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BLAQclouds, Inc. Provides Update on BLAQclouds Property Group Spinout and Shareholder Verification Procedures

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BLAQclouds (OTC: BCDS) provided an update on the spinout of BLAQclouds Property Group and related shareholder verification procedures.

Key points: ex-date for eligible shareholders was Jan 5, 2026 at 4:00 PM ET; the company requested a NOBO list run from Broadridge, with the next run scheduled Jan 7, 2026 at 4:00 PM MT. To avoid disadvantaging purchasers around the ex-date, BLAQclouds opened a supplemental verification page for shareholders to upload proof of BCDS holdings as of Jan 6, 2026. Transfer agent is Dominion Stock Transfer. Spinout timing is estimated at 1–4 weeks, subject to FINRA processing, and Form 10 and Form 15c2-11 filings are expected the week of Jan 12, 2026.

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Positive

  • Ex-date confirmed as Jan 5, 2026 at 4:00 PM ET
  • Supplemental verification page accepts holdings proof to protect shareholder participation
  • Spinout timing estimated at 1–4 weeks
  • Regulatory filings (Form 10 and Form 15c2-11) expected week of Jan 12, 2026

Negative

  • NOBO timing mismatch — next NOBO run is Jan 7, 2026 after the Jan 5 ex-date
  • Timing uncertainty — spinout is subject to FINRA and OTC Markets processing delays

News Market Reaction 1 Alert

-17.50% News Effect

On the day this news was published, BCDS declined 17.50%, reflecting a significant negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

ROBESONIA, Pa., Jan. 06, 2026 (GLOBE NEWSWIRE) -- BLAQclouds, Inc. (OTC: BCDS) (“BLAQclouds” or the “Company”) today provided an important update regarding the previously announced spinout of BLAQclouds Property Group and related shareholder procedures.

BLAQclouds Property Group

The Company confirms that the ex-date for bona fide shareholders of record of OTC: BCDS is January 5, 2026, at 4:00 PM Eastern Time. Shareholders holding BCDS shares as of this ex-date will be eligible to participate in the BLAQclouds Property Group spinout.

As part of its shareholder outreach and reconciliation process, BLAQclouds has requested the most recent NOBO (Non-Objecting Beneficial Owners) list from Broadridge. The Company was informed today that the next available NOBO list run will occur on January 7, 2026, at 4:00 PM Mountain Time.

To ensure that shareholders who purchased or held OTC: BCDS shares through the January 5, 2026 ex-date are not disadvantaged by this timing, the Company has implemented a supplemental shareholder verification process.

Shareholder Verification and Trading Continuity

In order to assist shareholders who acquired or held OTC: BCDS shares up to and through the January 5, 2026 ex-date, BLAQclouds has created a dedicated shareholder verification landing page. Shareholders may upload verification of their BCDS holdings as of January 6, 2026, allowing them to continue trading their OTC: BCDS positions without concern about missing participation in the spinout.

The Company and its transfer agent will accept these submissions as valid confirmation of the shareholder’s OTC: BCDS holdings as of the ex-date.

OTC: BCDS Shareholder Verification Form: https://www.incognitokyc.io/bpgi

Spinout Procedures and Key Timing Information

The Company further confirms the following procedures related to the BLAQclouds Property Group spinout:

  1. Spinout Timing: Estimated 1–4 weeks, subject to FINRA processing schedules.
  2. Transfer Agent: Dominion Stock Transfer.
  3. Spinout Share Issuance: Like-kind distribution. Shareholders holding restricted BCDS shares will receive restricted spinout shares; shareholders holding freely tradable BCDS shares will receive freely tradable spinout shares. BCDS shares held in the customers brokerage account will receive freely tradable of BLAQclouds Property Group upon spinout approval by OTC Markets and FINRA.
  4. CUSIP and Ticker: The transfer agent will apply for a new CUSIP and ticker symbol for BLAQclouds Property Group.
  5. Regulatory Filings: A Form 10 and Form 15c2-11 are expected to be filed during the week of January 12, 2026.

“We want to sincerely thank our shareholders for their continued support and active participation in the BLAQclouds Property Group spinout”, stated Shannon Hill, CEO of BLAQclouds, Inc. “This transaction reflects our broader strategy of spinning out non-core assets while retaining exclusive ownership of our proprietary technology and blockchain development capabilities. That focus is central to our Four Pillars philosophy, which emphasizes governance, execution power, settlement truth, and real-world utility. By unlocking value through strategic spinouts while maintaining our core technological foundation, we believe we are positioning BLAQclouds for sustainable growth and long-term shareholder value.”

About BLAQclouds, Inc.
BLAQclouds bridges traditional finance and decentralized ecosystems, building seamless, real-world blockchain applications that simplify commerce and payments. Its mission is to make spending crypto as easy, trusted, and usable as traditional currency.

Flagship consumer applications include:
- ShopWithCrypto.io – Crypto-to-gift card commerce
- BLAQpay.io – Web3 payments and merchant plugins
- DEX.ZEUSx.io – EVM-compatible decentralized exchange
- ApolloWallet.io – Secure, consumer-grade blockchain wallet
- ApolloCASH – C2C Blockchain Based Global Remittance
- ApolloID – TLD name service for .ZEUS and .APOLLO

For a full list of platforms and solutions from BLAQclouds Nevada and Wyoming, visit: www.BLAQclouds.io. For official BLAQclouds updates and information, please join https://www.thealley.io/group/BLAQclouds-inc/discussion.

Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, which are intended to be covered by the safe harbors created thereby. Investors are cautioned that, all forward-looking statements involve risks and uncertainties, including without limitation, the ability of BLAQclouds, Inc. to accomplish its stated plan of business. BLAQclouds, Inc. believes that the assumptions underlying the forward-looking statements contained herein are reasonable, any of the assumptions could be inaccurate, and therefore, there can be no assurance that the forward-looking statements included in this press release will prove to be accurate. In light of the significant uncertainties inherent in the forward- looking statements included herein, the inclusion of such information should not be regarded as a representation by BLAQclouds Inc. or any other person.

This press release also contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve certain risks and uncertainties that may cause actual results to differ materially. BLAQclouds, Inc. assumes no obligation to update or revise any forward-looking statements.

Media Contact
BLAQclouds, Inc.
c/o www.theAlley.io  
Email: hello@BLAQclouds.io
Phone: 610-621-4804
Website: www.BLAQclouds.io

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/e696fcca-0c6e-4d7b-8480-f2d1c7a786a7


FAQ

What is the BLAQclouds (BCDS) ex-date for the Property Group spinout?

The ex-date for BCDS shareholders is Jan 5, 2026 at 4:00 PM ET.

How can OTC: BCDS shareholders verify holdings to participate in the spinout?

Shareholders can upload proof of BCDS holdings to the company’s supplemental verification page at https://www.incognitokyc.io/bpgi.

When is the BLAQclouds Property Group spinout expected to occur?

Spinout timing is estimated at 1–4 weeks, subject to FINRA and OTC Markets processing.

Who is the transfer agent handling the BLAQclouds Property Group spinout?

The transfer agent is Dominion Stock Transfer.

Will restricted BCDS shares receive restricted spinout shares?

Yes. The company confirmed restricted BCDS shares will receive restricted spinout shares and freely tradable BCDS shares will receive freely tradable spinout shares.

When will regulatory filings for the spinout be made?

Form 10 and Form 15c2-11 filings are expected during the week of Jan 12, 2026.

Why did BLAQclouds implement supplemental shareholder verification?

Because the next NOBO run was scheduled after the ex-date, the company added verification to ensure shareholders who held or purchased BCDS through the ex-date can participate in the spinout.
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