Mr. Christopher Farnworth reports

SPACE KINGDOM PROPOSES ESCROW TRANSFER AND CHANGES TO THE BOARD

Space Kingdom Digital Capital Corp. has proposed changes to the board and transfer of escrowed shares pursuant to the company's escrow share transfer agreement dated March 24, 2026. These changes have been implemented with a view to recapitalizing the company and identifying a suitable qualifying transaction.

Escrow share transfers

Pursuant to the transfer agreement, certain directors of the company will transfer an aggregate of 1.98 million escrowed common shares of the company at a price of five cents per common share to incoming directors and officers of the company. The transferors will receive an aggregate net proceeds of $49,500, representing 2.5 cents per common share, with the balance of the proceeds of $49,500 to be released to the company for interim working capital purposes.

The escrow transfer will comprise:

1. Transfer from Xingtao Zhou: (a) to Canal Front Investments of 800,000 common shares (approximately 18.6 per cent of the outstanding shares); and (b) to Kluane Capital FZCO of 800,000 common shares (approximately 18.6 per cent of the outstanding shares);
2. Transfer from John Wallace to Rajeev Dewan of 380,000 common shares (approximately 8.8 per cent of the outstanding shares).

The escrow transfer remains subject to TSX Venture Exchange final acceptance.

Board changes

Concurrently with the escrow transfer, Mr. Zhou and Mr. Wallace will resign from their respective positions as directors of the company, with Mr. Zhou also resigning as the chairman. Additionally, Christopher Farnworth will resign as corporate secretary but will remain a director, chief executive officer and chief financial officer of the company.

Blair Naughty, the controlling person of Canal Front Investments, will be appointed as the new chairman and director of the board of directors of the company. Additionally, Mr. Dewan, a nominee of Kluane Capital, will be appointed as corporate secretary of the company.

The new board will comprise Mr. Farnworth, Harold Davidson, Steven Gatsenbury and Mr. Naughty.

About Mr. Naughty

Mr. Naughty has over 35 years of experience in the securities, capital markets and venture capital sectors. Mr. Naughty is the CEO, president and a director of Naughty Ventures. His career, which spans roles at Midland Walwyn, Sprott Securities and Yorkton Securities, along with his achievements as a venture capitalist and entrepreneur, has given him an extensive understanding of the mining sector and public market dynamics.

About Mr. Dewan

Mr. Dewan is a corporate lawyer and is a partner at DLA Piper (Canada) LLP; his practice is focused on international listings and cross-border M&A (mergers and acquisitions). Mr. Dewan recently completed his five-year term as a member of the TSX-V's listing advisory committee. Mr. Dewan also served on the Ontario Securities Commission's SME (small and medium-sized enterprise) committee.

About Space Kingdom Digital Capital Corp.

The company is designated as a capital pool company under Policy 2.4. The company has not commenced commercial operations and has no assets other than cash. Any proposed qualifying transaction (as defined in the policies of the TSX-V) must be approved by the TSX-V and, in the case of a non-arm's-length qualifying transaction, must also receive majority approval of the minority shareholders. Until the completion of a qualifying transaction, the company will not carry on any business other than the identification and evaluation of businesses or assets with a view to completing a proposed qualifying transaction.

We seek Safe Harbor.