Mr. Bill Frain reports

LIBERTY ANNOUNCES AMENDMENT TO LISTED ISSUER FINANCING EXEMPTION (LIFE) PRIVATE PLACEMENT OF UNITS

Liberty Defense Holdings Ltd. is amending the terms of its non-brokered private placement previously announced on Dec. 6, 2023. The amended offering will be for up to 7,866,666 units of the company at a price of 15 cents per unit for gross proceeds to the company of up to $1.18-million.

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 thereof to purchase one common share of the company for a period of 36 months following the closing date of the offering at an exercise price of 20 cents per warrant share.

The offering has been structured to take advantage of the listed issuer financing exemption whereby securities of the company issued pursuant to the offering will be freely tradable equity securities not subject to any hold period (see below).

Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 (Prospectus Exemptions), the offering is being made to purchasers resident in each of the provinces of Canada, except Quebec, pursuant to the listed issuer financing exemption under Part 5A of NI 45-106. The securities offered under the exemption will not be subject to a hold period in accordance with applicable Canadian securities laws. There is a second amended and restated offering document related to the offering that can be viewed under the company's profile at SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.

The company plans to use the proceeds of this financing to further the production of Hexwave technology to support the increase in demand for the product and deliver units in backlog to customers.

The offering is scheduled to close on or about Jan. 31, 2024, and completion of the offering is subject to certain conditions, including the approval of the TSX Venture Exchange.

About Liberty Defense Holdings Ltd.

Liberty Defense (TSX Venture Exchange: SCAN, OTCQB: LDDFF and Frankfurt Stock Exchange: LD2) provides multitechnology security solutions for concealed weapon detection in high-volume foot traffic areas and locations requiring enhanced security such as airports, stadiums, schools and more. Liberty Defense's Hexwave product, for which the company has secured an exclusive licence from Massachusetts Institute of Technology (MIT), as well as a technology transfer agreement for patents related to active 3-D radar imaging technology, provides discreet, modular and scalable protection to provide layered, standoff detection capability of metallic and non-metallic weapons. Liberty Defense has also recently licensed the millimetre wave-based high-definition advanced imaging technology (HD-AIT) body scanner and shoe scanner technologies as part of its technology portfolio. Liberty Defense is committed to protecting communities and preserving peace of mind through superior security detection solutions.

We seek Safe Harbor.