Mr. Todd Ziniuk reports

ZEDCOR INC. ADOPTS SHAREHOLDER RIGHTS PLAN

Zedcor Inc.'s board of directors has approved the adoption of a shareholder rights plan pursuant to a shareholder rights plan agreement entered into with Computershare Trust company of Canada, as rights agent, dated April 10, 2026.

The shareholder rights plan is consistent with modern rights plans adopted by other Canadian public companies and has been adopted to ensure, to the extent possible, that all shareholders of the company are treated fairly and equally in connection with any unsolicited offer to acquire the outstanding common shares of the company or other acquisition of control of the company. The shareholder rights plan is not being adopted in response to any specific takeover bid or other proposal to acquire control of the company, and the board is not aware of any such pending or contemplated takeover bid or other proposal.

At the close of business on the effective date, one right has been issued and attached to each common share outstanding at that time. A right will also be attached to each common share issued after the effective date. The issuance of the rights will not change the manner in which shareholders trade their common shares.

Subject to the terms of the shareholder rights plan, the rights will become exercisable only if a person, together with certain related persons, acquires or announces its intention to acquire 20 per cent or more of the outstanding common shares without complying with the permitted bid provisions of the shareholder rights plan. Following a transaction that results in a person becoming an acquiring person in these circumstances, the rights will entitle the holder thereof (other than the acquiring person and certain related persons) to purchase common shares at a significant discount to the market price at that time.

The permitted bid provisions prevent the dilutive effects of the shareholder rights plan from operating if a takeover bid is made to all holders of common shares (other than the bidder) by way of a takeover bid circular that remains open for acceptance for a minimum of 105 days (or such shorter period as is permitted under applicable securities laws in Canada) and that contains certain conditions, including that no common shares will be taken up and paid for unless 50 per cent of the common shares that are held by independent shareholders are tendered to the takeover bid.

The shareholder rights plan has been conditionally approved by the TSX Venture Exchange and is subject to ratification by the shareholders within six months of the effective date. The board intends to recommend the ratification of the shareholder rights plan for approval by its shareholders at the company's next annual general meeting of shareholders to be held on May 21, 2026. If ratified by the shareholders at the meeting, the shareholder rights plan will have an initial term of three years. If the shareholder rights plan is not ratified by the company's shareholders within six months of the effective date, the shareholder rights plan and all rights issued thereunder will terminate and cease to be effective at that time.

A copy of the shareholder rights plan agreement will be made available under the company's profile on SEDAR+ and on the company's website.

About Zedcor Inc.

Zedcor is disrupting the traditional physical security industry through its proprietary MobileyeZ security towers by providing turnkey and customized mobile surveillance and live monitoring solutions to blue-chip customers across North America. The company continues to expand its established platform of MobileyeZ towers in Canada and the United States, with emphasis on industry-leading service levels, data-supported efficiency outcomes and continued innovation. Zedcor services the Canadian market through equipment and service centers currently located in British Columbia, Alberta, Manitoba and Ontario. The company continues to advance its U.S. expansion, which now has the capacity to service markets throughout the Central and Southern U.S. with locations throughout Texas and in Denver, Colo., Phoenix, Ariz., Las Vegas, Nev., Sacramento, Calif., and Jacksonville, Fla.

We seek Safe Harbor.