor relations and communications services. Of the shares, 600,000 will be issued to a non-arm's-length party and 3,700,300 to arm's-length contractors and service providers.

The issuance to the non-arm's-length party constitutes a related party transaction under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company is relying on the exemptions from the formal valuation and minority shareholder approval requirements under sections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as the fair market value of the related party transaction does not exceed 25 per cent of the company's market capitalization.

The shares are expected to be issued effective Aug. 27, 2026, subject to applicable regulatory requirements and the policies of the Canadian Securities Exchange.

The shares will be subject to applicable resale restrictions, including a statutory hold period expiring Dec. 28, 2026, as required under applicable securities laws and CSE policies.

Strengthening the balance sheet

The issuance allows the company to satisfy $215,015 in outstanding obligations arising from services previously provided through the issuance of equity rather than cash. The transaction is expected to strengthen the company's balance sheet by reducing current liabilities without drawing on cash resources, supporting Spirit's working capital position, and preserving liquidity for continuing operations, technology development and other capital allocation priorities, as the company continues to advance its technology and commercialization strategy.

Operational and strategic update

Spirit continues to advance its underlying technology in step with its broader corporate strategy. Development efforts remain focused on platform optimization and functionality enhancements.

As part of the company's multiphase corporate evolution, market entry and commercial deployment are targeted following upcoming corporate milestones. Additional details regarding product functionality, strategic branding and commercialization plans will be released in due course.

"Our focus is shifting toward commercial execution," said Suha Askary, chief executive officer of Spirit. "As we prepare to introduce the technology solutions and next-generation capabilities in alignment with our corporate road map the objective is to bring the technology to market, build adoption and establish a foundation for revenue generation."

The company expects to provide further updates as it progresses through its upcoming corporate milestones and advances toward commercial deployment of its technology.

About Spirit Blockchain Capital Inc.

Spirit Blockchain Capital is a Canadian-based publicly listed company focused on providing shareholders with exposure to the blockchain and digital asset economy. The company is engaged in the business of developing, acquiring, operating and managing technology solutions, artificial intelligence, blockchain infrastructure and assets, and invests in emerging blockchain ventures and opportunities.

We seek Safe Harbor.