EdgeMode Announces Strategic Portfolio Review and Advancement of AI Data Center Development Pipeline in Spain
Rhea-AI Summary
EdgeMode (OTC: EDGM) announced results of an internal review and an update on its AI data center pipeline in Spain on December 12, 2025. The company said it has initiated steps to pursue rescission of a share exchange agreement completed earlier this year; the rescission action could affect less than 5.5% of its total AI data center development portfolio. EdgeMode terminated ~385 million unexercised stock options, removing 12.8% of immediate potential dilution, and expects potential return to treasury of up to 1.56 billion shares if rescission completes.
EdgeMode reports a Spain portfolio of 1.8 GW gross AI data center capacity and 1.5 GW IT development capacity that remains on schedule. The company also created a Series D preferred stock class for governance stability and said multiple permitting, power procurement, engineering and early client milestones are expected in coming quarters.
Positive
- 385M options terminated, removing 12.8% potential dilution
- Potential return of up to 1.56B shares to treasury if rescission finalizes
- Combined actions could eliminate over 50% of potential and outstanding dilution
- 1.8 GW gross AI data center capacity in Spain
- 1.5 GW IT development capacity in Spain progressing on schedule
Negative
- Rescission may require judicial action, creating timing and execution uncertainty
FORT LAUDERDALE, Fla., Dec. 12, 2025 (GLOBE NEWSWIRE) -- EdgeMode, Inc. (OTC: EDGM) (“EdgeMode” or the “Company”) today announced the results of a recent internal review of certain legacy arrangements and provided an update on its expanding AI Data Center development portfolio in Spain.
Internal Review of Legacy Agreements
As part of a routine internal review, the Company identified issues within a Share exchange agreement completed earlier this year. The Company has issued notice of its intention to pursue rescission of that agreement based on information recently discovered. While the rescission process is subject to formal procedures and may require judicial action, the Company has taken the initial steps toward unwinding the transaction.
The potential impact of this action represents less than
Anti-Dilutive Effects of Pending Rescission Actions
As part of the Company’s internal review, the Board has already taken action to terminate approximately 385 million unexercised stock options, eliminating
If rescission is completed, the Company also expects the potential return to treasury of up to 1.56 billion shares previously issued under the agreement.
If finalized, these actions would collectively eliminate more than
Spain AI Data Center Development Portfolio Continues to Advance
EdgeMode confirms that its strategic AI Data Center portfolio in Spain, one of the largest in Europe at 1.5 GW IT development capacity - remains entirely intact and continues to progress on schedule.
The Company expects to announce multiple milestones over the coming quarters relating to:
Permitting approvals
Power procurement
Design and engineering updates
Early-stage client engagements
Governance Measures to Support Stability
To support continuity during this transition, the Company established a Series D preferred class of stock to provide clear governance stability as the rescission process moves forward. This measure has no economic dilution effect on Common stockholders and supports consistent oversight during a period of structural review.
CEO Comment
“The steps we have taken strengthen our capital structure and allow us to focus fully on advancing our AI Data center development pipeline in Spain,” said Charlie Faulkner, CEO. “Our intention is to ensure the Company is positioned securely for the next phase of growth, and we look forward to sharing further updates as milestones are achieved.”
About EdgeMode:
EdgeMode develops scalable AI-ready data center campuses and integrated energy infrastructure across strategic global markets. The company focuses on power-secured developments aligned to accelerating AI and high-performance compute demand.
Forward-Looking Statements:
Certain statements made in this press release are not based on historical facts, but are forward-looking statements. These statements can be identified by the use of forward-looking terminology such as “aim,” “anticipate,” “believe,” “can,” “could,” “continue,” “estimate,” “expect,” “evaluate,” “forecast,” “guidance,” “intend,” “likely,” “may,” “might,” “objective,” “ongoing,” “outlook,” “plan,” “potential,” “predict,” “probable,” “project,” “seek,” “should,” “target” “view,” “will,” or “would,” or the negative thereof or other variations thereon or comparable terminology, although not all forward-looking statements contain these words. These statements reflect the Company’s reasonable judgment with respect to future events and are subject to risks, uncertainties and other factors, many of which have outcomes difficult to predict and may be outside our control, that could cause actual results or outcomes to differ materially from those in the forward-looking statements. Such risks and uncertainties include statements relating to the Company’s ability to successfully launch, commercialize, develop additional features and achieve market acceptance of its products and technologies and integrate its products and technologies with First-party platforms or technologies; the Company’s efforts and ability to drive the adoption of its products and technologies as a standard feature, including their use in homes, hotels, offices and cruise ships; the Company’s ability to capture market share; the Company’s estimates of its potential addressable market and demand for its products and technologies; the Company’s ability to raise additional capital to support its operations as needed, which may not be available on acceptable terms or at all; the Company’s ability to continue as a going concern; the Company’s ability to execute on any sales and licensing or other strategic opportunities; the possibility that any of the Company’s products will become National Electrical Code (NEC)-code or otherwise code mandatory in any jurisdiction, or that any of the Company’s current or future products or technologies will be adopted by any state, country, or municipality, within any specific timeframe or at all; risks arising from mergers, acquisitions, joint ventures and other collaborations; the Company’s ability to attract and retain key executives and qualified personnel; guidance provided by management, which may differ from the Company’s actual operating results; the potential impact of unstable market and economic conditions, including recent measures adopted by the federal government, on the Company’s business, financial condition, and stock price; and other risks and uncertainties described in the Company’s filings with the Securities and Exchange Commission, including its periodic reports on Form 10-K and Form 10-Q. There can be no assurance as to any of the foregoing matters. Any forward-looking statement speaks only as of the date of this press release, and the Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by U.S. federal securities laws.
Company Contact:
Charlie Faulkner
Chief Executive Officer
EdgeMode Inc.
hello@edgemode.io
FAQ
What did EdgeMode (EDGM) announce on December 12, 2025 about a share exchange agreement?
How much potential dilution did EdgeMode (EDGM) remove immediately?
What is the potential share return to treasury EdgeMode (EDGM) expects if rescission completes?
What is EdgeMode's AI data center capacity in Spain after the announcement?
What governance step did EdgeMode (EDGM) take to support stability during the rescission process?
What milestones does EdgeMode (EDGM) expect for its Spain AI data center pipeline in coming quarters?
