Mr. Matthew Davis reports

THREED CAPITAL INC. ISSUES EARLY WARNING REPORT IN CONNECTION WITH THE ACQUISITION OF SECURITIES OF INFINITII AI INC.

Through the completion of a convertible debenture offering in October, 2025, ThreeD Capital Inc. and Park Place Ltd., a corporation wholly owned and controlled by Sheldon Inwentash (the joint actor), acquired ownership and control of unsecured convertible debentures of infinitii ai inc. convertible into five million units of the company. Each subject debenture unit consists of one common share and one warrant for the purchase of one common share. As a result of the acquisition, the percentage ownership held by ThreeD and the joint actor increased by greater than 2 per cent, on a partially diluted basis, from the last early warning report filed in connection with infinitii securities.

Immediately prior to the acquisition, ThreeD and the joint actor own and control an aggregate of one million common share purchase warrants, one million stock options, and convertible debentures entitling ThreeD and the joint actor to acquire 16,665,400 common shares and 16,665,400 common share purchase warrants of the company, representing 0.0 per cent of all issued and outstanding common shares of inifinitii (or approximately 20.2 per cent on a partially diluted basis, assuming exercise of the warrants, stock options and convertible debentures held). Of this total, ThreeD held convertible debentures entitling ThreeD to acquire 15,133,400 common shares and 15,133,400 common share purchase warrants, representing 0.0 per cent of the issued and outstanding common shares of infinitii (or approximately 17.8 per cent on a partially diluted basis assuming the exercise of the convertible debentures held). The joint actor held an aggregate of one million common share purchase warrants, one million stock options and convertible debentures, entitling the joint actor to acquire 1,532,000 common shares and 1,532,000 common share purchase warrants, representing 0.0 per cent of the issued and outstanding common shares of infinitii (or approximately 3.5 per cent on a partially diluted basis, assuming exercise of the warrants, stock options and convertible debentures held).

Immediately following the acquisition, ThreeD and the joint actor own and control an aggregate of one million common share purchase warrants, one million stock options, and convertible debentures entitling ThreeD and the joint actor to acquire 21,665,400 common shares and 21,665,400 common share purchase warrants of the company, representing 0.0 per cent of all issued and outstanding common shares of inifinitii (or approximately 24.5 per cent on a partially diluted basis, assuming exercise of the warrants, stock options and convertible debentures held). Of this total, ThreeD held convertible debentures entitling ThreeD to acquire 18,633,400 common shares and 18,633,400 common share purchase warrants, representing 0.0 per cent of the issued and outstanding common shares of infinitii (or approximately 21.1 per cent on a partially diluted basis assuming the exercise of the convertible debentures held). The joint actor held an aggregate of one million common share purchase warrants, one million stock options, and convertible debentures entitling the joint actor to acquire 3,032,000 common shares and 3,032,000 common share purchase warrants, representing 0.0 per cent of the issued and outstanding common shares of infinitii (or approximately 5.5 per cent on a partially diluted basis, assuming exercise of the warrants, stock options and convertible debentures held).

Holdings of securities of the company by ThreeD and the joint actor are managed for investment purposes. ThreeD and the joint actor could increase or decrease their investments in the company at any time, or continue to maintain their current position, depending on market conditions or any other relevant factor.

The subject debentures were acquired for total consideration of $250,000.

About ThreeD Capital Inc.

ThreeD is a publicly traded Canadian-based venture capital firm focused on opportunistic investments in companies in the junior resource and disruptive technology sectors. ThreeD's investment strategy is to invest in multiple private and public companies across a variety of sectors globally. ThreeD seeks to invest in early-stage, promising companies where it may be the lead investor and can additionally provide investees with advisory services and access to the company's ecosystem.