The acquisition will see Spark AI Foundry Holdings LLC acquire 100% of the share capital of the EdgeMode DC Malpica AI 300 MW data center project once it reaches Ready-to-Build (RTB) status – expected by end of 2026 or Q1 2027
Transaction establishes a purchase price of €1,000,000 per MW of RTB IT capacity, subject to a valuation exercise, due diligence, and third-party appraisal
FORT LAUDERDALE, Fla. and MALPICA, Spain, July 13, 2026 (GLOBE NEWSWIRE) -- EdgeMode, Inc. (OTC: EDGM) has officially entered into a Non-Binding Offer (NBO) with Spark AI Foundry Holdings LLC for the EdgeMode 300 MW IT hyperscale data center campus, located in the Municipality of Mora (Toledo), Spain. Once the project reaches Ready-to-Build (RTB) status, Spark AI will acquire 100% of the share capital of DC Estate Malpica, S.L the Special Purpose Vehicle (SPV) and the legal owner of the Malpica project.
Charlie Faulkner, CEO, EdgeMode: "The NBO demonstrates the unprecedented demand for quickly accessible DC power and EdgeMode is at the forefront for rapid delivery of these projects.
"Advancing with this Spark AI Foundry Holdings NBO for the DC Malpica AI project is a pivotal milestone in our strategy to build next-generation infrastructure at pace. By taking an innovative, off-grid approach to power generation, we are successfully bypassing the capacity and infrastructure constraints that challenge traditional hubs.
"This project is now moving forward rapidly to deliver the massive scale and reliability required by today's intensive computing environments."
Purchase value and milestones agreed
A purchase price of €1,000,000 per MW of IT capacity, applied to the IT capacity permitted and certified as RTB at closing, has been established, without prejudice to any adjustments that may be agreed in the Share Purchase Agreement (SPA). The agreement is non-binding and subject to Due diligence by Spark AI Foundry Holdings LLC. Definitive agreements will be executed post Due diligence.
The project has been structured exclusively from a development-to-Ready-to-Build perspective, which constitutes the scope and objective of this NBO. Currently, it is in advanced stages of development, with many elements required to achieve RTB status either secured or in final permitting stages. The NBO clearly outlines that the transfer of the project will be through a SPA upon reaching RTB status, with no construction or operational phases included within the scope of this NBO.
Under the terms of the NBO, to reach RTB status, the project must meet the following permitting milestones: