P2P Group to accelerate expiry of 3.17 million warrants

Mr. Ed Clarke reports P2P GROUP ANNOUNCES LEADING INVESTMENT GROUP UNDERWRITING P2P Group Ltd. is electing to accelerate the expiry of outstanding common share purchase warrants issued on Nov. 20, 2024, pursuant to the company's non-brokered private placement. Key highlights: Company to accelerate 3.17 million warrants at 14 cents following VWAP (volume-weighted average price) milestone trigger; Leading Hong Kong-based high-conviction investment group with defence and cybersecurity investments, Myer Walker Group, has approached the company to informally underwrite and advise on the 15.5-million-warrant acceleration program and the company's next phase of growth and imminent name change; Total acceleration includes 12.3 million warrants at 18 cents, pending market conditions; if all warrant exercises are accelerated, the company will be well financed for long-term growth. In parallel to this acceleration, Myer Walker, a global high-conviction investment company founded by the experienced and highly successful Ed Myer and Angus Walker, has approached the company and agreed to informally underwrite the warrant exercise and advise the company through the next phases of growth and warrant accelerations, along with enhancing the company's market presence and communications imminent name change. These exercises include: 3,172,079 warrants at 14 cents -- subject to acceleration if the VWAP exceeds 20 cents for 10 consecutive trading days; 12,386,418 warrants at 18 cents -- subject to acceleration if the VWAP exceeds 25 cents for 10 consecutive trading days. The warrants referenced above were originally issued in private placements to strategic groups, friends, family and long-term supporters of the company. Those who do not wish to exercise their warrants may contact the company to facilitate. About Myer Walker H.K. Ltd. Myer Walker is an active investment company based in Hong Kong founded by Mr. Myer and Mr. Walker. It invests on behalf of its principals and family office network in public and private companies, primarily across global high-growth technology and critical industries. Its portfolio includes founding positions in cybersecurity, defence, blockchain, biotechnology and other sectors, with a strong emphasis on near-term commercialization and monetization. Pursuant to the terms of the November, 2024, warrants, the company may accelerate the expiry of the warrants, if the 10-day volume-weighted average price of the common shares of the company listed on the Canadian Securities Exchange is above 20 cents (the acceleration trigger), to the date which is 10 business days following the dissemination of a news release announcing the acceleration trigger. On Oct. 28, 2025, the 10-day volume-weighted average price of the common shares on the CSE was in excess of 20 cents per common share. The company hereby provides notice that the company is exercising its right to accelerate the expiry of the outstanding warrants to 5 p.m. Vancouver time on Nov. 17, 2025. Any warrants remaining unexercised after the accelerated expiry date will expire and be of no force and effect. Holders may exercise the warrants before 5 p.m. Vancouver time on Nov. 17, 2025 by: (i) duly completing the warrant exercise form attached as Exhibit A to the warrant certificate and delivering same to the company at P2P Group, Suite 650, 1231 Pacific Blvd., Vancouver, B.C., V6Z 0E2 (attention: Simon Tso); and (ii) delivering a certified cheque or money order in Canadian funds to or to the order of the company in an amount equal to the purchase price for the common shares subscribed for under the warrant certificate. The proceeds will be used for working capital purposes. The company advises that, with this current warrant acceleration, as of Oct. 29, 2025, there are 3,172,079 warrants outstanding. Accordingly, if all the November, 2024, warrants are exercised, gross proceeds to the company will total approximately $444,091. There is no assurance that all of the November, 2024, warrants will be exercised. Myer Walker will be paid up to $108,000 (U.S.), with an option to be engaged for an additional period, if all warrants are accelerated within 90 days. About P2P Group Ltd. P2P Group is advancing intelligent environments with cutting-edge AI (artificial intelligence) technologies, transforming industries such as health care, military, smart homes and industrial applications. We seek Safe Harbor.