Mr. Brian Williamson reports

JERICHO ENERGY VENTURES (TSXV: JEV) AND COMSTOCK HOLDING COMPANIES (NASDAQ: CHCI) ENTER DEFINITIVE AGREEMENT FOR OKLAHOMA AI INFRASTRUCTURE JV

Jericho Energy Ventures Inc. and Comstock Holding Companies Inc. have entered into a definitive agreement, dated June 4, 2026, establishing a strategic joint venture through a newly formed entity, Oklahoma AI Ventures LLC, focused on the acquisition, aggregation, and development of land in and around Jericho's existing energy infrastructure footprint in Oklahoma.

The joint venture agreement formalizes the terms of the letter of intent announced on Feb. 12, 2026 (the LOI). Under the agreement, the parties will collaborate to assemble a portfolio of strategically located land assets that integrate Jericho's subsurface energy infrastructure with surface land interests. The JV is intended to support the development of large-scale AI (artificial intelligence) data centre campuses and related digital infrastructure projects designed to meet the rapidly growing power and land requirements of artificial intelligence computing.

The partnership brings together Jericho's integrated Oklahoma platform of land, energy, water and infrastructure assets capable of supporting large-scale AI campus development, with Comstock's proven expertise in land aggregation, entitlement, planning and large-scale project execution.

Under the terms of the joint venture agreement, Comstock Ventures contributed $2.75-million (U.S.) at closing to finance land assemblage and related development costs, and has committed to contribute up to an additional $5.75-million (U.S.) over time, subject to approved budgets. Including Comstock's previously announced $1.5-million (U.S.) strategic equity investment in Jericho, Comstock's total committed capital to the joint venture is up to approximately $10.0-million (U.S.) inclusive of $2.5-million (U.S.) payable to JEV USA Inc., a wholly owned subsidiary of Jericho, as a services fee. The joint venture's capital structure reflects the agreed value of the land interests and rights contributed by Jericho and its affiliate entity ($5.0-million (U.S.) each) and further aligns the interests of both organizations.

The joint venture combines Jericho's unique energy infrastructure position in Oklahoma with Comstock's extensive real estate development, entitlement and large-scale infrastructure project execution expertise. Comstock will lead the planning and development activities, while Jericho contributes strategic land positions and critical infrastructure assets, including power, natural gas, water and fibre connectivity necessary to support hyperscale AI and digital infrastructure projects. Together, the companies intend to pursue opportunities created by accelerating demand for AI infrastructure and the increasing need for reliable, scalable and cost-effective power solutions.

Leadership commentary

Brian Williamson, chief executive officer of Jericho Energy Ventures, said: "Executing the definitive joint venture agreement with Comstock marks another significant milestone in Jericho's strategy to capitalize on the convergence of energy and AI infrastructure. By combining our robust Oklahoma energy and infrastructure footprint with Comstock's proven development capabilities and execution expertise, we are creating a uniquely positioned platform capable of delivering AI-ready campuses at scale. We believe this integrated approach can leverage our land, energy, water and fibre assets to support large-scale AI infrastructure development while addressing the rapidly growing demand for next-generation AI infrastructure."

Chris Clemente, chairman and chief executive officer of Comstock Holding Companies, stated: "We are excited to formalize our strategic partnership with Jericho and advance our shared vision of developing a leading AI infrastructure platform. By combining our resources and expertise, we have established a powerful foundation for growth and are uniquely positioned to address the rapidly accelerating demand for powerful, cost-effective AI solutions."

The strategic alignment between the companies is further reinforced by the recent appointment of Comstock chairman and chief executive officer Christopher Clemente to Jericho's board of directors, strengthening governance collaboration and supporting the long-term execution of the joint venture's growth strategy.

The joint venture's initial focus will be Jericho's existing energy assets and infrastructure within its flagship Black Bear AI data centre campus in Oklahoma. The JV aims to create an integrated AI infrastructure development platform capable of supporting hyperscale data centres and next-generation digital infrastructure deployments in the Mid-Continent. The closing of the joint venture remains subject to customary conditions precedent for a transaction of this nature. At closing, the membership interests in the joint venture will be held 50 per cent by Comstock and 50 per cent by Rising Eagle LLC, which is 50 per cent owned by Jericho.

Multilateral Instrument 61-101

The joint venture is subject to Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions by virtue of Policy 5.9 of the TSX Venture Exchange, which makes the requirements of MI 61-101 applicable to issuers listed on the exchange.

Comstock Ventures is controlled by Christopher Clemente, a director of Jericho. As a result, Comstock Ventures is a related party of Jericho within the meaning of MI 61-101, and the completion of the joint venture in accordance with the terms of the joint venture agreement constitutes a related party transaction for the purposes of MI 61-101. Mr. Clemente disclosed his interest in the joint venture and recused himself from all meetings and deliberations of Jericho's board of directors relating to the joint venture and the joint venture agreement, and abstained from voting on the resolutions of the board approving the joint venture and the joint venture agreement. The terms of the pre-existing LOI (letter of intent), which set forth the commercial terms of the joint venture, were negotiated on an arm's-length basis prior to Comstock's acquisition of common shares of the company and Mr. Clemente's appointment to Jericho's board. Mr. Williamson, being an officer of the co-owner of Rising Eagle, recused himself from the meetings and deliberations of the independent Jericho directors related to the joint venture and the joint venture agreement, and similarly abstained from voting on the resolutions approving the joint venture and the joint venture agreement.

Jericho is exempt from the formal valuation requirement of MI 61-101 in connection with the joint venture pursuant to Section 5.5(b) of MI 61-101, as no securities of Jericho are listed or quoted on any of the markets specified in that section (namely the Toronto Stock Exchange, Cboe Canada Inc., the New York Stock Exchange, the NYSE American, the Nasdaq Stock Market or a specified foreign exchange). Jericho is exempt from the minority approval requirement of MI 61-101 in connection with the joint venture pursuant to Section 5.7(a) of MI 61-101 as Jericho's independent directors have determined the joint venture is less than 25 per cent of Jericho's market capitalization.

The joint venture constitutes a transaction with a non-arm's-length party and a reviewable transaction under the policies of the exchange. A filing in respect of the joint venture will be made with the exchange in accordance with Policy 5.3 of the exchange.

About Jericho Energy Ventures Inc.

Jericho Energy Ventures is uniquely positioned at the nexus of energy and AI infrastructure. Leveraging the company's long-producing oil and gas joint venture assets and robust Oklahoma infrastructure, the company is deploying scalable, on-site power solutions to build cutting-edge build-to-suit AI data centres. With direct access to abundant, low-cost natural gas, the company delivers efficient, high performance energy solutions -- reducing waste, maximizing output and unlocking long-term value in the rapidly converging AI and energy markets.

We seek Safe Harbor.