Mr. Jay Hutton reports

VSBLTY COMPLETES FIRST TRANCHE OF NON-BROKERED PRIVATE PLACEMENT OF UNITS

Vsblty Groupe Technologies Corp., further to its news release dated March 30, 2026, has closed the initial tranche of its previously announced non-brokered private placement of units of the company, issuing an aggregate of 10,396,192 units at a price of 10.5 cents per unit for aggregate proceeds of approximately $1,091,600 (Canadian) (including units issued in furtherance of a debt settlement, as discussed below).

Each unit comprises one common share in the capital of the company and one common share purchase warrant. Each warrant entitles the holder to purchase one additional common share at a price of 18 Canadian cents per common share for five years from the issuance of the warrants, subject to an acceleration provision whereby the company may accelerate the expiry of the warrants in the event that the volume-weighted average trading price of the common shares on the Canadian Securities Exchange equals or exceeds 30 Canadian cents for a period of 10 consecutive trading days.

The warrants include a restriction that the warrants may not be exercised if it would result in the holder, together with any parties acting jointly or in concert with the holder, beneficially owning or exercising control or direction over 20 per cent or greater of the outstanding common shares, and until the issuance of the warrants has been approved at a duly called and held meeting of shareholders of the company.

Of the 10,396,192 units issued, 3,120,797 units were issued in exchange for cancellation of certain promissory notes held by arm's-length parties in the aggregate amount of $240,255 (U.S.). The debt settlement transactions were completed at a price of 10.5 Canadian cents per unit, being the same price as the other units issued under the offering.

Certain insider of the company acquired units in the private placement for aggregate gross proceeds of $375,072. The participation by such insiders in the private placement constitutes a related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. These issuances to insiders are exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 based on the fact that neither the fair market value of the shares subscribed for by the insider, nor the consideration for the shares paid by such insider, exceeded 25 per cent of the company's market capitalization.

The company paid cash finders' fees in the amount of $9,619.14 (Canadian), equal to 3.5 per cent of the gross proceeds raised from subscribers introduced by an arm's-length finder.

All securities issued pursuant to the offering are subject to a statutory hold period of four months and one day from the date of issuance, expiring Aug. 23, 2026, in accordance with applicable securities legislation.

The net proceeds of the offering will be used for general working capital purposes.

About Vsblty Groupe Technologies Corp.

Headquartered in Philadelphia, Vsblty Groupe is a software technology company applying AI (artificial intelligence), computer vision and multisensor data fusion to transform how organizations perceive and respond to their environments. The company's platform architecture, V.Edge, V.Next, V.Data and Vector Sentinel, provides a unified intelligence stack serving defence, smart city and commercial customers. Vsblty's technology is deployed across multiple continents through strategic partnerships and joint ventures, including the Winkel Media retail media network with AB InBev, operating across 55,000-plus stores in Latin America.

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