Mr. Hugh MacNaught reports

VENTRIPOINT ANNOUNCES CLOSING OF NON-BROKERED UNITS PRIVATE PLACEMENT

Ventripoint Diagnostics Ltd. has closed its previously announced non-brokered private placement (see news release of Dec. 30, 2025) of an aggregate of 10,097,720 units at a price of 10 cents per unit for aggregate gross proceeds of $1,009,772. Directors and officers of the company (insiders) invested an aggregate of $139,340, which was 13.8 per cent of the total proceeds.

Each unit comprises one common share of the corporation and one common share purchase warrant. Each whole warrant will entitle the holder thereof to purchase one common share at a price of 13 cents for a period of 24 months from the closing of the offering. The corporation reserves the right to accelerate the warrant expiry period upon 30 day of notice if the common shares traded at or above 26 cents for a period of 10 consecutive days, including days where no trades occur.

The corporation has paid cash finders' fees of $15,600 and issued common share purchase warrants to purchase an aggregate of 156,000 shares of the company. Each finder's warrant will be exercisable into one common share at an exercise price of 13 cents per common share for a period of 24 months from the closing of the offering.

The offering is a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, as certain insiders of the corporation subscribed for an aggregate of 1,393,400 of units on the same terms as arm's-length subscribers. The corporation is relying on exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and (b) and 5.7(a) and (b) of MI 61-101, as the corporation is not listed on a specified market and the fair market value of the participation in the transactions by insiders does not exceed 25 per cent of the market capitalization of the corporation, as determined in accordance with MI 61-101 and the fair market value of the transactions is not more than $2.5-million. The corporation did not file a material change report in respect of the related party transaction at least 21 days before the closing of the offering, which the corporation deems reasonable in the circumstances in order to complete the transaction.

The corporation will use the proceeds of the offering to finance operational costs related sales and marketing, additional key personnel, and general working capital purposes.

All securities issued and issuable pursuant to the offering will be subject to a hold period of four months plus one day from the date of closing of the offering. The offering is subject to approval by the exchange.

About Ventripoint Diagnostics Ltd.

Ventripoint has become an industry leader in the application of AI (artificial intelligence) to echocardiography. Ventripoint's VMS+ products are powered by its proprietary knowledge-based reconstruction technology, which is the result of a decade of development and provides accurate volumetric cardiac measurements equivalent to MRI. This affordable, gold-standard alternative allows cardiologists greater confidence in the management of their patients. Providing better care to patients serves as a springboard and basic standard for all of Ventripoint's products that guide the company's future developments. In addition, VMS+ is versatile and can be used with all ultrasound systems from any vendor supported by regulatory market approvals in the United States, Europe and Canada.

We seek Safe Harbor.