Mr. Henry Dubina reports

TELESCOPE GRANTS STOCK OPTIONS, RSUS AND SETTLES DEBT WITH SHARES

Telescope Innovations Corp. has authorized the grant of incentive stock options and restricted share units (RSUs) as well as the issuance of common shares to settle outstanding fees owed to its chief executive officer.

Stock option grant

The company has granted to a consultant options entitling the consultant to acquire up to 250,000 common shares of the company at a price of 33 cents per share until Dec. 31, 2030. One-quarter of the options vest after four months and one day and then annually in equal parts over the subsequent three years.

RSU grant

The company has granted 192,000 RSUs to three directors pursuant to director fee compensation arrangements for 2024 and 2025 for a total value of $48,000. One-quarter of the RSUs vest after four months and a day and then annually in equal parts over the subsequent three years.

Shares for debt

Henry Dubina, a director and the chief executive officer of the company, has agreed to settle outstanding indebtedness owing to him in the amount of $12,000 through the issuance of 48,000 common shares at a deemed price of 25 cents per share. All shares issued pursuant to the shares-for-debt settlement will be subject to a statutory four-month hold period in accordance with applicable securities laws.

The issuance of common shares to Mr. Dubina, pursuant to the debt settlement, is considered a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company intends to rely upon exemptions from the formal valuation and minority approval requirements in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of the share issuance as neither the fair market value of nor the fair market value of the consideration for the common shares exceeds 25 per cent of the market capitalization of the company.

About Telescope Innovations Corp.

Telescope is a chemical technology company developing scalable manufacturing processes and tools for the pharmaceutical and chemical industry. The company builds and deploys new enabling technologies, including flexible robotic platforms and artificial intelligence software that improves experimental throughput, efficiency and data quality. The company's aim is to bring modern chemical technology solutions to meet the most serious challenges in health and sustainability.

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