Mr. Doug Barker reports

QYOU MEDIA COMPLETES NON-BROKERED PRIVATE PLACEMENT OFFERING

QYOU Media Inc., further to its news release dated Aug. 25, 2025, has completed its previously announced non-brokered private placement offering of units. The company issued 25 million units at a price of three cents per unit for aggregate gross proceeds of $750,000 in the offering.

Each unit is composed of one common share in the capital of the company and three-quarters of one common share purchase warrant of the company. Each whole warrant entitles the holder thereof to purchase one common share at a price of six cents per common share until Sept. 12, 2027.

Net proceeds of the offering will be used by the company for: (i) the partial repayment of outstanding loans; (ii) the partial payment of amounts due from the original acquisition of the company's subsidiary, Chatterbox Technologies Ltd.; and (iii) working capital and general corporate purposes.

The company has paid an aggregate of $30,551.73 and issued finders' warrants to acquire up to an additional 991,711 units as finders' fees to certain persons who assisted the company in connection with the offering. Each finder's warrant entitles the holder to acquire one unit, comprising one common share and three-quarters of one warrant, at a price of five cents per unit until Sept. 12, 2027. The warrants issuable upon exercise of the finders' warrants entitle the holder thereof to acquire one common share at a price of six cents per common share until Sept. 12, 2027.

Pursuant to the offering, directors, officers and insiders of the company subscribed for 3,334,000 units. Participation of these related parties in the offering constitutes a related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The private placement of units to the related parties is exempt from the formal valuation and minority approval requirements of MI 61-101 and TSX Venture Exchange Policy 5.9, Protection of Minority Security Holders in Special Transactions, by the application of sections 5.5(a) and (b) and 5.7(1)(a) of MI 61-101 because the common shares trade on the TSX-V, and neither the fair market value of the units being issued to related parties nor the consideration being paid by the related parties exceeds 25 per cent of the company's market capitalization as calculated for purposes of MI 61-101. No new insiders were created, nor has there been any change of control (pursuant to TSX-V rules), as a result of subscriptions for units under the offering. The company did not file a material change report more than 21 days before the expected closing of the offering, as the details and amounts of the related party participation were not finalized until closer to closing and the company wished to close the offering as soon as practicable for sound business reasons.

All securities issued in the offering, including the finders' warrants and the common shares and warrants underlying the units, which are issuable upon exercise of the finders' warrants, will be subject to a four-month-plus-one-day hold period pursuant to applicable Canadian securities laws. The offering remains subject to the final approval of the TSX Venture Exchange.

About QYOU Media Inc.

Among the fastest-growing creator-driven media companies, QYOU Media operates in India and the United States through its subsidiaries, producing, distributing and monetizing content created by social media influencers and digital content stars. The company's influencer marketing business in India, Chtrbox, is an influencer and marketing platform and agency, connecting brands/products and social media influencers. In the United States, QYOU Media powers major film studios, game publishers and brands to create content and market via creators and influencers. Founded and managed by industry veterans from Lionsgate, MTV, Disney, Sony and TikTok. QYOU Media's millennial- and Gen Z-focused content has reached more than one billion consumers.

We seek Safe Harbor.