Mr. Gabi Kabazo reports

FORT TECHNOLOGY INC. ANNOUNCES CLOSING OF QUALIFYING TRANSACTION AND ANTICIPATED TRADING DATE

Further to the news releases dated Jan. 3, 2025, Feb. 6, 2025, March 13, 2025, June 11, 2025, June 20, 2025, and July 2, 2025, Impact Acquisitions Corp. has closed its arm's-length share sale transaction pursuant to a definitive agreement dated Feb. 6, 2025, as amended, between the company, Jeffs Brands Ltd., a corporation incorporated under the laws of the State of Israel and listed on Nasdaq under the trading symbol JFBR, and Jeffs Brands' wholly owned subsidiary, Fort Products Ltd.

The transaction

Effective July 4, 2025, as a condition to the completion of the transaction, the company changed its name to Fort Technology Inc. and its trading symbol to FORT.

Pursuant to the terms of the definitive agreement, Jeffs Brands conveyed and transferred to the company all of the issued and outstanding securities of Fort Products in consideration for 100 million common shares in the capital of the company and 66 million contingent rights of the company.

The purchaser contingent rights entitle Jeffs Brands to acquire, without any further act or formality or payment of additional considerations: (i) 22 million common shares, upon the completion of a transaction resulting in the company listing its securities on either the New York Stock Exchange or Nasdaq, or other transaction resulting in the issuance of shares listed on a U.S. exchange to shareholders of the company in exchange for their common shares (in either case, an uplisting transaction) if such uplisting transaction is completed on or before July 7, 2027; (ii) 22 million common shares, upon the company (or a successor entity) raising on or before July 7, 2029, in equity and/or debt financing an aggregate of $8-million (U.S.) or more as of the date of closing of such financing; and (iii) 22 million common shares, upon the company reaching annual revenues of a minimum of $15-million (U.S.) by Dec. 31, 2028, as shown on the audited financial statement for such periods.

Additionally, the company issued five million common shares to certain parties as a finder's fee for the transaction. Further details regarding the transaction can be found in the filing statement of the company dated June 19, 2025, a copy of which is available under the company's profile on SEDAR+.

The parties to the transaction have made their final submission to the TSX Venture Exchange pursuant to exchange Policy 2.4 to seek final exchange acceptance of the transaction.

It is anticipated that the company shares will resume trading on the exchange under the trading symbol FORT on or about July 10, 2025.

Escrowed shares

On completion of the transaction, certain principals (as defined policies of the exchange) of the company holding an aggregate of 102 million common shares and 66 million purchaser contingent rights are subject to escrow in accordance with Policy 5.4 (Capital Structure, Escrow and Resale Restrictions) of the exchange and pursuant to an escrow agreement dated July 7, 2025, between the company, Endeavor Trust Corp., as escrow agent, and such principals. Pursuant to Policy 5.4, 10 per cent of the escrowed shares will be released at the time of the final bulletin of the exchange, and an additional 15 per cent of the escrowed shares will be released on each six-month anniversary thereafter.

Certain current and/or former shareholders of the company are subject to an escrow agreement dated Dec. 21, 2021, with the exchange and Odyssey Trust Company, as escrow agent, in respect of 3.7 million common shares and 580,000 incentive stock options to acquire common shares. Under the terms of the capital pool company escrow agreement, 25 per cent of the escrowed securities will be released at the time of the final exchange bulletin, with an additional 25 per cent released on each six-month anniversary thereafter.

Board of directors and executive management

Following the completion of the transaction, the following individuals will comprise the directors and officers of the company:

• Gabriel Kabazo -- chief executive officer;
• Ronen Zalayet -- chief financial officer and corporate secretary;
• Viki Hakmon -- director;
• Liat Sidi -- director and audit committee member;
• Tamir Fayerman -- director and audit committee chair;
• Ohad David -- director and audit committee member;
• Asaf Itzhaik -- director.

Auditor

The company anticipates appointing Brightman Almagor Zohar & Co., a firm in the Deloitte global network, with its office located at 1 Azrieli Center, Tel Aviv, Israel, 6701101, as the auditor of the company.

Year-end

Following completion of the transaction, the fiscal year-end of the company shall be Dec. 31. In accordance with applicable laws, the company will publish interim financial statements of Fort Products for the six months ended June 30, 2025, within 60 days after the end of the interim period.

About Fort Technology Inc.

Fort Technology operates a business as an established manufacturer and seller specializing in a range of amateur and professional products for the pest control and remedial repair industry. Fort's experience commenced since its establishment in 2005 within the pest control industry, and it prides itself on the technical knowledge received in nearly 20 years.

We seek Safe Harbor.