Mr. Brandon Mina reports

BRANDPILOT AI ANNOUNCES PRIVATE PLACEMENT OFFERING OF UNITS

Brandpilot AI Inc. has arranged a non-brokered private placement of up to 12.5 million units at a price of two cents per unit for aggregate gross proceeds of up to $250,000.

The company is undertaking the offering in response to continued investor interest following the successful completion of its previously announced upsized non-brokered private placement which closed on July 14, 2026, and raised aggregate gross proceeds of $854,500. The offering will be conducted on substantially the same terms as the prior offering, except that the warrants issued under the offering will have a term of two years rather than five years.

Each unit will consist of one common share in the capital of the company and one common share purchase warrant. Each warrant will entitle the holder to purchase one additional common share at a price of five cents at any time on or before the date that is two years following the date of issuance, subject to acceleration. If the common shares trade at or above a volume-weighted average price of 15 cents for a period of 20 consecutive trading days, the company may accelerate the expiry date of the warrants to a date that is 30 days following notice to the holders thereof.

The offering is expected to close on Aug. 31, 2026, or such later date as may be determined by the company. The company intends to use the net proceeds of the offering for working capital and general corporate purposes.

In connection with the offering, the company may pay finders' fees in cash or securities, or a combination thereof, to certain finders, as permitted by the policies of the Canadian Securities Exchange (the CSE). Eligible finders may receive (i) a cash fee equal to 8 per cent of the aggregate gross proceeds from subscriptions introduced by such finders, and (ii) broker warrants equal to 8 per cent of the aggregate number of units purchased by subscribers introduced by such finders. Each broker warrant will entitle the holder thereof to acquire one unit at a price of two cents per unit for a period of 24 months from the date of issuance. All securities issued pursuant to the offering will be subject to a statutory hold period of four months and one day from the date of issuance.

The offering remains subject to receipt of all necessary approvals, including the approval of the CSE.

About Brandpilot AI Inc.

Brandpilot AI is a performance marketing technology company headquartered in Toronto, focused on identifying and eliminating inefficiencies in digital advertising for global enterprise brands. The company's core capabilities include AdAi, which eliminates cannibalistic branded search spend that inflates costs without driving incremental value; ClickRadar, which compiles forensic bot-detection reports to reclaim refunds associated with invalid traffic; and SearchIQ, which enables brands to measure and optimize their presence across generative AI (artificial intelligence) search platforms.

Brandpilot is purpose built to address structural challenges in modern digital advertising, where increasing automation and scale can reduce transparency and accountability. Operating as an independent performance and validation layer, the company helps enterprises recover wasted budgets, restore data integrity and gain clearer visibility into how advertising dollars are spent so performance can be improved with greater confidence.

We seek Safe Harbor.