Mr. Hugh MacNaught reports

VENTRIPOINT CLOSES FIRST TRANCHE OF PRIVATE PLACEMENT FINANCING AND ENGAGES STRATEGIC ADVISORS TO ACCELERATE COMMERCIALIZATION OF VMS+(TM) TECHNOLOGY

Ventripoint Diagnostics Ltd. has several strategic initiatives to strengthen its balance sheet and accelerate commercialization of its proprietary AI-enabled (artificial intelligence) echocardiography technology that is cleared for sale in the United States, Canada, the European Union and the United Kingdom. These initiatives include: the closing of the first tranche of a $350,000 non-brokered private placement of units; the engagement of More Capital Ltd. as strategic growth adviser; and the engagement of Red Cloud Securities Inc. as market-maker.

Together, these initiatives are designed to strengthen Ventripoint's financial flexibility, enhance commercial execution, and increase market awareness as the corporation advances the commercialization and broader adoption of its VMS+ platform. Near-term priorities include expanding market adoption of VMS+, advancing strategic commercial partnerships and increasing awareness of Ventripoint among stakeholders, including the cardiology, patient advocacy and health care investment communities.

First tranche financing

The corporation has closed the first tranche of a $350,000 non-brokered private placement, raising $180,000 through the issuance of units at a price of 10 cents per unit. The corporation intends to complete one or more additional tranches, subject to applicable regulatory approvals, for total gross proceeds of up to $350,000 -- capital that will be put directly to work supporting the corporation's commercialization program.

Each unit consists of one common share of the corporation and one common share purchase warrant. Each whole warrant entitles the holder to purchase one additional common share at an exercise price of 14 cents per share for a period of 24 months from closing. Warrants are subject to an accelerated expiry period upon 30 days of notice should the common shares of the corporation trade at 30 cents or higher for 10 consecutive trading days.

The corporation may pay cash finders' fees and issue finders; warrants of up to 8 per cent of the gross proceeds of the offering. Each finder's warrant is exercisable into one common share at 14 cents per share for a period of 24 months from closing.

Proceeds from the offering will be directed toward sales and marketing initiatives, the addition of key commercial personnel, and general working capital -- resources aimed squarely at accelerating Ventripoint's commercialization.

Related party transactions

During the six months ended June 30, 2026, directors and officers provided cash advances to the corporation totalling $115,000 for operational needs, repayment of which remains outstanding.

During May, 2025, a director provided a cash advance to the corporation totalling $10,000 for operational needs, which has been repaid.

Further to the corporation's news release of July 22, 2026, the share issuance for debenture issuance is a related party transaction within the meaning of TSX-V Policy 5.9 and Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, as certain insiders of the corporation will receive an aggregate of 48,383 common shares of the corporation. 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.

Strategic growth and commercialization

Ventripoint has engaged More Capital, a Toronto-based private investment and strategic advisory firm, under a 12-month strategic growth and advisory agreement that builds on the parties' previously announced relationship. See the news release dated July 22, 2026.

More Capital's mandate is focused on identifying and advancing commercial partnerships, supporting market expansion, evaluating strategic opportunities, and increasing awareness of Ventripoint's technology and commercialization program -- bringing an experienced capital markets partner to bear as the corporation scales. More Capital will be compensated at a rate of $12,500 per month.

The corporation has also engaged Red Cloud, subject to the approval of the TSX Venture Exchange, to provide market stabilization and liquidity services to the corporation. Red Cloud is a Toronto-based investment dealer and a member of the Canadian Investment Regulatory Organization (CIRO), focused on providing a full range of brokerage services to all investor types. Its services include investment banking, research, institutional and retail trading, institutional sales, and retail investment advisory services. Red Cloud is not promoting the specific purchase or sale of securities and will trade shares of Ventripoint on the TSX-V for the purposes of maintaining a reasonable market and improving the liquidity of Ventripoint's common shares. Under the agreement, the corporation will pay Red Cloud $5,000 per month during the term, which is continuing and may be terminated by either party on 60-day prior written notice. There are no performance factors contained in the agreement and Red Cloud will not receive any shares or options from the corporation as compensation for the services it will render.

"Ventripoint is entering an important phase as we shift from technology development to commercialization and scale," said Hugh MacNaught, president and chief executive officer of Ventripoint Diagnostics. "This financing strengthens our balance sheet for the next stage of growth, while More Capital brings the strategic capabilities and relationships to help us accelerate partnerships, expand our market reach and build broader awareness of Ventripoint. Together, these initiatives position us to build a scaleable commercial platform and drive the next stage of growth."

Ventripoint has developed a proprietary, AI-enabled approach to echocardiography designed to deliver advanced quantitative cardiac analysis from ultrasound imaging. Its VMS+ technology is built to work across ultrasound platforms from multiple manufacturers -- a design choice that removes a key adoption barrier by allowing health care providers to unlock advanced cardiac analytics without replacing existing imaging equipment.

As commercialization advances, Ventripoint is focused on extending this technology platform across additional clinical applications and markets, while pursuing the strategic relationships needed to scale the reach and impact of VMS+ within cardiovascular care. VMS+ systems are used in the U.S., Canada, the EU, the U.K. and China.

About Ventripoint Diagnostics Ltd.

Ventripoint is an industry leader in the application of artificial intelligence to echocardiography. The corporation's VMS+ products are powered by its proprietary knowledge-based reconstruction (KBR) technology, the result of more than a decade of development.

VMS+ delivers accurate volumetric cardiac measurements from standard echocardiography -- comparable with MRI -- while offering the potential for greater accessibility, speed and affordability. This affordable, gold-standard alternative gives cardiologists greater confidence in managing their patients, without requiring cardiac MRI. Providing better patient care is the springboard for all of Ventripoint's product development.

VMS+ is compatible with ultrasound systems from multiple manufacturers and is supported by regulatory market approvals in the U.S., Europe and Canada. Ventripoint is pursuing a global growth strategy focused on expanding adoption, developing strategic partnerships and extending the applications of its technology across cardiovascular care.

We seek Safe Harbor.