Mr. Robert Thast reports

IZOTROPIC ENGAGES INTERNATIONAL COMMUNICATIONS CONSULTANT, GRANTS INCENTIVE STOCK OPTIONS & RSUS TO KEY PERSONNEL, AMENDS PROMISSORY NOTE WITH PRIMARY LENDER

Izotropic Corp. has engaged an international communications consultant, and has granted incentive stock options and restricted share units to directors, advisers and key consultants.

International communications consultant

Izotropic has engaged JG Global Communications, led by James Gagnon, to represent the company as its international communications consultant.

Mr. Gagnon brings over two decades of experience in international finance and investor relations, has raised over $100-million in private capital, and has built an extensive global database of investor contacts, particularly across Asia and Europe. His multilingual capabilities, including fluency in Mandarin Chinese and conversational ability in several other languages, position him well to engage across key global markets. These efforts are aligned with Izotropic's longer-term commercialization strategy, which includes the planned global launch of IzoView, with particular attention to underserved and developing regions, where breast cancer incidence is rising and early detection technologies are in high demand.

In the role of international communications consultant, JG Global Communications will lead pro-active outbound investor communications and global outreach efforts on behalf of Izotropic, with a focus on increasing awareness of Izotropic's technology and value proposition; building relationships with individual investors, brokers, family offices and health-care-focused funds; and identifying new sources of investor interest that impact market investment and financing activities while increasing global recognition of the company's mission and technologies.

As a long-time shareholder of the company, Mr. Gagnon personally holds over one million shares in Izotropic.

JG Global Communications has been engaged for a six-month term at $6,000 per month, and the agreement may be renewed for additional terms at the discretion of the company. Pursuant to the agreement, 200,000 stock options have been issued at an exercise price of 31 cents for a two-year term that vest immediately, as well as 200,000 restricted share units that vest immediately.

Incentive stock options and restricted share units

The company has issued additional stock options and restricted share units to certain directors, officers and consultants in recognition of their continuing contributions and to align their interests with those of the company's shareholders. These equity awards form part of the company's long-term incentive compensation plan and are intended to support retention and continued performance among key team members.

Pursuant to the company's stock option plan, 2.8 million stock options have been granted at an exercise price of 31 cents for a five-year term and vest immediately.

Pursuant to the company's long-term incentive plan, 100,000 restricted share units have been issued and vest immediately.

In total, three million stock options and 300,000 restricted share units have been issued.

Amended promissory note agreement and bonus warrants issuance

Izotropic has entered into an amended loan agreement with 0914474 B.C. Ltd., effective March 31, 2025.

Initial loan summary

The original unsecured loan of $2-million was entered into on April 1, 2022, with a 12-per-cent annual interest rate (1 per cent per month), payable quarterly, and an initial maturity date of March 31, 2023. The loan included 826,613 non-transferable bonus warrants, which expired unexercised on March 31, 2024. By June 30, 2024, the outstanding balance had increased to $2,415,000, accounting for accrued interest and extension fees, net of interest payments already made.

Amended loan details

The company and the lender have agreed to amend the terms of the loan. As of March 31, 2025, the new loan balance stands at $2,675,000, which reflects:

• The $2,415,000 balance as of June 30, 2024;
• Additional accrued interest of $180,000 for the period from July 1, 2024, to March 31, 2025;
• A 5-per-cent extension fee of $100,000 for the current six-month term (July 1 to Dec. 31, 2024).

The loan carries forward in renewable six-month terms until repaid in full. Interest continues to accrue at 12 per cent per annum, payable quarterly. The next maturity date is Sept. 30, 2025.

New bonus warrants

In conjunction with the amended loan terms, the company will issue three million bonus warrants to the lender, exercisable at a deemed price of 31 cents per share. The warrants have a five-year term and are subject to a 9.99-per-cent beneficial ownership cap, meaning the lender cannot exercise warrants beyond this threshold without prior written agreement.

Security agreement

The loan is secured by a general security agreement entered into by the company and the lender in September, 2024, covering the principal, accrued interest and any extension fees.

Change of control clause

In the event of a change in control or material change in the company's board or management, the amended loan, interest and any fees become immediately payable unless otherwise agreed to by the lender.

Regulatory approval

The amended loan agreement and associated securities may be subject to approval by the Canadian Securities Exchange.

We seek Safe Harbor.