Mr. Jake Kalpakian reports

JACKPOT DIGITAL EXTENDS MATURITY OF DEBENTURE AND ANNOUNCES CONVERTIBLE DEBENTURE FINANCING

Further to the news release dated March 3, 2025, the parties have agreed to extend the maturity date of the secured debenture in the principal amount of $1.4-million (U.S.) from March 7, 2026, to Sept. 7, 2026. Pursuant to the amendment agreement, Lyle A. Berman Revocable Trust has agreed to act as a guarantor of the debenture.

The company further announces that it intends to conduct a convertible debenture financing to raise up to $1.5-million (Canadian) in gross proceeds. The debentures will pay interest at the rate of 10 per cent per annum and will mature 36 months from the date of issuance. The debentures shall be convertible at the conversion price of 10 cents per common share for three years. In addition, the company shall issue up to 15 million share purchase warrants whereby each warrant shall entitle the debentureholder to purchase one Jackpot common share at the price of 13 cents per share for three years. If, any time after six months from closing, the company's common shares trade on the TSX Venture Exchange at a price of 25 cents per share for 10 consecutive trading days, the company will have the right to accelerate the expiry of the warrants by giving notice, by a news release issued within five business days of the last day of such 10-consecutive-trading-day calculation period, of its exercise of such right, and, thereafter, the warrants will, without further notice or act by the company, automatically expire and be of no further force and effect at 4 p.m. Vancouver time on the date that is 30 calendar days after the date of said news release.

The proceeds from the financing will be utilized to cover regulatory licensing fees and related expenses in multiple jurisdictions, and industry product certifications and for general working capital.

The securities that may be issued in connection with the financing shall include a hold period by applicable securities laws. There may be finders' fees payable with respect to the financing under the policies of the exchange, and certain insiders may participate in the financing.

The above transaction is subject to the approval of the exchange.

About Jackpot Digital Inc.

A positive disruptor in the casino business, Jackpot Digital is a leading manufacturer of dealerless multiplayer electronic poker tables for the cruise ship and land-based regulated casino industries. The company specializes in dealerless poker, which is complemented by a robust suite of back-end tools for casino operators to efficiently control and optimize their poker business.

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