2026-05-01
PHILADELPHIA, PA, May 1, 2026 - (ACN Newswire via SeaPRwire.com) - Datavault AI Inc. ("Datavault AI" or the "Company") (NASDAQ:DVLT), a provider of data monetization, credentialing, digital engagement, and real-world asset ("RWA") tokenization technologies, and CyberCatch Holdings, Inc. ("CyberCatch") (TSXV:CYBE) (OTCQB:CYBHF), a cybersecurity company offering a patented, AI-enabled platform for continuous compliance and cyber risk mitigation, today announced they have entered into a binding letter of intent (the "LOI") under which Datavault AI and CyberCatch will enter into a definitive agreement for Datavault AI to acquire 100% of CyberCatch in an all-stock transaction structured as a court-approved plan of arrangement under the Business Corporations Act (British Columbia).Under the LOI and subject to a definitive agreement, Datavault AI will acquire 100% of CyberCatch's issued and outstanding common shares (being approximately 26.8 million shares) in exchange for approximately 49.9 million newly issued shares of Datavault AI common stock (the "Datavault AI Shares") at CAD $5.11 per CyberCatch share, which implies an aggregate value to CyberCatch's issued and outstanding common shares of CAD $136,843,820. All issued and outstanding CyberCatch securities convertible into or exercisable for CyberCatch common shares will be exchanged for Datavault AI Shares on a cashless exercise basis at a deemed value of USD $2.00 per Datavault AI Share. Upon closing of the transaction, subject to customary board, stock exchange, and any necessary regulatory and shareholder approvals, it is anticipated that Datavault AI stockholders will hold approximately 92.48% and CyberCatch shareholders approximately 7.52% of the equity of Datavault AI, on a non-fully diluted basis. It is anticipated that CyberCatch will operate as a subsidiary of Datavault AI from San Diego, California, and CyberCatch founder, Chairman, and Chief Executive Officer Sai Huda will serve as President of the subsidiary, reporting to Nathaniel T. Bradley, CEO of Datavault AI.Strategic RationaleThe combination is positioned at the intersection of two of cybersecurity's largest secular markets. According to Gartner, worldwide end-user spending on information security is projected to reach $240 billion in 2026, and Gartner separately projects the AI-amplified security segment will reach $160 billion by 2029, up from $49 billion in 2025. According to IBM's 2025 Cost of a Data Breach Report, the average U.S. data breach now costs $10.22 million, with a global average of $4.44 million.Regulatory tailwinds are converging with that demand picture. Phase 1 of the U.S. Department of Defense's Cybersecurity Maturity Model Certification ("CMMC") program took effect on November 10, 2025, with mandatory third-party C3PAO assessments for Level 2 contracts beginning in November 2026 and full enforcement extending across approximately 220,000 Defense Industrial Base contractors and subcontractors. CyberCatch's platform is purpose-built to address that mandate in defense, HIPAA in healthcare, NIST 800-171 in manufacturing, NIST CSF 2.0 in financial services, among others.The combination is also positioned for the post-quantum security era. Google has set 2029 as its internal deadline to migrate authentication systems to quantum-resistant cryptography. Separately, Google Quantum AI research demonstrated that the elliptic curve cryptography protecting many digital signatures and authentication systems could be broken by a superconducting quantum computer with fewer than 500,000 physical qubits, an order of magnitude lower than previous estimates. CyberCatch is converting its patent-pending, multi-authority, attribute-based encryption with revocation ("MARS-MABE") technology to attain quantum-resistance, and combining MARS-MABE with continuous agentic AI penetration testing creates a next-generation cybersecurity stack applicable across healthcare, defense, manufacturing, financial services, and energy.About CyberCatch's Platform and LeadershipCyberCatch's patented, AI-enabled continuous cybersecurity compliance and risk mitigation solution:Uses generative AI to ensure all legally required controls are in place and calculates a Cyber Hygiene ScoreUses agentic AI to continuously simulate threat-actor tactics, techniques, and procedures to perform penetration tests and calculates a Cyber Breach ScoreDetects gaps for prompt remediation before a threat actor can exploit and be successfulThe platform tests cybersecurity controls continuously from three dimensions, outside-in, inside-out, and social engineering, mapping to NIST CSF 2.0, NIST 800-171, CMMC 2.0, ISO 27001, HIPAA, PCI DSS, and other regulated frameworks, replacing once-a-year manual penetration tests with continuous agentic AI penetration testing using specialized skill-set agents.MARS-MABE provides several distinct advantages over current RSA and AES-256 encryption, such as:Access to data is provided only if fine-grained user attributes are metAccess to users can be limited to fine-grained data subsetsInstant revocation of user access to data subsets, eliminating the need to re-encrypt the entire data set and providing speed and significant cost savingsCyberCatch is led by founder, Chairman, and Chief Executive Officer Sai Huda, a globally recognized cybersecurity expert, author of the bestselling Next Level Cybersecurity, co-author of Canada's National Cybersecurity Standard, and inventor of USPTO Patent No. 11,297,094, "Automated and Continuous Cybersecurity Assessment with Measurement and Scoring." He is the former founder and CEO of Compliance Coach, which was acquired by FIS, a FORTUNE 500 company, where he served as GM, Risk, Information Security, and Compliance Solutions.CyberCatch's board and advisory board include:Tom Ridge, former special assistant to U.S. President, first Secretary of the U.S. Department of Homeland Security and two-term Governor of PennsylvaniaDr. Marv Langston, former Director of Information Systems at U.S. DARPA and Cybersecurity Chief, U.S. NavyScott Tait, former U.S. Navy Commander and National Security Advisor at the Joint Chiefs at the U.S. PentagonCyberCatch's customers span the U.S. defense supply chain, healthcare, financial services, manufacturing, education, and public sectors, and the Company's capabilities were extended through the February 2026 acquisition of multi-authority attribute-based encryption technology, now branded MARS-MABE, and through 2026 reseller and referral partnerships such as with Speridian Technologies and other multiple reseller partners to U.S. government agencies.Added Strategic Benefit: Platform Integration and Cyber Defense Layer Across the Datavault AI StackFollowing closing, CyberCatch's AI-enabled Software-as-a-Service platform is also expected to operate as the cybersecurity and continuous-compliance layer across Datavault AI's existing technology suite, including:DataValue®, DataScore®, and Information Data Exchange® (IDE®) running natively on Available Infrastructure's SanQtum AI quantum-resistant, zero-trust edge platform across 1,000 urban micro-edge neocloud sites planned in 100+ U.S. cities by year-end 2026Acoustic Sciences division technologies (WiSA®, ADIO®, Sumerian®) and IDE® deployments serving sports, entertainment, biotech, education, fintech, real estate, healthcare, and energy customersFederal and regulated-industry customer workloads where continuous compliance attestation against NIST, CMMC, ISO 27001, SOC 2, HIPAA, and PCI DSS frameworks is increasingly a precondition for procurement, audit, and renewalThe proposed acquisition is intended to give Datavault AI customers and partners an integrated path from secure compute through AI-driven data analytics, with continuous attestation at every layer.Management Commentary"Cybersecurity is no longer a separate stack from data and AI - it is the precondition for both. CyberCatch's continuous compliance platform is expected to provide another strategic advantage by adding to DataValue®, DataScore®, and the IDE® a real-time risk and compliance signal at every node of our quantum-secured edge fleet, from federal contractors to enterprise data customers," said Nathaniel T. Bradley, CEO of Datavault AI."Datavault AI's quantum-ready edge platform is exactly the next-generation infrastructure our customers and the marketplace in critical sectors such as in defense, healthcare, and financial services need cybersecurity built into. Joining Datavault AI gives them a clear path to a unified secure-data platform with continuous compliance and cyber risk mitigation built in," said Sai Huda, founder, Chairman, and Chief Executive Officer of CyberCatch.Transaction OverviewUnder the binding LOI, holders of CyberCatch's common shares will receive newly issued common shares of Datavault AI as described above, with CyberCatch becoming a wholly-owned subsidiary of Datavault AI. The Datavault AI Shares to be issued are anticipated to be issued in reliance on the exemption from registration under the United States Securities Act of 1933, as amended (the "Securities Act"), provided by Section 3(a)(10), and applicable state securities law exemptions.The transaction is subject to negotiation and execution of a definitive agreement, completion of due diligence, board approvals of both companies, requisite CyberCatch shareholder approval, applicable court approval of the plan of arrangement (British Columbia), and approvals of The Nasdaq Stock Market and the TSX Venture Exchange, as well as other customary closing conditions. The parties have agreed to negotiate a definitive agreement during a 45-day mutual exclusivity period.About Datavault AIDatavault AI™ (NASDAQ:DVLT) is a pioneer in AI-driven data experiences, valuation, and monetization of assets in the Web 3.0 environment. The Company's cloud-based platform delivers comprehensive solutions across its Acoustic Sciences and Data Sciences divisions.Datavault AI's Acoustic Sciences division features WiSA®, ADIO®, and Sumerian® patented technologies for spatial and multichannel wireless, high-definition sound transmission. The Data Science Division harnesses Web3 and high-performance computing to enable experiential data perception, valuation, and secure monetization across industries, including sports & entertainment, biotech, education, fintech, real estate, healthcare, energy, and more.The Information Data Exchange® (IDE®) is a token exchange technology powered by Nasdaq Financial Infrastructure. The Company owns and operates exchanges powered by its patented technology, including but not limited to International Elements Exchange (IEE), Sports Illustrated Exchange (SIx), New York Interactive Advertising Exchange (NYIAX), and American Political Exchange (APE). The Company is headquartered in Philadelphia, PA. Learn more at https://www.dvlt.ai.About CyberCatchCyberCatch Holdings, Inc. (TSXV:CYBE) (OTCQB:CYBHF) provides a proprietary, AI-enabled Software-as-a-Service (SaaS) solution that provides continuous compliance and cyber risk mitigation to organizations in critical segments, so they can be safe from cyber threats. The CyberCatch platform focuses on solving the root cause of why cyberattacks are successful: security holes from control deficiencies. It first helps implement all mandated and necessary controls, then the platform automatically and continuously tests the controls from three dimensions (outside-in, inside-out and social engineering) to find control failures so one can fix them promptly to stay compliant and safe from attackers. Learn more at: https://www.cybercatch.com.Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.No Offer or SolicitationThis press release is for informational purposes only and is not intended to and does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any offer, solicitation or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act, or an exemption therefrom.Forward-Looking StatementsThis press release contains "forward-looking statements" (within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, and other securities laws) about Datavault AI Inc. ("Datavault AI," the "Company," "us," "our," or "we") and CyberCatch and our industry that involve risks and uncertainties. In some cases, you can identify forward-looking statements because they contain words, such as "may," "might," "will," "shall," "should," "expects," "plans," "anticipates," "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential," "goal," "objective," "seeks," "likely" or "continue" or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. The absence of these words does not mean that a statement is not forward-looking. Such forward-looking statements, including, but not limited to, statements regarding future events; the proposed acquisition of CyberCatch Holdings, Inc. by Datavault AI and the structuring of that acquisition as an all-stock transaction by way of a court-approved plan of arrangement under the Business Corporations Act (British Columbia); the negotiation, execution, and consummation of a definitive agreement implementing the terms of the LOI; the receipt of all required board, shareholder, court, regulatory, and stock exchange approvals (including those of The Nasdaq Stock Market and the TSX Venture Exchange); the anticipated reliance on the exemption from registration under Section 3(a)(10) of the Securities Act, and applicable state securities law exemptions; the post-closing equity ownership split between Datavault AI and CyberCatch shareholders; CyberCatch's continued operation as a San Diego-based subsidiary; the integration of CyberCatch's AI-enabled continuous compliance platform across Datavault AI's DataValue®, DataScore®, Information Data Exchange® (IDE®), and Acoustic Sciences division technologies and across the Available Infrastructure SanQtum AI edge platform; the expected conversion of CyberCatch's MARS-MABE encryption technology to post-quantum cryptography; the anticipated commercial, technical, regulatory, and operational benefits of the proposed combination, including positioning against the CMMC, NIST, ISO 27001, SOC 2, HIPAA, and PCI DSS regulatory frameworks; and the expected operational, technical, and commercial outcomes of the Company's commercial strategy, and the projected direction and market impacts of regulatory changes with respect to digital assets and post-quantum cryptography, are necessarily based upon estimates and assumptions that, while considered reasonable by the Companies and its management, are inherently uncertain.Readers are cautioned not to place undue reliance on these and other forward-looking statements contained herein.Actual results may differ materially from those indicated by these forward-looking statements as a result of various risks and uncertainties including, but not limited to, the following: the risk that the parties do not negotiate or execute a definitive agreement on the terms contemplated by the LOI or at all; the risk that one or more conditions to closing are not obtained or are obtained on terms unacceptable to the parties; integration risk associated with the proposed acquisition of CyberCatch and its operations, customer base, and personnel; risks relating to the availability of the Section 3(a)(10) exemption from registration; the dilutive effect of the issuance of the Datavault AI Shares as transaction consideration; the Company's ability to execute on the integration of CyberCatch's continuous compliance platform across the Company's existing technology suite and SanQtum-secured edge fleet; risks relating to the conversion of MARS-MABE encryption to post-quantum cryptography and the broader transition timeline for post-quantum security; competitive conditions in the AI computing, enterprise data services, and cybersecurity markets; the Company's ability to attract and retain customers and strategic partners; financing availability; technological development and integration risks; changes in market demand for Datavault AI's services and products; changes in economic, market, or regulatory conditions; risks relating to evolving regulatory frameworks applicable to tokenized assets, digital assets, and cybersecurity compliance; and other risks and uncertainties as more fully described in Datavault AI's filings with the U.S. Securities and Exchange Commission, including the Risk Factors section of the Company's most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, available at www.sec.gov, and CyberCatch's filings on SEDAR+ at www.sedarplus.ca, and could cause actual results to vary from expectations.The forward-looking statements made in this press release relate only to events as of the date on which the statements are made. Datavault AI and CyberCatch undertakes no obligation to update any forward-looking statements made in this press release to reflect events or circumstances after the date of this press release or to reflect new information or the occurrence of unanticipated events, except as required by law.Datavault AI and CyberCatch may not actually achieve the plans, intentions, or expectations disclosed in its forward-looking statements, and you should not place undue reliance on such forward-looking statements. Datavault AI's and CyberCatch's forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments it may make.Industry and Market DataWithin this press release, we reference information and statistics regarding the market for our products. We have obtained some of this information and statistics from various independent third-party sources, including independent industry publications, reports by market research firms and other independent sources. Some data and other information contained in this press release are also based on management's estimates and calculations, which are derived from our review and interpretation of internal surveys and independent sources. Data regarding the industries in which we compete and our market position and market share within these industries are inherently imprecise and are subject to significant business, economic and competitive uncertainties beyond our control, but we believe they generally indicate size, position and market share within this industry. While we believe such information is reliable, we have not independently verified any third-party information. While we believe our internal company research and estimates are reliable, such research and estimates have not been verified by any independent source. In addition, assumptions and estimates of our and our industries' future performance are necessarily subject to a high degree of uncertainty and risk due to a variety of factors. These and other factors could cause our future performance to differ materially from our assumptions and estimates. As a result, you should be aware that market, ranking and other similar industry data included in this press release, and estimates and beliefs based on that data, may not be reliable.Trademarks, Trade Names, Service Marks and CopyrightsWe own or have rights to use various trademarks, tradenames, service marks and copyrights, which are protected under applicable intellectual property laws. This press release also contains trademarks, tradenames, service marks and copyrights of other companies, which are, to our knowledge, the property of their respective owners. Solely for convenience, certain trademarks, tradenames, service marks and copyrights referred to in this press release may appear without the ©, ®, and ™ symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or the rights of the applicable licensors to these trademarks, tradenames, service marks and copyrights. We do not intend our use or display of other parties' trademarks, tradenames, service marks or copyrights to imply, and such use or display should not be construed to imply a relationship with, or endorsement or sponsorship of us by, these other parties.Datavault AI ContactsMedia Contact:marketing@dvlt.aiInvestor Contact:Edward BargerVP, Investor Relationsebarger@dvlt.ai | ir@dvlt.aiCyberCatch ContactsInvestor Contact:Investor Relations, CyberCatch Holdings, Inc.Phone: 1-866-756-2923Email: info@cybercatch.comSOURCE: Datavault AI Inc Copyright 2026 ACN Newswire via SeaPRwire.com. All rights reserved. www.acnnewswire.com
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