Mr. Abhinav Singhvi reports

VOLATUS AEROSPACE INC. COMPLETES SHARES-FOR-DEBT SETTLEMENT OF UNSECURED CONVERTIBLE DEBENTURES

Further to the press release dated April 11, 2025, Volatus Aerospace Inc. has completed its previously announced shares-for-debt transaction and has issued a total of 20,174,280 common voting shares in the capital of the company and 17.64 million common share purchase warrants, settling an aggregate debt of $3,026,142 owing to holders of unsecured convertible debentures of the company issued pursuant to a debenture indenture dated May 11, 2023, between the company and TSX Trust Company. To give effect to the shares-for-debt transaction, the company and TSX Trust Company, as trustee, entered into a third supplemental indenture to the debenture indenture governing the debentures.

The common shares were issued at a deemed price of 15 cents per common share. Each warrant is exercisable into one common share at an exercise price of 20 cents per common share for a period of three years from the date of issuance, subject to acceleration if, at any time following the date that is four months and one day following the date of issuance, the daily volume-weighted average trading price of the common shares on the TSX Venture Exchange is greater than 35 cents per share for the preceding 10 consecutive trading days on the TSX-V. The warrants are governed by the terms of a warrant indenture between the company and TSX Trust Company as warrant agent.

The common shares and warrants issued pursuant to the shares-for-debt transaction are subject to a hold period of four months and one day following the date of issuance in accordance with applicable securities laws and TSX-V policies. The shares-for-debt transaction is subject to final approval of the TSX-V.

About Volatus Aerospace Inc.

Volatus Aerospace is a leader in innovative global aerial solutions for intelligence and cargo. With a strong foundation of over 100 years of combined institutional knowledge in aviation, Volatus provides comprehensive solutions using both piloted and remotely piloted aircraft systems. It serves industries such as oil and gas, utilities, health care, and public safety. Its mission is to enhance operational efficiency, safety and sustainability through cutting-edge, real-world solutions.

We seek Safe Harbor.