Mr. John Gildea reports

SHELFIETECH ANNOUNCES CLOSING OF ACQUISITION OF MAJORITY INTEREST IN ASPECT

Shelfie-Tech Ltd. has closed its previously announced acquisition (see press releases dated May 4, 2026, and Oct. 29, 2026) of a majority interest in Aspect Information Systems Ltd. from its sole shareholder. Following closing of the acquisition, Shelfie holds 70 per cent of Aspect's share capital on a fully diluted basis.

The total consideration paid to the Aspect shareholder consisted of $1,582,140 (U.S.), of which $1,232,140 (U.S.) was satisfied by way of a cash payment and the remaining balance of $350,000 (U.S.) was satisfied through the issuance of 269,231 common shares in the capital of Shelfie with an agreed aggregate value of $350,000 (U.S.) ($410,769 (Canadian)), representing a per-share value of $1.30 (U.S.) ($1.78 (Canadian)). The shares are subject to a statutory hold period of four months and one day from the date of issuance such that the hold period expires on March 5, 2027.

In addition to payment of the total shareholder consideration, Shelfie has agreed to provide Aspect with a convertible loan in the amount of $595,000 (U.S.), of which $170,000 (U.S.) was advanced at closing of the acquisition, with the remaining $425,000 (U.S.) to be advanced by Jan. 31, 2027. The loan bears interest at the minimum rate required by applicable Israeli law and matures on the earlier of Jan. 1, 2031, and the date the Aspect shareholder ceases to hold Aspect shares. At maturity, Shelfie may elect repayment or conversion into Aspect shares based on a $3,324,471.30 (U.S.) premoney fully diluted valuation, or agree to an extension with Aspect. In the absence of a maturity notice or an agreed extension, the loan automatically converts.

Aspect and the Aspect shareholder are arm's-length parties to the company.

The acquisition qualifies as a significant acquisition pursuant to Part 8 of National Instrument 51-102 (Continuous Disclosure Obligations).

About Aspect Information Systems Ltd.

Aspect operates in the business intelligence and data analytic space, providing data-driven solutions for the retail sector based on its proprietary artificial intelligence machine learning technology. Aspect has developed capabilities in gathering and analyzing retail data and generating actionable insights. Aspect shares Shelfie's product philosophy and commitment to innovation in the rapidly growing shelf inventory management technological solutions for the retail industry category.

About Shelfie-Tech Ltd.

Shelfie is an AI-driven retail intelligence company transforming data into actionable insights and measurable business results. By combining advanced BI, predictive analytics and AI-powered execution, Shelfie empowers retailers to optimize operations, improve decision making and drive profitability.

We seek Safe Harbor.