NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES TORONTO, Aug. 05, 2025 (GLOBE NEWSWIRE) — Volatus Aerospace Inc. (TSXV:FLT) (OTCQX:TAKOF) (Frankfurt: ABB) (“Volatus” or the “Company”) is pleased to announce it has entered into an agreement with Ventum Financial Corp. (the “Underwriter”) in connection with a bought deal private placement of 8,076,924 units of the Company (the “Offered Securities”) at a price of $0.52 per Offered Security (the “Issue Price”) for gross proceeds of $4,200,000 (the “Offering”). Each Offered Security will consist of one common share of the Company and one-half of one common share purchase warrant of the Company (each whole warrant, a “Warrant”), with each whole Warrant entitling the holder thereof to acquire one common share of the Company at an exercise price of $0.76 and for a period of 36 months following the Closing Date (as defined below). The Offered Securities will be offered for sale to purchasers in all the provinces of Canada in reliance on the “Listed Issuer Financing Exemption” provided for in Part 5A of National Instrument 45-106 – Prospectus Exemptions and Coordinated Blanket Order 45-935 issued by the Canadian Securities Administrators, and will not be subject to any statutory hold periods under applicable Canadian securities laws, up to the maximum allowable amount under the exemption. There is an offering document related to this Offering that can be accessed under the Company’s profile at http://www.sedarplus.ca and the Company’s website at https://volatusaerospace.com. Prospective investors should read this offering document before making an investment decision. In addition, the Company has granted the Underwriter an option (the “Underwriter Option”) to purchase up to an additional 15% of the Offered Securities sold under the Offering at the Issue Price. The Underwriter Option may be exercised in whole or in part at any time up to 48 hours prior to the Closing Date. Any Offered Securities offered pursuant to the Underwriter Option will be offered by way of private placement, subject to a four-month and one day hold. As compensation, the Underwriter will be entitled to a cash fee in an amount equal to 6.0% of the aggregate gross proceeds from the Offering. In addition, the Underwriter will receive non-transferable warrants exercisable at any time prior to the date that is 12 months from the Closing Date to acquire that number of common shares which is equal to 6.0% of the number of Offered Securities sold under the Offering at an exercise price equal to $0.76. The Company intends to use the net proceeds of the Offering for expansion into the defense business segment of the Company, increase inventory of drone systems to fulfill increased demand in the United States, Canada, and internationally, and for general working capital and corporate purposes. The Offering is scheduled to close on or about August 14, 2025 (the “Closing Date”) and is subject to certain conditions including, but not limited to, receipt of all necessary approvals including the approval of the TSX Venture Exchange. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended, (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. About Volatus is a leader in innovative global aerial solutions for intelligence and cargo. With over 100 years of combined institutional knowledge in aviation, Volatus provides comprehensive solutions using both piloted and remotely piloted aircraft systems for a wide array of industries, including oil and gas, energy utilities, healthcare, public safety, and infrastructure. The Company is committed to enhancing operational efficiency, safety, and sustainability through cutting-edge aerial technologies. For more information, visit http://www.volatusaerospace.com. Forward-Looking Statements Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties. All statements other than statements of historical fact are forward-looking statements, including, without limitation, statements regarding the closing of the Offering, TSXV approval of the Offering, use of proceeds from the Offering, and the business, strategy, products, corporate vision, plans and objectives of or involving the Company. Such forward-looking information reflects management’s current beliefs and is based on information currently available to management. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “predicts”, “intends”, “targets”, “aims”, “anticipates” or “believes” or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions “may”, “could”, “should”, “would”, “might” or “will” be taken, occur or be achieved. A number of known and unknown risks, uncertainties and other factors may cause the actual results or performance to materially differ from any future results or performance expressed or implied by the forward-looking information. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of the Company including, but not limited to, the impact of general economic conditions, industry conditions and dependence upon regulatory approvals, including but not limited to failure to complete the Offering, and the need to satisfy regulatory and legal requirements with respect to the Offering. Certain material assumptions regarding such forward-looking statements may be discussed in this news release and the Company’s annual and quarterly management’s discussion and analysis filed at http://www.sedarplus.ca. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. The Company does not assume any obligation to update or revise its forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law. For further information, please contact: Abhinav Singhvi, Chief Financial Officer [email protected] +1 833-865-2887 http://www.volatusaerospace.com Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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