1317229 B.C. Ltd. and Launchit Solutions Inc. Announce Extension of the Escrow Release Deadline Under the Subscription Receipt Agreement

By Newsfile

Vancouver, British Columbia--(Newsfile Corp. - September 29, 2026) - 1317229 B.C. Ltd. ("131" or the "Company") and Launchit Solutions Inc. ("Launchit") are pleased to announce that they have agreed to extend the escrow release deadline (the "Release Deadline") from September 24, 2026 to December 23, 2026 under the subscription receipt agreement dated June 2, 2026 (the "Subscription Receipt Agreement") among the Company, Launchit and Odyssey Trust Company. 131 and Launchit signed a notice of extension of the Release Deadline, dated September 23, 2026, which is available under the Company's profile on SEDAR+ (www.sedarplus.ca).

The Release Deadline was extended pursuant to section 3.3 of the Subscription Receipt Agreement, which provides that the Release Deadline may be extended by the Company and Launchit, in their sole discretion, and without consent or approval of the Subscription Receiptholders (as defined herein), by an additional 90 days.

The subscription receipts of Launchit (the "Subscription Receipts") were issued pursuant to a non-brokered private placement of 10,000,000 Subscription Receipts at a price of $0.50 per Subscription Receipt for aggregate gross proceeds of $5,000,000 (the "Concurrent Financing"), which closed on June 2, 2026.

Each Subscription Receipt will, upon satisfaction of the escrow release conditions under the Subscription Receipt Agreement, automatically convert, without any further action of the holder thereof (each, a "Subscription Receiptholder"), immediately prior to the effective time of the amalgamation, into one unit of Launchit (each, a "Launchit Unit"). Each Launchit Unit will be comprised of one Class A voting common share of Launchit (each, a "Launchit Common Share") and one common share purchase warrant of Launchit (each, a "Launchit Warrant"). Each Launchit Warrant will entitle the holder to acquire a Launchit Common Share at a price of $0.80 at any time prior to the 24-month anniversary of the date on which the final bulletin is issued by the TSX Venture Exchange (the "TSXV") announcing approval of the Proposed Transaction (as defined herein), subject to adjustment and acceleration in accordance with the warrant indenture dated June 2, 2026, among 131, Launchit and Odyssey Trust Company, as warrant agent. Upon completion of the Proposed Transaction, each Launchit Common Share and Class B common share of Launchit shall be exchanged for one ‎Resulting Issuer Share (as defined herein) and each Launchit Warrant shall be exchanged for one warrant of the resulting issuer from the Proposed Transaction (the "Resulting Issuer"), exercisable for one common share of the Resulting Issuer (each, a "Resulting Issuer Share") on economically equivalent terms‎.

The escrow proceeds of the Concurrent Financing will be released prior to the closing of the proposed business combination transaction involving the Company, Launchit and 1001240330 Ontario Inc., a wholly owned subsidiary of the Company, pursuant to which the Company will acquire Launchit by way of a three-cornered amalgamation, which will result in the reverse takeover of the Company by Launchit (the "Proposed Transaction"). Additional details on the Proposed Transaction are available in the Company's news release dated May 25, 2026.

All other terms of the Subscription Receipts remain unchanged.

About Launchit

Launchit is a private company formed under the Business Corporations Act (Ontario) on August 2, 2024. Launchit is a Canadian-based life science focused venture studio that launches and acquires innovative life science technology and is at the forefront of transforming healthcare through an obesity-focused portfolio and strategic partnerships, including partnerships with Novo Nordisk, the manufacturer of Ozempic and Wegovy, and with Shoppers Drug Mart, Canada's largest pharmacy chain.

About the Company and 1001240330 Ontario Inc.

The Company was incorporated under the Business Corporations Act (British Columbia) on July 27, 2021. The Company is a reporting issuer under the securities laws of the jurisdictions of Alberta and British Columbia. None of its securities, are listed or posted for trading on any stock exchange and no public market exists for any securities of the Company. Additional information on the Company can be found by reviewing its profile on SEDAR+ at www.sedarplus.ca.

1001240330 Ontario Inc., is a private company incorporated under the Business Corporations Act (Ontario) on May 16, 2025, for the purpose of completing the Proposed Transaction.

For more information, please contact:

1317229 B.C. Ltd.

James Ward
Chief Executive Officer
james@wardfinancial.ca

Launchit Solutions Inc.

Jamie Harsevoort
Chief Executive Officer
jamie@launchitsolutions.ca

All information contained in this news release with respect to 131, Launchit, and the Resulting Issuer was supplied by the parties, respectively, for inclusion herein, and 131 and its directors and officers have relied on Launchit for any information concerning such party, and Launchit and its directors and officers have relied on 131 for any information concerning such party.

The securities offered have not been, nor will they be, registered under the U.S. Securities Act, as amended, or any state securities law, and may not be offered, sold or delivered, directly or indirectly, within the United States, or to or for the account or benefit of U.S. persons, absent registration or an exemption from such registration requirements. This news release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of securities in any state in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful.

Cautionary Statements

Certain statements contained in this news release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words "intend", "may", "will", "expect", and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Company's current beliefs or assumptions as to the outcome and timing of such future events. In particular, this news release contains forward-looking information relating to the Proposed Transaction. Although the Company and Launchit believe in light of the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Company and Launchit can give no assurance that they will prove to be correct. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risk that the parties will not proceed with the Proposed Transaction, the ultimate terms of the Proposed Transaction and associated transactions differing from those that currently are contemplated, and the Proposed Transaction and associated transactions not being successfully completed for any reason (including the delay or failure to obtain the required regulatory approvals or clearances). The statements in this news release are made as of the date of this release. The Company and Launchit undertake no obligation to comment on analyses, expectations or statements made by third-parties in respect of the Company, Launchit, their securities, or their respective financial or operating results (as applicable).

Investors are cautioned that, except as disclosed in the listing statement to be prepared in connection with the Proposed Transaction, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon.

The TSXV has not in any way passed upon the merits of the Proposed Transaction and has neither approved nor disapproved the contents of this news release. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

Not for distribution to United States newswire services or for dissemination in the United States.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/316564

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