Mr. Sean Homuth reports

DEFSEC TECHNOLOGIES ANNOUNCES CLOSING OF CAD$2.5 MILLION REGISTERED DIRECT OFFERING

Defsec Technologies Inc. has closed its previously announced registered direct offering for the purchase and sale of 673,006 common shares at a purchase price of $3.74 (Canadian) ($2.63 (U.S.)) per common share. In a concurrent private placement, the company issued unregistered warrants to purchase up to 673,006 common shares at an exercise price of $4.39 per share that are immediately exercisable upon issuance and will expire five years following the date of issuance.

H.C. Wainwright & Co. acted as the exclusive placement agent for the offering.

The gross proceeds to the company from the offering were approximately $2.5-million before deducting placement agent fees and other offering expenses payable by the company. The company intends to use the net proceeds from the offering for working capital and general corporate purposes.

In connection with the offering, the company paid a cash fee to the placement agent in an amount of $188,778 and issued to the placement agent or its designees 50,475 common share purchase warrants entitling the holder to acquire one common share of the company for a period of five years from the commencement of sales of the offering at an exercise price of $4.675 per common share.

The common shares (but not the unregistered warrants and the common shares underlying the unregistered warrants) described above were offered by the company pursuant to a shelf registration statement on Form F-3 (file No. 333-277196) that was filed with the Securities and Exchange Commission on Feb. 20, 2024, and declared effective by the SEC on March 4, 2024. The offering of the common shares was made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the registered direct offering were filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained on the SEC's website or by contacting H.C. Wainwright & Co. at 430 Park Ave., third floor, New York, N.Y., 10022, by phone at 212-856-5711 or by e-mail at placements@hcwco.com.

The unregistered warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended, and/or Regulation D promulgated thereunder and, along with the common shares underlying such unregistered warrants, have not been registered under the securities act, or applicable state securities laws. Accordingly, the unregistered warrants and underlying common shares may not be offered or sold in the United States, or to or for the account or benefit of U.S. persons (as defined in Regulation S under the securities act) except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the securities act and all applicable state securities laws.

About Defsec Technologies Inc.

Defsec develops and commercializes breakthrough next-generation tactical systems for military and security forces. The company's current portfolio of offerings includes digitization of tactical forces for real-time shared situational awareness and targeting information from any source (including drones) streamed directly to users' smart devices and weapons. Other Defsec products include countermeasures against threats such as electronic detection, lasers and drones. These systems can operate stand-alone or integrate seamlessly with original equipment manufacturer products and battlefield management systems, and all come integrated with Tak. The company also has the established Arwen less lethal munitions platform and a new proprietary less lethal product line branded Para Shot with applications across all segments of the less lethal market, including law enforcement. The company is headquartered in Ottawa, Canada.

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