Powerbank forms partnership with Intellistake

Dr. Richard Lu of Powerbank reports POWERBANK AND INTELLISTAKE ANNOUNCE STRATEGIC ALLIANCE TO PIONEER DIGITAL CURRENCIES, INCLUDING BITCOIN TREASURY INTEGRATION AND RWA TOKENIZATION Powerbank Corp. has arranged a transaction with Intellistake Technologies Corp. that involves the intersection of digital assets, energy and tokenized finance. Intellistake is a technology company bridging traditional capital markets with decentralized AI (artificial intelligence) and blockchain infrastructure, and Powerbank (formerly SolarBank) is a leader in clean energy infrastructure. Together, these two high-growth companies will pursue three seminal initiatives: A digital asset treasury program: Leveraging bitcoin as a long-term treasury reserve asset, Powerbank, with Intellistake's support, intends to accumulate and hold bitcoin on its balance sheet and Intellistake intends to accumulate digital assets that support decentralized AI, such as FET token -- aligning with the global shift toward decentralized financial reserves. Bitcoin treasury management: Under the partnership framework, Intellistake will help manage digital asset operations for Powerbank and serve as Powerbank's supporting partner for security, custody and treasury management of bitcoin. The tokenization of real-world assets (RWAs): Intellistake and Powerbank are evaluating the potential tokenization of Powerbank's clean energy assets or shares -- providing an investment and financing alternative. "Tokenization is no longer a concept -- it's an inevitability," said Jason Dussault, chief executive officer of Intellistake. "By combining our expertise in capital markets and digital asset custody with Powerbank's scalable, real-world energy platform, we're unlocking a new opportunity." As institutions and sovereign funds increasingly embrace tokenized securities and decentralized asset strategies, the Intellistake-Powerbank partnership centres on transforming legacy energy systems into a tokenized product. According to a recent report by CryptoSlate, analysts forecast that the market cap for tokenized RWAs could reach $30-trillion by 2034 -- driven by advances in blockchain, AI, and investor demand for transparent, real-time asset ownership and settlement. "This partnership is about more than collaboration -- it's about setting the pace for a shift in how companies manage capital and assets," said Dr. Richard Lu, chief executive officer of Powerbank. "As the world accelerates toward AI, automation and clean energy, bitcoin and tokenization are presenting new opportunities. Powerbank and Intellistake are here to take part in that transformation to bridge traditional energy infrastructure with the demand of the digital economy." Intellistake and Powerbank are presently evaluating the regulatory framework for tokenization. Any tokenization will be subject to it being completed in compliance with applicable law, regulatory requirements and terms of any underlying agreements associated with Powerbank assets. The actual structure of such tokenization, the assets that would be subject to tokenization and the associated timeline have not yet been determined. Intellistake and Powerbank will provide further updates as material developments related to this tokenization strategy occur. The actual timing and value of bitcoin purchases, under the allocation strategy will be determined by management. Purchases will also depend on several factors, including, among others, general market and business conditions, the trading price of bitcoin, and the anticipated cash needs of Intellistake or Powerbank. The allocation strategy may be suspended, discontinued or modified at any time for any reason. Intellistake will support Powerbank's establishment of custody for its digital currency purchases and Powerbank no longer intends to utilize Coinbase for this service. As of the date of this press release, no bitcoin purchases have been made. Other corporate update -- shares to Solar Flow-Through Funds Ltd. directors In addition, the company has issued a total of 56,275 shares to certain former and current directors and officers of Solar Flow-Through Funds. These shares are issuable in connection with outstanding directors fees due to such directors or officers that were assumed as part of the acquisition of Solar Flow-Through Funds. The issuance of 10,905 shares to Matthew Wayrynen (director and officer of the company) and the issuance of 10,905 shares indirectly to Frederick Jung (officer of Solar Flow-Through Funds) will be considered related party transactions within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, adopted in the policy. The company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such related parties' participation in the debt settlement as neither the fair market value of the debt settlement of nor the fair market value of the shares to be issued thereunder, insofar as it involves related parties, is expected to exceed 25 per cent of the company's market capitalization (all as determined under MI 61-101). A material change report will not be filed in connection with this transaction. The securities of the company that will be acquired by the related parties will be acquired pursuant to an exemption from the prospectus requirement in Section 2.14 of National Instrument 45-106. The board of directors of the company approved the issuance of these shares, with Mr. Wayrynen abstaining from voting on the approval of the issuance of his shares. As a result of this transaction, Mr. Wayrynen's and Mr. Jung's percentage ownerships of common shares of the company will increase to 0.40 per cent and 0.10 per cent, respectively. The issuance of shares is subject to final acceptance of the Cboe Canada Exchange Inc. and all shares issued thereunder will be subject to a statutory hold period of four months and one day from the date of issuance, in accordance with applicable securities legislation. About Powerbank Corp. Powerbank is an independent renewable and clean energy project developer and owner focusing on distributed and community solar projects in Canada and the United States. The company develops solar and battery energy storage system (BESS) projects that sell electricity to utilities, commercial, industrial, municipal and residential offtakers. The company maximizes returns through a diverse portfolio of projects across multiple leading North America markets, including projects with utilities, host offtakers, community solar and virtual net metering projects. The company has a potential development pipeline of over one gigawatt and has developed renewable and clean energy projects, with a combined capacity of over 100 megawatts built. We seek Safe Harbor.