Mr. Ali Tajskandar reports

WISHPOND ENTERS INTO ASSET PURCHASE AGREEMENT TO SELL VIRAL LOOPS FOR $2.3 MILLION TO STRENGTHEN BALANCE SHEET

Wishpond Technologies Ltd. has entered into an asset purchase agreement dated Feb. 19, 2026, to sell its Viral Loops product and related assets to Emerge Commerce Ltd. for total cash consideration of $2.3-million with $2.1-million to be paid at the closing of the transaction and $200,000 to be paid on the one-year anniversary of the closing. Viral Loops is a referral marketing campaign software platform originally acquired by Wishpond in April, 2022.

The company intends to use the net proceeds from the transaction primarily to reduce indebtedness under its senior credit facility, with the balance to support continuing working capital requirements. Upon closing, Wishpond expects to reduce its outstanding line of credit balance by approximately $1.4-million, representing a significant reduction of its current indebtedness.

Ali Tajskandar, chairman and chief executive officer of Wishpond, commented: "This transaction reflects disciplined capital allocation and our commitment to strengthening Wishpond's balance sheet. While Viral Loops has been a profitable business unit, we believe that reducing debt and reinvesting in our core AI-driven marketing and sales platform will better position the company for long-term growth."

Mr. Tajskandar added: "Following closing, we expect to materially reduce leverage and enhance financial flexibility, allowing us to concentrate on enhancing our core platform and supporting the performance of our existing product suite."

The sale of Viral Loops does not materially impact the company's core artificial-intelligence-enabled marketing and sales platform or its broader strategic initiatives.

The transaction is an arm's-length transaction and no finders' fees are payable in connection with the transaction. Closing of the transaction is subject to certain conditions including receipt of required consent from the company's senior lender, completion of a financing by Emerge, certain third party approvals and, if applicable, the approval of the TSX Venture Exchange.

About Wishpond Technologies Ltd.

Wishpond is a Vancouver-based provider of AI-enabled marketing and sales solutions that help businesses grow more efficiently. The company's vision is to create a fully autonomous AI-enabled platform that streamlines the entire customer acquisition journey, from lead generation and engagement to deal closure, enabling businesses to scale cost-effectively while driving higher conversions. Wishpond offers an all-in-one marketing suite that integrates AI-driven tools such as an AI website builder, AI e-mail automation and SalesCloser AI, a conversational AI-based virtual sales agent that leverages generative AI to conduct personalized sales calls and product demos, increasing efficiency, reducing costs and enhancing customer satisfaction. With a focus on innovation, Wishpond has filed multiple patent applications in conversational AI, reinforcing its leadership in AI-enabled marketing automation. The company serves small-to-medium-sized businesses across various industries, providing a powerful yet cost-effective alternative to fragmented marketing solutions. Wishpond employs a software-as-a-service (SaaS) business model, generating most of its revenue from subscription-based recurring revenue, which ensures strong revenue predictability and cash flow visibility while continuously expanding its AI capabilities. Wishpond is listed on the TSX Venture Exchange under the ticker WISH and on the OTCQX Best Market under the ticker WPNDF.

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