Mr. Anoosh Manzoori reports

SPARC AI INC. ANNOUNCES CLOSING OF FINAL TRANCHE OF BROKERED LIFE FINANCING FOR $1.12 MILLION

Sparc AI Inc. has completed the second and final tranche of its previously announced brokered private placement for gross proceeds of $1,122,199.75, consisting of the issuance of 264,047 units of the company at a price of $4.25 per unit, to existing supporting shareholders. The offering was conducted on a commercially reasonable best efforts basis by A.G.P. Canada Investments ULC, acting as sole agent and sole bookrunner for the offering and A.G.P./Alliance Global Partners acting as sole United States placement agent for the offering.

Each unit in the offering consisted of one common share of the company and one share purchase warrant. Each warrant entitles the holder to acquire one additional share at a price of $5.25 for a period of 60 months from the closing date of the offering.

Anoosh Manzoori, chief executive officer of the company, stated: "Completion of this offering speaks to the strong demand and growing confidence in our team, assets and future vision for this company. We are very pleased to welcome a new institutional investor and would also like to thank our existing shareholders for their continued support. With a well-funded treasury, the company is positioned to execute on its current business objectives."

The units were offered by way of the listed issuer financing exemption under Part 5A of National Instrument 45-106 -- Prospectus Exemptions, as amended by Coordinated Blanket Order 45-935 -- Exemptions from Certain Conditions of the Listed Issuer Financing Exemption, in all the provinces of Canada except Quebec (the Canadian selling jurisdictions). Pursuant to NI 45-106 and the order, the securities issued to purchasers resident in the Canadian selling jurisdictions under the offering, including the shares and the warrants underlying the units, and, upon exercise of the warrants, the warrant shares, are not subject to a hold period under applicable Canadian securities laws. The company relied on the exemptions in Part 5A of NI 45-106 and the order, and was qualified to distribute securities in reliance on the exemptions included therein.

The company intends to use the net proceeds raised from the offering for (a) further development of the Overwatch platform (including new features and defence-specific capability), (b) customization of the Overwatch platform for specific geographic markets, (c) product marketing, trade shows and demonstrations, and (d) working capital and general corporate purposes.

About Sparc AI Inc.

Sparc AI is a defence technology company solving one of the most critical challenges in modern autonomous systems: accurate navigation and targeting when GPS is unavailable. The company's artificial-intelligence-powered platform transforms the low-cost inertial sensors already inside commercial drones into precision instruments without additional hardware, external signals or complex integration. Sparc AI's software-only approach enables GPS-denied capability at the scale and cost required for modern drone operations.

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