Victory Square Technologies To Launch Share Buyback (NCIB) As Balance Sheet Clears Announces NAV-Focused Investor Webinar

(MENAFN- Newsfile Corp) Vancouver, British Columbia--(Newsfile Corp. - September 22, 2025) - Victory Square Technologies Inc. (CSE: VST) (OTC Pink: VSQTF) (FSE: 6F6) (" Victory Square " or the " Company ") today announced its intention to commence a Normal Course Issuer Bid ("NCIB").

Under the NCIB, Victory Square may purchase for cancellation up to 5,000,000 common shares, representing approximately 5% of its issued and outstanding common shares. The NCIB will commence on September 24, 2025, and remain in effect until the earlier of September 23, 2026, or until the maximum number of shares permitted under the NCIB have been purchased. Purchases will be made through the facilities of the CSE and/or other permitted alternative trading systems at prevailing market prices, in accordance with applicable securities laws and CSE policies.

The Company has appointed BMO Nesbitt Burns Inc. to coordinate and facilitate purchases under the NCIB. All shares purchased under the NCIB will be cancelled upon purchase. The Company will fund purchases under the NCIB with cash on hand.

Management believes the NCIB represents a prudent capital allocation strategy that reflects confidence in the Company's portfolio and long-term outlook, while providing an effective mechanism to enhance shareholder value.

2022 Strategic Capital → 2025 Milestone

In 2022, prior to Hydreight Technology Inc.'s ("Hydreight") IPO, Victory Square raised strategic capital to fund infrastructure fueling Hydreight and VSDH. Rather than dilute shareholders while VST's stock was trading below value, management focused on strengthening its core IP and accelerating the growth of its highest-conviction companies.

In early September 2025, the lender exercised an option, originally negotiated in 2022, to convert that capital into Hydreight shares at a 20% discount to market. On September 2, 2025, when Hydreight closed at $3.30, the option price was approximately $2.62 per share. In connection with this conversion, Victory Square transferred 607,057 Hydreight shares to settle the outstanding indebtedness of $1,600,000, together with accrued interest of $2,630.

This financing decision, made in 2022, was a strategic move that fueled Hydreight's rapid growth and created significant long-term value for VST shareholders.

Following this settlement, VST now holds approximately 25,326,124 Hydreight shares valued at ~$122.3 million based on the September 22, 2025 market close of $4.83, with no debt outstanding.

Delivering on 2025 Priorities

At the start of the year, management set three clear goals:

• Increase the share price and narrow the discount to NAV
• Strengthen the balance sheet
• Generate sustainable cash flow underway

With the first two milestones achieved and the third in progress, initiating an NCIB is the next logical step in returning value directly to shareholders.

Shafin Diamond Tejani, CEO of Victory Square, commented:

"We took on strategic capital in 2022 to grow our core IP without diluting VST shareholders. That decision helped scale businesses like Hydreight and VSDH, which today represent meaningful value for Victory Square. With our balance sheet now clear and our market cap trading well below NAV, initiating a share buyback is the logical next step to deliver value directly back to shareholders."

Unlocking Value Beyond Hydreight

Victory Square's Hydreight position valued at ~$122.3 million at the September 22, 2025 market close represents just one of its portfolio companies. This figure does not include the Company's ownership in Insu Therapeutics, Pawsible Ventures, Edge Total Intelligence, CoPilot AI, Stardust Solar, and others, each targeting large addressable markets spanning digital health, AI, pet health, clean energy, and enterprise software.

Management believes that Victory Square's current market capitalization does not reflect the value of even one portfolio company, let alone the broader group of businesses that make up its NAV.

Upcoming Investor Webinar - NAV Breakdown & Catalysts

Victory Square will host an Investor Webinar on Thursday, October 2, 2025, from 11:00 a.m. to 12:00 p.m. PDT . Management will provide a detailed NAV breakdown of the Company's portfolio, highlight upcoming catalysts, and address investor questions through a live Q&A.

Registration link:

On behalf of the Board of Directors,

Shafin Diamond Tejani
Chairman & CEO, Victory Square Technologies Inc.

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