Toronto, Ontario--(Newsfile Corp. - September 15, 2026) - DGTL Holdings Inc. (TSXV: DGTL.H) ("DGTL" or the "Company") today announces that it anticipates that it will not meet its filing deadline of September 28, 2026 (the "Annual Filing Deadline") for the following continuous disclosure documents (collectively, the "Documents"):

• the Company's Annual Audited Financial Statements for the year ended May 31, 2026, as required by Part 4 of National Instrument 51-102 - Continuous Disclosure Obligations ("NI 51-102");

• the Company's Management Discussion & Analysis for the year ended May 31, 2026, as required by Part 5 of NI 51-102; and

• the CEO and CFO certificates relating to the audited annual financial statements for the year ended May 31, 2026, as required by National Instrument 52-109 - Certification of Disclosure in Issuers' Annual and Interim Filings.

The default is due, in part, to the complexity of an ongoing corporate restructuring process and various delays therein which collectively resulted in the Company not having adequate time and resources available to complete the audit in the allotted time. The Company is working with its auditor, Zeifmans LLP, to complete the audit in a timely manner; however, the Company does not expect to file the Documents by the Annual Filing Deadline.

Accordingly, the Company has applied to the Ontario Securities Commission for a Management Cease Trade Order that will prohibit the management of the Company from trading in the securities of the Company until such time as the Documents are filed. No decision has yet been made by the Ontario Securities Commission on this application. The Ontario Securities Commission may grant the application and issue the Management Cease Trade Order or it may impose an issuer cease trade order if the Documents are not filed in a timely fashion. During the period of default and until filing of the Documents, the Company intends to satisfy the provisions of the alternative information guidelines as required by National Policy 12-203 - Management Cease Trade Orders. Until the Company has filed the Documents, members of the Company's management and other insiders are subject to an insider trading black-out policy as per its internal Insider Trading Policy that is consistent with the principles in Section 9 of National Policy 11-207 - Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions. The Company confirms that, other than as disclosed in prior press releases and material change reports, there have been no material business developments since the filing on April 29, 2026 of the Company's latest interim financial reports for the period ended February 28, 2026.

The Company anticipates that it will be able to file the Documents within two (2) months from the date of issuance of the applicable cease trade order. To expedite remediation of the default, the Company has engaged additional consultants and business valuators to assist the Company's Chief Financial Officer and auditors in the completion of the audit and has allocated additional funds for personnel should further resources be required.

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For more information, visit https://dgtlinc.com or contact:

Neither the TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements
This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. These forward‐looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. The Company does not undertake to update any forward‐looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws.

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