EdgeMode, Inc. Files Registration Statement on Form S-1 with the SEC to Support Future Growth Financing

Rhea-AI Summary

EdgeMode (OTC: EDGM) filed a registration statement on Form S-1 with the SEC on October 27, 2025 to register the potential resale of up to 162,000,000 shares of common stock that may be issued under a previously established equity financing facility.

The filing is intended to give the company flexibility to access capital as it advances its strategy to develop HPC hosting and digital infrastructure for enterprise, cloud, and AI workloads. The company said it may sell shares under the financing facility to strengthen its balance sheet, but the company will not receive proceeds from resale by the selling shareholder. The registration statement has been filed but is not yet effective.

Positive

• Registration covers resale of up to 162,000,000 shares
• Provides flexibility to access capital for HPC and AI infrastructure

Negative

• Company will not receive proceeds from selling shareholder resales
• Securities may not be sold until the registration statement is effective
• Potential for market supply increase if shares are resold

FORT LAUDERDALE, Fla., Oct. 27, 2025 (GLOBE NEWSWIRE) -- EdgeMode (OTC: EDGM), a global Energy and AI data center infrastructure company, today announced that it has filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission (SEC). The filing provides for the potential resale of up to 162,000,000 shares of common stock that may be issued under a previously established equity financing facility.

The filing is intended to provide the Company with additional flexibility to access capital as it advances its strategy to develop high-performance computing (HPC) hosting and digital infrastructure services designed for enterprise, cloud, and artificial intelligence workloads.

“This registration statement represents another important step in positioning EdgeMode to support our business growth and operational expansion,” said Simon Wajcenberg, Chief Financial Officer of EdgeMode. “We are committed to building scalable HPC colocation and hosting solutions that can serve the rapidly increasing compute demands driven by AI and machine learning.”

EdgeMode may, from time to time, sell shares under the financing facility to strengthen its balance sheet and support general corporate and working capital purposes. The Company will not receive any proceeds from the resale of shares by the selling shareholder.

The registration statement on Form S-1 has been filed with the SEC but has not yet become effective, and the securities covered by the registration statement may not be sold nor may offers to buy be accepted prior to its effectiveness. Once effective, the registration statement will allow the selling shareholder to resell shares that may be issued to it in accordance with the terms described in the filing.

When available, a copy of the registration statement and related documents may be obtained on the SEC’s website at www.sec.gov.

About EdgeMode:
EdgeMode is a next-generation digital infrastructure company, developing and operating AI-optimized colocation and compute facilities across strategic global locations. By combining advanced infrastructure with digital markets expertise, EdgeMode is enabling enterprises and partners to unlock scalable access to high-performance computing.

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.
charlie@edgemode.io 

FAQ

What did EdgeMode (EDGM) file with the SEC on October 27, 2025?

EdgeMode filed a Form S-1 to register the potential resale of up to 162,000,000 shares tied to an existing equity financing facility.

Will EdgeMode receive proceeds from the resale of the registered shares (EDGM)?

No. The company said it will not receive any proceeds from resale of shares by the selling shareholder.

How does the Form S-1 filing affect EdgeMode's (EDGM) ability to raise capital?

The filing is intended to provide additional flexibility to access capital under the previously established financing facility.

Can the registered EDGM shares be sold immediately after the October 27, 2025 filing?

No. The registration statement has been filed but is not yet effective, so the securities cannot be sold until effectiveness.

How many shares did EdgeMode register for potential resale under the financing facility?

The Form S-1 registers up to 162,000,000 shares of common stock.

What is the stated purpose for potential share sales under EdgeMode's (EDGM) financing facility?

EdgeMode said sales may be used to strengthen its balance sheet and support general corporate and working capital purposes.