SMC Signs a Joint Venture Agreement with Circle Energy Sweden AB to Form a New Sweden-based Entity with Initial Capital of Approximately US$530,000

BOCA RATON, FL / ACCESS Newswire / June 24, 2025 / SMC Entertainment, Inc. ("SMC" or the "Company") (OTC PINK:SMCE), a Fintech incubator company focused on acquisition and support of commercialized financial services and technology (Fintech) companies, is pleased to announce the signing of a joint venture agreement ("JV Agreement") with Sweden-based Circle Energy Sweden AB ("Circle Energy"), a publicly-listed company on First North Nasdaq Sweden. Per the JV Agreement:

• The new joint venture entity will be called Carbon Capital Solutions AB ("Carbon Capital Solutions" or the "JV") and formed under the laws of Sweden. The JV will be based in Stockholm, Sweden

Ownership. SMC will own 49% of Carbon Capital Solutions and Circle Energy will own 51%

Capital Contributions. Circle Energy will contribute 500,000,000 newly issued unrestricted shares at 0.01 SEK (Swedish Krona) from its treasury to the JV. The initial capital injection will be a total of 5,000,000 SEK which equates to approximately US$530,000. SMC will contribute its proprietary FYNN AI platform ("FYNN AI Platform") to the JV as a contribution in kind

Board Representation. SMC and Circle Energy will have equal representation on the JV's board of directors and each party will appoint at least one director

Operating Agreement. SMC and Circle Energy will execute a separate operating agreement ("Operating Agreement") that will highlight each party's responsibilities. Both parties are aiming to complete the Operating Agreement in Q3 2025

Initial Deliverables: Circle Energy is looking to utilize a block chain eco system across all verticals of carbon credit trading to provide a fully transparent platform in carbon credits. SMC will utilize its FYNN AI Platform to develop and deploy an enhanced version of the platform to the JV. The new blockchain platform will canvass, identify, and initialize through AI the sellers and buyers in the carbon credit market. SMC anticipated delivering a Beta launch of the blockchain platform in Q3 2025.

Intellectual Property Ownership. All intellectual property ("IP") developed in the JV will be owned by the JV

"For SMC, the JV Agreement accelerates SMC's global expansion, delivering our innovative solutions more quickly to other market opportunities," said Erik Blum, CEO of SMC. "By engaging with our FYNN AI Platform, SMC sees the partnership with Circle Energy as a validation for SMC's FYNN AI Platform. From SMC's perspective, carbon credit trading is another commodity that can be traded utilizing SMC's agnostic platform."