Solmate Signs Non-Binding Term Sheet For Business Combination With RockawayX In All-Stock Transaction; Terms Not Disclosed; Deal Expected To Close In H1 2026

Strategic Combination would Combine Solmate's Capital Markets Access with RockawayX's Expertise in Infrastructure, Liquidity and Asset Management

Solmate Infrastructure ("Solmate") ((Brera Holdings PLC, NASDAQ:SLMT), the Solana infrastructure company with a strategic focus on Abu Dhabi, today announced the signing of a non-binding term sheet for a business combination with RockawayX. This would mark a transformation from a passive digital asset treasury to an integrated infrastructure, liquidity and asset management business.

Transaction Highlights

• Solmate would purchase all of the equity of RockawayX in an all-stock transaction, forming a crypto enterprise that integrates infrastructure, liquidity and asset management under one unified entity
• The combined entity would continue to trade under the ticker SLMT on the Nasdaq
• Marco Santori continues as Solmate CEO, overseeing the unified infrastructure and treasury strategy
• Viktor Fischer would continue as CEO of the RockawayX subsidiary and would become Executive Chairman of Solmate upon closing
• Jakub Havrlant, the CEO and founder of Rockaway Capital would join Solmate's board
• Transaction expected to close in the first half of 2026, subject to the execution of final binding documents, customary regulatory and shareholder approvals, and satisfaction of closing conditions