SEDAR Interim Financial Statements

Novra Technologies Inc. Page 1 CONSOLIDATED FINANCIAL STATEMENTS Nine Months ended September 30, 2025 and 2024 (Expressed in Canadian Dollars) [Notice: These interim condensed consolidated financial statements have not been audited or reviewed by Novra’s independent auditor.] Novra Technologies Inc. Page 2 Table of Contents Condensed Consolidated Statements of Financial Position ................................................. ………………..3 Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) .. ………………..4 Condensed Consolidated Statements of Changes in Shareholders’ Equity ......................... ………………..5 Condensed Consolidated Statements of Cash Flows .......................................................... ………………..6 Notes to Consolidated Financial Statements: Note 1 - General Information ........................................................................................................... 7 Note 2 - Basis of Preparation and Presentation .............................................................................. 7 Note 3 - Current Assets.................................................................................................................... 8 Note 4 - Right-of-use Assets ............................................................................................................ 8 Note 5 - Related Party Transactions ................................................................................................ 8 Note 6 - Borrowings ....................................................................................................................... 10 Note 7 - Shareholders’ Equity ........................................................................................................ 11 Note 8 - Depreciation and Amortization ......................................................................................... 11 Note 9 - Finance Income and Finance Costs ................................................................................ 12 Note 10 - Revenues………………………………………………………………………… .................. 12 Note 11 - Commitments and Contingent Liabilities ........................................................................ 13 Note 12 - Convertible Loan Agreement ......................................................................................... 13 Novra Technologies Inc. Page 3 NOTES September 30, 2025 December 31, 2024 ASSETS Current Assets Cash 3(a) 1,531,857 1,079,684 Trade and other receivables 3(b) 880,031 414,348 Sub-lease receivable - current portion 5,139 47,627 Inventories 897,554 991,796 Prepayments and other 32,155 5,376 Total Current Assets 3,346,736 2,538,831 Non-Current Assets Equipment 87,212 142,590 Right-of-use assets 4 984,183 1,124,108 Intangible assets 1,719,240 1,627,517 Total Non-Current Assets 2,790,635 2,894,215 TOTAL ASSETS 6,137,371 $ 5,433,046 $ LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Trade and other payables 787,697 $ 1,646,509 Borrowings 6 171,495 263,530 Lease liabilities 11(a) 350,005 313,090 Customer deposits 390,953 94,912 Deferred revenue - current portion 1,073,809 888,424 Advances from related parties 5(c) 1,832,529 1,682,098 Total Current Liabilities 4,606,488 4,888,563 Non-Current Liabilities Borrowings 6 2,207,023 2,284,679 Lease liabilities 11(a) 925,935 1,162,049 Deferred revenue 221,878 249,230 Promissory notes from related party 5(d) 1,393,480 1,343,464 Total Non-Current Liabilities 4,748,316 5,039,422 TOTAL LIABILITIE --- S 9,354,804 9,927,985 Equity Share capital 7 8,053,749 7,372,749 Contributed surplus 500,576 500,576 Accumulated other comprehensive gain (loss) (96,630) (184,304) Accumulated deficit (11,455,009) (12,019,550) TOTAL EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF NOVRA (2,997,314) (4,330,529) Non-Controlling Interests (220,119) (164,410) TOTAL EQUITY (3,217,433) (4,494,939) TOTAL LIABILITIES AND EQUITY 6,137,371 $ 5,433,046 $ The accompanying notes are an integral part of these Consolidated Financial Statements NOVRA TECHNOLOGIES INC. CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Canadian dollars) Novra Technologies Inc. Page 4 NOTES 2025 2024 2025 2024 REVENUE 10 1,211,547 $ 702,551 $ 3,969,317 $ 2,487,929 $ COST OF REVENUE 438,638 292,066 1,891,942 1,243,925 GROSS PROFIT 772,909 410,485 2,077,375 1,244,004 OPERATING EXPENSES General and administrative 278,284 200,453 728,814 911,967 Sales and marketing 165,447 171,014 535,500 666,534 Research and development 455,896 350,474 856,058 1,124,691 Total operating expenses 899,627 721,941 2,120,372 2,703,192 OPERATING INCOME (LOSS) (126,718) (311,456) (42,997) (1,459,188) Other Income (Expenses) Foreign exchange gain (loss) 27,248 (7,725) 12,206 19,034 Finance income 9(a) (5,137) 49 658,658 173 Finance costs 9(b) (39,542) (41,873) (119,036) (132,881) INCOME (LOSS) BEFORE INCOME TAXES (144,148) (361,005) 508,832 (1,572,862) Income tax recovery (expense) - - - - NET INCOME (LOSS) (144,148) $ (361,005) $ 508,832 $ (1,572,862) $ OTHER COMPREHENSIVE INCOME, NET OF TAXES Foreign Currency Translation Adjustments on Wegener Consolidation (33,717) 34,833 87,674 (31,729) Total other comprehensive income, net of taxes (33,717) 34,833 87,674 (31,729) COMPREHENSIVE INCOME (LOSS) (177,865) $ (326,172) $ 596,506 $ (1,604,591) $ EARNINGS (LOSS) PER SHARE: Basic (0.0025) $ (0.0079) $ 0.0169 $ (0.0373) $ Diluted (0.0025) $ (0.0079) $ 0.0169 $ 0.0373 $ Weighted average number of shares outstanding - basic 33,420,293 33,420,293 33,420,293 33,420,293 Weighted average number of shares outstanding - diluted 33,420,293 33,420,293 33,420,293 33,420,293 NET INCOME (LOSS) ATTRIBUTABLE TO : Shareholders of Novra (83,068) $ (263,351) $ 564,541 $ (1,248,172) $ Non-controlling interest (61,080) (97,654) (55,709) (324,690) (144,148) $ (361,005) $ 508,832 (1,572,862) COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO: Shareholders of Novra (116,786) $ (228,518) $ 652,214 $ (1,279,901) $ Non-controlling interest (61,080) (97,654) (55,709) (324,690) (177,865) $ (326,172) $ 596,506 $ (1,604,591) $ The accompanying notes are an integral part of these Consolidated Financial Statements Quarter ended September 30, Nine months ended September 30, NOVRA TECHNOLOGIES INC. CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)(UNAUDITED) (Canadian dollars, except share data) Novra Technologies Inc. Page 5 NOTES Number of Common Shares Common Shares Contributed Surplus Accumulated Other Comprehensive Loss Accumulated Deficit Non- Controlling Interest Total Shareholders' Equity At January 1, 2025 Total 35,420,293 7,632,749 $ 500,576 $ (184,304) $ (12,019,550) $ (164,410) $ (4,234,939) $ Less: common shares held by subsidiary (2,000,000) (260,000) $ (260,000) 33,420,293 7,372,749 500,576 (184,304) (12,019,550) (164,410) (4,494,939) Net income (loss) - - - - 564,541 (55,709) 508,832 Change in foreign currency translation - - - 87,674 - - 87,674 Shares paid for in advance 7(a) - 681,000 - - - - 681,000 Share based compensation - - - - - - --- - Options Exercised - - - - - - - Cancellation of common shares - - - - - - - At September 30, 2025 33,420,293 8,053,749 $ 500,576 $ (96,630) $ (11,455,009) $ (220,119) $ (3,217,433) $ NOTES Number of Common Shares Common Shares Contributed Surplus Accumulated Other Comprehensive Loss Accumulated Deficit Non- Controlling Interest Total Shareholders' Equity At January 1, 2024 Total 35,420,293 7,632,749 $ 500,576 $ 13,900 $ (10,713,049) $ 208,828 $ (2,356,996) $ Less: common shares held by subsidiary (2,000,000) (260,000) $ (260,000) 33,420,293 7,372,749 500,576 13,900 (10,713,049) 208,828 (2,616,996) Net income (loss) - - - - (1,248,172) (324,690) (1,572,862) Change in foreign currency translation - - - (31,729) - - (31,729) Share based compensation - - - - - - - Options Exercised - - - - - - - Cancellation of common shares - - - - - - - At September 30, 2024 33,420,293 7,372,749 $ 500,576 $ (17,829) $ (11,961,221) $ (115,862) $ (4,221,587) $ NOVRA TECHNOLOGIES INC. CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Canadian dollars, except share data) The accompanying notes are an integral part of these Consolidated Financial Statements Novra Technologies Inc. Page 6 NOTES 2025 2024 2025 2024 OPERATING ACTIVITIES Net income (loss) (144,148) $ (361,005) $ 508,832 $ (1,572,862) $ Add items not affecting cash: Depreciation and amortization 8 194,322 119,372 584,867 533,714 Interest expense 9(b) 39,542 41,873 119,036 132,881 Changes in non-cash working capital items Trade and other receivables 272,817 (136,931) (452,868) 190,885 Provision for trade and other receivables 31,407 (102,323) (12,815) (118,354) Sub-lease receivable 15,416 14,644 42,488 44,583 Inventories 51,524 (52,920) (168,388) (32,933) Provision for inventories 10,698 - 262,630 - Other assets 36,650 30,784 (26,779) 2,685 Trade and other payables and accrued liabilities (44,833) (16,495) (181,561) (24,979) Customer deposits 259,878 (70,865) 296,041 93,242 Deferred revenue (46,164) 27,765 158,033 228,371 Advances Related Party 49,250 (92,439) 150,431 6,061 Changes in promissory notes 17,529 16,693 50,016 54,754 Net cash provided by (applied to) operating activities 743,887 (581,847) 1,329,962 (461,952) INVESTING ACTIVITIES Intangible assets (138,205) (93,829) (453,763) (482,331) Net cash provided by (applied to) investing activities (138,205) (93,829) (453,763) (482,331) FINANCING ACTIVITIES Repayments on bank borrowings 6(a) - - (25,000) - Proceeds from Bank borrowings 6(a) - - 25,000 - Payments on lease liabilities 11(a) (105,031) (93,501) (307,422) (265,439) Payments on disaster assistance funding 6(d) (3,021) (5,882) (9,203) (51,841) Payment on revolving line of credit with the Chymiak Trust 11(b) (83,928) - (83,928) - Forgiveness of accounts payable 9(a) - - (677,251) - Proceeds of SNAPS loan 12 - - 681,000 - Net cash provided by (applied to) financing activities (191,980) (112,253) (396,804) (355,890) Effect of exchange rates on cash and cash equivalents (10,750) 81,350 (27,223) (46,669) Net increase (decrease) in cash 402,953 (706,579) 452,173 (1,346,842) Cash, beginning of period 1,128,904 1,808,173 1,079,684 2,448,436 CASH, end of period 1,531,857 $ 1,101,594 $ 1,531,857 $ 1,101,594 $ The accompanying notes are an intergral part of these Consolidated Financial Statements Nine Months Ended Sep 30, Quarter Ended Sep 30, NOVRA TECHNOLOGIES INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Canadian dollars) NOVRA TECHNOLOGIES INC. NOTES TO THE UNAUDITED CONDENSED CONSOLI --- DATED FINANCIAL STATEMENTS Nine Months ended September 30, 2025 and 2024 (Tabular amounts are in 000’s, except share data) Novra Technologies Inc. Page 7 1. General Information Novra Technologies Inc. (“Novra”) is incorporated under the Canada Business Corporations Act and its corporate office and principal place of business is 210-100 Innovation Drive, Winnipeg, Manitoba, Canada R3T 6G2. Novra is a publicly traded company on the TSX Venture Exchange (“TSX-V”) under the symbol NVI. Novra is also listed in the United States on the OTCQB Venture Exchange, under the symbol NVRVF. Novra has been in the satellite data distribution business since 2000. During 2016, Novra significantly expanded its product portfolio and global footprint with the acquisition of International Datacasting Corporation and its wholly- owned U.S. subsidiary (collectively referred as “IDC”), a long-time leader in the same sector. On December 29, 2017, Novra acquired a 51.6% controlling interest of Wegener Corporation (“Wegener”) to further expand its footprint in digital media management and distribution technologies for applications including digital signage, radio and television. With its subsidiaries, Novra offers a comprehensive product portfolio including hardware, software, and services. In addition to its core video, radio, and data products, areas of expertise and added value include: encryption, next- generation hybrid networks (satellite/terrestrial/cloud), and efficient bandwidth utilization. In these Consolidated Financial Statements, “Novra”, “Company”, “we”, “us”, or “our” refers to Novra Technologies Inc. and its subsidiaries. The Board of Directors authorized the Condensed Consolidated Financial Statements for issue on December 1, 2025. These unaudited interim financial statements should be read in conjunction with Novra’s annual audited Consolidated Financial Statements for the year ended December 31, 2024. 2. Basis of Preparation and Presentation We have prepared these unaudited interim Condensed Consolidated Financial Statements in accordance with International Financial Reporting Standards (“IFRS”) applicable to the preparation of interim financial statements, including International Accounting Standard (“IAS”) 34, Interim Financial Reporting. Accordingly, they do not include all of the information and footnotes normally required in annual financial statements prepared under IFRS. In the opinion of management, these unaudited interim Condensed Consolidated Financial Statements reflect all adjustments considered necessary for a fair presentation of Novra’s financial position and results of operations for the periods presented. The results of operations for any interim period are not necessarily indicative of the results for a full year. For areas involving a higher degree of management judgment or complexity, refer to Note 3 of the audited Consolidated Financial Statements for the year ended December 31, 2024. The Condensed Consolidated Statement of Financial Position at September 30, 2025 and the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss), of Changes in Equity and of Cash Flows for the periods ended September 30, 2025 and 2024 have not been audited or reviewed by Novra’s auditors. The Condensed Consolidated Statement of Financial Position at December 31, 2024 is derived from Novra’s audited Consolidated Financial statements. The tabular disclosures herein are presented in thousands, except for share data. Funct --- ional and Presentation Currency These consolidated statements are presented in Canadian dollars, which is the Company’s functional currency. NOVRA TECHNOLOGIES INC. NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Nine Months ended September 30, 2025 and 2024 (Tabular amounts are in 000’s, except share data) Novra Technologies Inc. Page 8 3. Current Assets Details of selected asset balances are as follows: a) Cash and cash equivalents The Company’s cash and cash equivalents are comprised of bank balances at financial institutions. b) Accounts receivable The Company’s accounts receivable is comprised of the following: As at September 30, 2025, two customers accounted for 68% of total receivables from contracts with customers. 4. Right-of-use Assets The following table presents right-of-use assets for the Company: 5. Related Party Transactions The following is a summary of Novra's related party transactions: a) Key management personnel compensation Key management personnel are those persons having the authority and responsibility for planning, directing, and controlling activities of Novra. The key management personnel of Novra is the executive management team and the Board of Directors, who collectively control approximately 25% (CEO has direct and indirect ownership of 16%) of the total outstanding and issued common shares of Novra at September 30, 2025. Trade accounts receivable $ 795 $ 781 Less: allowance for doubtful accounts 85 98 Total trade and other receivables $ 880 $ 683 September 30, 2025 September 30, 2024 2025 2024 Balance, January 1 1,124 $ 1,317 $ Additions 60 - Depreciation (184) (162) Effects on movement in exchange rates (16) 4 Balance, September 30 984 $ 1,159 $ NOVRA TECHNOLOGIES INC. NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Nine Months ended September 30, 2025 and 2024 (Tabular amounts are in 000’s, except share data) Novra Technologies Inc. Page 9 The following table discloses the compensation for the key management personnel for the related periods. b) Transactions with other related parties (1) Novra’s CEO has a controlling interest in IMT. These transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties. c) The breakdown of advances from related parties by party was as follows: At September 30, 2025, $1.26 million (September 30, 2024: $1.1 million) was due to Novra’s CEO in regards to unpaid salaries and expense reimbursements for current and prior years in which he voluntarily chose to not collect payment in the interest of preserving liquidity in the company. This amount is net of the receivable balance of $7 thousand (September 30, 2024: $10 thousand). The receivable is made up of miscellaneous expense reimbursements. The payable amount bears no interest and has no repayment term. At September 30, 2025, $502 thousand (September 30, 2024: $502 thousand) was due to IMT relating to amounts invoiced but not paid for current and prior years. This amount is net of the receivable balance of $14 thousand (September 30, 2024: $14 thousand). The receivable is made up of miscellaneous expense reimbursements. The payable amount bears no interest and has no repayment term. d) The movement of unsecured promissory notes due to IMT was as follows: 2025 2024 2025 2024 Salaries and employee benefits 119 $ 119 $ 357 $ 357 $ Directors' fees 3 3 9 9 Total 122 $ 122 $ 36 --- 6 $ 366 $ Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024 Interest on unsecured promissory notes InfoMagnetics Technologies Inc.("IMT") (1) 18 $ 17 $ 50 $ 55 $ 18 $ 17 $ 50 $ 55 $ Three Months Ended September Nine Months Ended September September 30, 2025 December 31, 2024 Key management and directors (see part (a)) 1,331 $ 1,180 $ IMT 502 502 1,833 $ 1,682 $ 2025 2024 At January 1 1,343 $ 1,272 $ Loans released (1,376) (1,310) Loans received 1,376 1,310 Interest charged 50 55 At September 30 1,393 $ 1,327 $ NOVRA TECHNOLOGIES INC. NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Nine Months ended September 30, 2025 and 2024 (Tabular amounts are in 000’s, except share data) Novra Technologies Inc. Page 10 The principal amount of the unsecured promissory note and any accrued but unpaid interest shall be due and payable on January 1, 2027. The following table shows the presentation of the above total IMT loans on Novra’s Consolidated Statements of Financial Position at September 30: 6. Borrowings The following is a breakdown of our total borrowings with third parties at: a) Bank borrowings The Royal Bank of Canada Credit Facility (“RBC Credit Facilities”) includes a revolving demand facility up to $845 thousand and corporate Visa credit cards available for use up to a maximum limit of $60 thousand. A draw of $25 thousand was made on the demand facility in the quarter ended March 31, 2025. No amounts remain outstanding at September 30, 2025 (2024: $nil). b) Revolving line of credit with the Chymiak Trust There was a repayment of $84 thousand (USD$60 thousand) on the revolving line of credit with the Chymiak Trust during the current quarter (2024: $nil). The remaining fluctuation is due to foreign exchange translation. c) WEDC repayable contribution During the current period, we did not receive any additional funds from WEDC. Repayment was scheduled for 60 consecutive monthly installments which commenced on April 1, 2019. Repayment obligations were paused from April to December 2020 due to the COVID-19 pandemic. Repayments recommenced on January 1, 2021. The contributions were subject to interest at the average bank rate plus 3% if any payments are late. At September 30, 2025, the remaining principal balance was $nil (2024: 12 thousand). 2025 2024 Current portion - $ - $ Non-current portion 1,393 1,327 Total 1,393 $ 1,327 $ September 30, 2025 September 30, 2024 Revolving line of credit with the Chymiak Trust 2,168 $ 2,183 $ WEDC repayable contribution - 12 Government disaster assistance funding 211 207 Total borrowings 2,379 2,402 Less: current portion (172) (178) Total borrowings - non-current 2,207 $ 2,224 $ NOVRA TECHNOLOGIES INC. NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Nine Months ended September 30, 2025 and 2024 (Tabular amounts are in 000’s, except share data) Novra Technologies Inc. Page 11 d) Disaster assistance funding Novra received funding from the Government of Canada through the Canada Emergency Business Account (CEBA) in the amount of $40 thousand. The loan was interest free and administered through RBC. Repayment on or before January 18, 2024 was to result in forgiveness of 25% (up to $10 thousand). This loan was repaid on January 8, 2024 and $10 thousand subsequently forgiven. In August 2020, Wegener received financing in the amount of $190,980 (USD$150,000) through the U.S. Small Business Administration, Office of Disaster Assistance. Funds w --- ere advanced with the following terms: interest of 3.75%, installment payments of US$731/month begin after 12 months and the balance of principal and interest payable 30 years from the funding date. In March 2022, SBA deferred repayments to begin 30 months from the funding date. Interest continues to accrue on the balance of the loan outstanding. Wegener began making repayments in November 2022. Included in borrowings is an accrued interest payable of $2 thousand (2024: $5 thousand). 7. Shareholders’ Equity a) Common Stock The following table provides a summary of authorized as well as issued and outstanding capital for Novra at: During the first nine months of 2025, there were no changes to common shares issued. During the 2nd quarter, $681,000 was received for shares paid for in advance relating to the agreement described in Note 12. b) Stock Options As of September 30, 2025, all stock options have expired. 8. Depreciation and Amortization The following table presents the total depreciation and amortization expense by function. 2025 2024 Authorized: Unlimited Class "A" Common voting shares Unlimited Class "B" Common non-voting shares Unlimited Class "C" Preferred shares, redeemable and retractable at $1,000 Issued: Class "A" common voting shares 8,054 $ 7,373 $ 33,420,293 (September 30, 2024: 33,420,293) 2025 2024 2025 2024 Cost of revenue 29 $ 13 $ 93 $ 76 $ Selling and marketing 7 7 21 20 Research and development 135 84 410 391 General and administrative 23 15 60 47 194 $ 119 $ 585 $ 534 $ Three months ended September 30, Nine months ended September 30, NOVRA TECHNOLOGIES INC. NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Nine Months ended September 30, 2025 and 2024 (Tabular amounts are in 000’s, except share data) Novra Technologies Inc. Page 12 9. Finance Income and Finance Costs a) Finance Income The Company recorded finance income of $676 thousand due to the forgiveness of accounts payable for the nine months ended September 30, 2025 (2024: $nil). The change in the current quarter is related to foreign exchange translation on the amount above. b) Finance Costs The following table provides a breakdown of total finance costs during the related periods. 10. Revenues The following table provides a breakdown of our revenues by category and geographic market at September 30: (1) The geographic region of the Americas includes North America, Central America and South America. (2) EMEA consists of Europe, the Middle East and Africa. (3) APAC consists of East Asia, South Asia, Southeast Asia and Oceania. The timing of revenue recognition may differ from the timing of invoicing to customers. The following table provides a breakdown of revenue timing: 2025 2024 2025 2024 Interest expense: - Unsecured promissory notes (see Note 5(d)) 17 $ 17 $ 50 $ 55 $ - Lease Commitments (see Note 11(a)) 21 23 64 72 - Other interest and finance costs 2 2 5 6 40 $ 42 $ 119 $ 133 $ Three Months Ended September 30, Nine Months Ended September 30, Major Products/Service Lines 2025 2024 2025 2024 Hardware and Software 712 $ 237 $ 2,560 $ 959 $ Services, Support and Extended Warranty 472 440 1,332 1,439 Other 27 25 77 90 1,211 $ 702 $ 3,969 $ 2,488 $ Three Months Ended September 30, Nine Months Ended September 30, Geographic Market 2025 2024 2025 2024 Americas (excluding Canada) (1) 855 $ 514 $ 2,080 $ 1,851 $ Canada 77 83 288 241 EMEA (2) 226 40 1,501 266 APAC (3) 53 65 100 130 1,211 $ 702 $ 3,969 $ 2,488 $ Three Months Ended September 30, --- Nine Months Ended September 30, Timing of Revenue Recognition 2025 2024 2025 2024 Products transferred at a point in time 739 $ 263 $ 2,637 $ 1,049 $ Products and services transferred over time 472 439 1,332 1,439 1,211 $ 702 $ 3,969 $ 2,488 $ Three Months Ended September 30, Nine Months Ended September 30, NOVRA TECHNOLOGIES INC. NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Nine Months ended September 30, 2025 and 2024 (Tabular amounts are in 000’s, except share data) Novra Technologies Inc. Page 13 11. Commitments and Contingent Liabilities a) Leases The Company leases office and production space for the head office and subsidiaries. We had no significant operating leases for equipment. Changes in the right-of-use asset are summarized in Note 4 of these Interim Consolidated Financial Statements. The following table is a summary of the changes in the lease liability during the period: The following table presents the contractual undiscounted cash flows for lease obligations as at September 30: b) Purchase Commitments In the normal course of business, we may enter purchase commitments, including inventory and third-party software license embedded in our products, to achieve economy of scale. At September 30, 2025 and 2024, we had no purchase commitments which are due within one year. 12. Convertible Loan Agreement On September 10, 2024, Novra entered into a binding non-brokered Convertible Loan Agreement in the aggregate of $12.3 million with SNAPS Holding Company (“SNAPS” or “Lender”), a US-based private investment group. Under this Convertible Loan agreement, SNAPS agreed to loan Novra $12.3 million for a term of up to two years at a fixed interest rate of 1.0% per annum. Under the terms of the agreement, the Lender may elect, at its sole discretion, to convert the outstanding principal balance of the Loan, at any time during the term, to Novra common shares at a rate of $0.34 per share. At the end of the term, should the Lender not convert, Novra has the right to force the conversion of the outstanding Loan principal to shares at the same fixed rate, or to repay the loan. As part of the agreement, no additional shares of Novra may be issued before February 16, 2026 without the approval of the Lender. SNAPS is an arms-length third party. There is no finders fee associated with this transaction. 2025 2024 Balance, January 1 1,475 $ 1,718 $ Interest 64 72 Effects on movement in exchange rates (15) 3 Additions 59 - Lease payments (307) (265) Balance September 30 1,276 1,527 Less: current portion (350) (299) Lease liabilities non-current, September 30 926 $ 1,228 $ 2025 2024 Less than one year (417) $ (381) $ One to five years (1,008) (1,347) More than five years - (23) Total undiscounted lease obligations (1,425) $ (1,751) $ NOVRA TECHNOLOGIES INC. NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Nine Months ended September 30, 2025 and 2024 (Tabular amounts are in 000’s, except share data) Novra Technologies Inc. Page 14 The funds are intended to be used to pay most of Novra's liabilities, for working capital as Novra continues to invest in R&D, to continue enhancing our current product lines, and for expansion into new markets with new innovating products and services. If fully converted, this would result in the issuance of 36,053,000 common shares of Novra at $0.34. This proposed private placement is subject to the approval of TSX Venture Exchange and may also require approval by Novra's share --- holders. The Company has received the first payment of $681,000 in the quarter ended June 30, 2025 and TSXV has approved up to 2,002,944 shares should the loan be converted. The closing date for the Loan was originally agreed to take place on or before November 30, 2024, but has been subsequently extended multiple times and is now on or before December 15, 2025. All terms of the Loan agreement other than timing remained unchanged. As the Company has not yet received all of the funds under this agreement, the reader should refrain from placing undue reliance on the anticipated closing of this potential transaction, either as described or at all.