Mr. Pad Gopal reports

SOL GLOBAL COMPLETES DEBT SETTLEMENT TRANSACTION, PROVIDES CORPORATE UPDATE AND DISPUTE SETTLEMENT

Further to the previous news release dated June 17, 2025, SOL Global Investments Corp. has settled outstanding indebtedness totalling approximately $6,139,675 with a number of creditors of the company through the issuance of 61,396,749 common shares in the capital of the company at a deemed price of 10 cents per settlement share.

The issuance of settlement shares to 2750575 Ontario Ltd. pursuant to the settlement is a related-party transaction under Multilateral Instrument 61-101 (Protection of Minority Securityholders in Special Transactions) as Pad Gopal, SOL Global's chief financial officer, is the principal shareholder of 275. 275 received an aggregate of 1,412,500 settlement shares in settlement of indebtedness of approximately $141,250. The related-party issuance is exempt from: (i) the valuation requirement of MI 61-101 by virtue of the exemption contained in Section 5.5(b) as the settlement shares are not listed on a market specified in MI 61-101; and (ii) the minority shareholder approval requirement of MI 61-101 by virtue of the exemption contained in Section 5.7(1)(a) of MI 61-101 as the fair market value of such settlement shares issued to, and the consideration paid by, 275 does not exceed 25 per cent of the company's market capitalization. The related-party issuance was approved by those directors of the company who are independent in connection with such issuance. No special committee was established in connection with the related-party issuance, and no materially contrary view or abstention was expressed or made by any director of the company in relation thereto. Further details will be included in a material change report that will be filed by the company in connection with the completion of the settlement. The company previously announced that other insiders of the company would participate in the settlement; however, 275 is the only related party or insider participant in the settlement.

The settlement shares issued in connection with the settlement are subject to a statutory hold period expiring four months and one day after the date of issuance pursuant to National Instrument 45-102 (Resale of Securities), other than the settlement shares issued to creditors outside of Canada which are freely tradable pursuant to available exemptions.

Warrant amendment

Further to the company's press release dated June 17, 2025, the company continues to seek warrantholder consents to amend the terms of all of the company's outstanding common share purchase warrants to reduce the exercise price of such repriced warrants to 12 cents per common share.

Holders of the repriced warrants may contact the company at info@solglobal.com should they have any questions or require assistance in providing their consent for the warrant repricing.

The repriced warrants were originally issued by the company as follows.

The respective expiry date of the repriced warrants after the warrant repricing will remain unchanged. Following the warrant repricing, if, at any time, the closing price of the common hares, as quoted by the Canadian Securities Exchange, exceeds the amended exercise price by more than 25 per cent for 10 consecutive trading days, the expiration date of the repriced warrants will be accelerated to the date that is 37 days after the acceleration trigger. The proposed warrant repricing is subject to the consent of all the holders of the repriced warrants and the policies of the CSE. None of the repriced warrants are beneficially owned, directly or indirectly, by related parties of the company, and the repriced warrants are not listed on the CSE.

Dispute settlement

The company has entered into a settlement agreement resolving a dispute arising from a purchase and sale agreement dated Jan. 30, 2025, between Sire OC W2 Trading and an affiliate of the company, SOL Global Ventures Inc., in connection with the purchase of 12,828 Solana tokens for a total purchase price of $2,373,252 (U.S.). In connection with the dispute, SOWT initiated civil proceedings by filing a complaint in the U.S. District Court for the Northern District of California alleging that SGV failed to satisfy its obligations under the purchase agreement. Although the statement of claim was filed with the court, it was never formally served on the company or SGV.

Without any admission of liability or wrongdoing, and in an effort to avoid the continuing risk, uncertainty and costs associated with protracted litigation, the parties have agreed to a full and final settlement of all claims asserted in the statement of claim and related to the dispute.

Pursuant to the settlement agreement, the company will make a series of scheduled payments totalling $1,365,000 (U.S.) to SOWT, and SOWT will release to the company all Solana tokens originally purchased under the purchase agreement. Of the 12,828 Solana tokens released, 8,683 tokens remain subject to a vesting schedule, under which a specified percentage of tokens will be incrementally released on a monthly basis, with the final release scheduled for Jan. 7, 2028.

The settlement agreement contains standard confidentiality provisions, does not include any admission of liability or fault by either party, and resolves all claims asserted in the statement of claim and pursuant to the dispute. No further details will be disclosed regarding the settlement.

About SOL Global Investments Corp.

SOL Global is an institutional investment company in the cryptocurrency and blockchain ecosystem. SOL Global aims to provide public market exposure to blockchain technologies through token acquisitions, yield-generating strategies such as staking and investments in early-stage ventures developing innovative blockchain-based solutions.

We seek Safe Harbor.