Mr. Chris Beck reports

CALDWELL ANNOUNCES TSX APPROVAL OF NORMAL COURSE ISSUER BID

The Toronto Stock Exchange has accepted The Caldwell Partners International Inc.'s notice to make a normal course issuer bid to purchase for cancellation up to 2,370,191 common shares in the capital of the company in total, being 10 per cent of the public float of 23,701,905 common shares as at Jan. 15, 2025, to be transacted through the facilities of the TSX or through a Canadian alternative trading system, at prevailing market prices or as otherwise permitted. The actual number of common shares that may be purchased pursuant to the bid will be determined by management and the investment committee of the board of directors of the company. The bid will commence on Jan. 29, 2025, and will terminate on Jan. 28, 2026, or such earlier time as the bid is completed or terminated at the option of Caldwell.

Purchases pursuant to the bid will be made by Beacon Securities Ltd. on behalf of the company. Decisions regarding the timing of purchases under the bid will be determined by management based on market conditions, share price and other factors. Management may elect to suspend or discontinue the bid at any time. Any purchases pursuant to the bid will be financed from the working capital of Caldwell.

In accordance with the rules of the TSX governing normal course issuer bids, the total number of common shares the company is permitted to purchase is subject to a daily purchase limit of 2,300 common shares, representing 25 per cent of the average daily trading volume of common shares on the TSX calculated for the six-month period ended Dec. 31, 2024, being approximately 9,201 common shares. However, the company may make one block purchase per calendar week that exceeds the daily repurchase restriction. The price that Caldwell will pay for any common shares under the bid will be the prevailing market price on the TSX at the time of such purchase. Outside of predetermined blackout periods, common shares may be purchased under the bid based on management's discretion, in compliance with TSX rules and applicable securities laws.

The board of directors of Caldwell believes that the underlying value of the company may not be accurately reflected at times in the market price of the common shares. Accordingly, the purpose of the bid is to enhance long-term shareholder value through the purchase and cancellation of common shares at a discount to the underlying value of the company. Furthermore, the purchases by Caldwell will help mitigate the dilutive effects of any future potential issuances of additional common shares.

A copy of the Form 12 (notice of intention to make a normal course issuer bid) filed with the TSX in connection with the bid can be obtained from the company upon request without charge.

As of the close of business on Jan. 15, 2025 (being three business days immediately preceding Caldwell's aforementioned notice to the TSX regarding the bid), the company had 29,558,932 Common hares issued and outstanding.

Automatic securities purchase plan

In connection with the NCIB, the company has entered into an automatic securities purchase plan (ASPP) with a designated broker. The ASPP is intended to allow for the purchase of common shares under the NCIB when the company would ordinarily not be permitted to purchase common shares due to regulatory restrictions and customary self-imposed blackout periods.

Pursuant to the ASPP, the company has provided instructions to the designated broker to make purchases under the NCIB in accordance with the terms of the ASPP, which may not be varied or suspended during the term of the ASPP unless done so in accordance with the ASPP. Such purchases will be determined by the designated broker at its sole discretion based on purchasing parameters set by the company in accordance with the rules of the TSX, applicable securities laws and the terms of the ASPP. Common shares will be purchased through the facilities of the TSX or through a Canadian alternative trading system.

Outside of predetermined blackout periods, common shares may be purchased under the NCIB based on management's discretion, in compliance with TSX rules and applicable securities laws. All purchases made under the ASPP will be included in computing the number of common shares purchased under the NCIB. Decisions regarding the timing of purchases under the NCIB will be determined by management of the company based on market conditions, common share price and other factors. Management may elect to not purchase any common shares under the NCIB, or may elect to suspend or discontinue the NCIB at any time.

About The Caldwell Partners International Inc.

Caldwell Partners is a technology-powered talent acquisition firm specializing in recruitment at all levels. Through two distinct brands -- Caldwell and IQTalent -- the firm leverages the latest innovations in artificial intelligence to offer an integrated spectrum of services delivered by teams with deep knowledge in their respective areas. Services include candidate research and sourcing through to full recruitment at the professional, executive and board levels, as well as a suite of talent strategy and assessment tools that can help clients hire the right people, then manage and inspire them to achieve maximum business results.

Caldwell Partners' common shares are listed on the TSX and trade on the OTCQX.

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