Liberty Defense Holdings Ltd.TSXV: SCAN

Q3 Financial Statement LDHC Q3 2025 FS Final

· Issued by Liberty Defense Holdings Ltd.


‌Liberty Defense Holdings, Ltd.

Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2025 and 2024

Prepared by Management (Expressed in U.S. dollars)

Liberty Defense Holdings, Ltd.

Condensed consolidated interim statements of financial position

(Unaudited - Expressed in U.S. dollars)

As at:

Note

September 30,

2025

December 31,

2024

Assets

$

$

Current assets:

Cash

640,907

1,153,229

Accounts receivable, prepaids and deposits

4

2,294,684

1,664,376

Inventory

5

1,019,057

868,314

Contract costs

16

-

268,952

Total current assets

3,954,648

3,954,871

Non-current assets:

Property and equipment

6

825,025

759,937

Intangible assets

7

2,142,272

2,571,693

2,967,297

3,331,630

Total assets

6,921,945

7,286,501

Liabilities

Current liabilities:

Accounts payable and accrued liabilities

4,155,879

4,155,890

Loans payable

-

100,907

Parabilis term-loan

9

2,642,526

983,476

Factoring liability

10

797,975

983,671

Deferred revenue

15

94,995

180,000

Lease liabilities

11

236,709

203,443

Total current liabilities

7,928,084

6,607,387

Non-current liabilities:

Non-current lease liabilities

11

345,534

505,382

Non-current Parabilis term loan

9

-

938,211

Total liabilities

8,273,618

8,050,980

Shareholders' deficiency

Share capital

12

48,894,901

40,717,157

Equity reserves

13

6,180,146

4,872,472

Accumulated other comprehensive income (loss)

210,789

(28,896)

Deficit

(56,637,509)

(46,325,212)

Total shareholders' deficiency

(1,351,673)

(764,479)

Total liabilities and shareholders' deficiency

6,921,945

7,286,501

Nature of operations and going concern (note 1) Subsequent events (note 22)

Approved on behalf of the Board of Directors:

"William Frain" "Jason Burinescu"

Director Director

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

Liberty Defense Holdings, Ltd.

Condensed consolidated interim statements of loss and comprehensive loss

(Unaudited - Expressed in U.S. dollars, except share and per share amounts)

Note

For the three months ended

September 30, September 30,

For the nine months ended

September 30, September 30,

2025

2024

2025

2024

$

$

$

$

Revenue

HEXWAVE revenue

15

224,090

650,000

1,004,448

1,447,532

Contract revenue

16

150,000

466,944

854,849

1,250,000

Total revenue

374,090

1,116,944

1,859,297

2,697,532

Cost of revenue

HEXWAVE cost of revenue

539,711

632,298

1,814,494

2,154,862

Contract cost of revenue

394,939

1,233,874

1,493,636

2,050,839

Total cost of revenue

934,650

1,866,172

3,308,130

4,205,701

Gross loss

(560,560)

(749,228)

(1,448,833)

(1,508,169)

Engineering and research and development

expenses:

Product development & technology costs

79,417

(59,967)

263,754

103,429

Salaries and consulting fees

18

522,163

501,717

1,542,588

1,247,999

Stock-based compensation

13 & 18

131

28,816

15,237

82,220

Depreciation

6

57,300

58,066

189,809

208,407

Office, rent & administration, travel, and

miscellaneous

9,766

51,466

47,275

102,371

General & administration expenses

Salaries and consulting fees

18

400,467

494,754

1,414,079

1,375,216

Legal and professional fees

80,693

98,209

769,076

239,513

Stock-based compensation

13 & 18

274,711

137,115

1,251,530

296,406

Office, rent & administration, travel, and

miscellaneous

636,425

251,039

2,862,278

688,303

2,061,073

1,561,215

8,355,626

4,343,864

Operating loss

(2,621,633)

(2,310,443)

(9,804,459)

(5,852,033)

Other expense:

Other income, net

(3,341)

-

(4,671)

-

Interest expense

142,966

121,055

483,898

566,266

Foreign exchange loss

8,597

1,691

28,611

11,428

148,222

122,746

507,838

577,694

Net loss for the period

(2,769,855)

(2,433,189)

(10,312,297)

(6,429,727)

Other comprehensive loss

Items that may be reclassified subsequently to profit or (loss)

Foreign currency translation adjustment

(2,765)

(36,045)

239,685

113,547

Total comprehensive loss for the period

(2,772,620)

(2,469,234)

(10,072,612)

(6,316,180)

Weighted average number of common shares

outstanding

Basic and diluted

65,675,798

16,463,645

55,564,003

16,037,061

Loss per share

Basic and diluted loss per common share

14

(0.04)

(0.15)

(0.19)

(0.40)

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

Liberty Defense Holdings, Ltd.

Condensed consolidated interim statements of changes in shareholders' deficiency

(Unaudited - Expressed in U.S. dollars, except share and per share amounts)

Number of

Note common

Share

capital

Equity

reserves

Share

subscriptions

Accumulated other

comprehensive

Accumulated

deficit

Total

shareholders'

shares

received in

income (loss)

deficiency

advance

#

$

$

$

$

$

$

Balance as at December 31, 2023

14,542,812

32,565,254

4,146,489

224,915

(221,071)

(37,480,049)

(764,462)

Issue of private placement, net of share issue cost

12

2,064,190

2,208,482

-

(224,915)

-

-

1,983,567

Residual value allocated to warrants

12

-

(562,250)

562,250

-

-

-

-

Residual value of warrants exercised

12

-

15,275

(15,275)

-

-

-

-

Restricted share units issued

12

66,341

246,934

(246,934)

-

-

-

-

Warrants exercised for cash

12

60,000

87,367

-

-

-

-

87,367

Stock based compensation

13

-

-

396,091

-

-

-

396,091

Fair value of broker warrants allocated to share capital

13

-

(10,265)

10,265

-

-

-

-

Fair value of warrants allocated to share capital on expiry

13

-

312,816

(312,816)

-

-

-

-

Foreign currency translation adjustment

-

-

-

-

113,547

-

113,547

Loss for the period

-

-

-

-

-

(6,429,727)

(6,429,727)

Balance as at September 30, 2024

16,733,343

34,863,613

4,540,070

-

(107,524)

(43,909,776)

(4,613,617)

Balance as at December 31, 2024

43,331,347

40,717,157

4,872,472

-

(28,896)

(46,325,212)

(764,479)

Issue of private placement, net of share issue cost

12

23,031,000

6,120,797

-

-

-

-

6,120,797

Warrants exercised

12

5,417,775

2,075,555

-

-

-

-

2,075,555

Residual value allocated to warrants

12

-

(263,584)

263,584

-

-

-

-

Restricted shares units exercised

12

204,100

374,067

(374,067)

-

-

-

-

Fair value of broker warrants allocated to share capital

13

-

(129,091)

129,091

-

-

-

-

Stock based compensation

13

-

-

1,289,066

-

-

-

1,289,066

Foreign currency translation adjustment

-

-

-

-

239,685

-

239,685

Loss for the period

-

-

-

-

-

(10,312,297)

(10,312,297)

Balance as at September 30, 2025

71,984,222

48,894,901

6,180,146

-

210,789

(56,637,509)

(1,351,673)

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

Liberty Defense Holdings, Ltd.

Condensed interim consolidated statements of cash flows

(Unaudited - Expressed in U.S. dollars)

For the nine months ended

Note

September 30,

September 30,

2025

2024

$

$

Operating activities:

Loss and comprehensive loss for the period

(10,312,297)

(6,429,727)

Items not involving cash:

Lease liability interest

11

32,697

53,691

Accrued interest

8

253,857

57,075

Depreciation

6

197,213

321,665

Amortization recorded in cost of revenue

7

429,421

871,023

Loss on disposal of lease

(18,514)

29,233

Stock based compensation

13

1,289,066

396,091

Impairment of inventory

5

171,180

143,488

Factoring fees

10

-

289,684

Credit line Parabilis interest and fees

10

304,554

15,900

Changes in non-cash working capital

17

(768,295)

1,179,059

Net cash used in operating activities

(8,421,118)

(3,072,818)

Investing activities:

Additions to intangible assets

7

-

(14,089)

Additions to property and equipment

6

(262,301)

(111,117)

Net cash used in investing activities

(262,301)

(125,206)

Financing activities:

Proceeds from issuance of units, net of share issue costs

12

6,120,797

1,983,567

Proceeds from working capital loans - related parties

8

-

82,000

Repayment of working capital loans - related parties

8

(74,658)

(220,281)

Proceeds from working capital loans

8

-

653,175

Repayments from working capital loans

8

(26,249)

(687,570)

Proceeds from Parabilis term loan

8

650,000

1,800,000

Repayments on Parabilis term loan

8

(183,017)

-

Proceeds from factoring

10

350,000

1,551,166

Repayments on factoring

10

(840,250)

(1,567,031)

Repayment of CEBA loan

8

-

(23,073)

Proceeds from warrants exercised

12

2,075,555

87,367

Lease receivable collected

11

-

-

Repayment of leases liabilities

11

(140,765)

(185,081)

Net cash provided by financing activities

7,931,413

3,474,239

Effect of foreign exchange rate changes on cash

239,684

113,338

Change in cash

(512,322)

389,553

Cash, beginning of the period

1,153,229

963

Cash, end of the period

640,907

390,516

During the nine months ended September, 2025 and 2024, the Company paid $nil and $nil in income taxes, and paid $483,898 and $283,497 in interest respectively.

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

  1. ‌Nature of operations and going concern

    Liberty Defense Holdings, Ltd. ("Liberty" or the "Company") is a publicly traded company listed on the TSX Venture Exchange (TSXV: SCAN), the Frankfurt Stock Exchange (Frankfurt: L2D), and the OTCQB (OTCQB: LDDFF). The Company was incorporated under the Business Corporations Act (Ontario) on June 8, 2012. On July 27, 2020, Liberty continued its jurisdiction of incorporation from Ontario to British Columbia and is now governed by the Business Corporations Act (British Columbia).

    The Company's registered and records office is located at 1055 West Georgia Street, Suite 1500, Royal Centre, P.O. Box 11117, Vancouver, British Columbia, V6E 4N7, Canada. Its head office is located at 187 Ballardvale Street, Suite 110, Wilmington, Massachusetts, 01887, USA.

    The Company is engaged in the development and commercialization of advanced security detection technologies. Liberty's flagship product, HEXWAVE, utilizes millimeter wave technology and advanced 3D imaging to detect concealed threats. In addition to HEXWAVE, the Company has licensed High-Definition Advanced Imaging Technology (HD-AIT) for body and shoe scanning.

    Going concern

    These condensed consolidated interim financial statements have been prepared using IFRS Accounting Standards ("IFRS") as issued by the International Accounting Standards Board applicable to a going concern, which contemplates the realization of assets and settlement of liabilities in the normal course of business. The Company incurred in a total loss during the nine months ended September 30, 2025, of $10,312,297 and had cash outflows from operating activities of $8,421,118. Given the current stage of operations, the Company's ability to continue as a going concern is contingent on its ability to obtain additional financing. While the Company has been successful in arranging financing in the past, the success of such initiatives cannot be assured. These events and conditions indicate that a material uncertainty exists that may cast significant doubt upon the Company's ability to continue as a going concern.

    These condensed consolidated interim financial statements do not reflect the adjustments to the carrying values of assets and liabilities and the reported expenses and condensed interim consolidated statement of financial position classifications that would be necessary were the going concern assumption deemed to be inappropriate. These adjustments could be material.

  2. Basis of presentation
    1. Statement of compliance

      These condensed consolidated interim financial statements have been prepared in conformity with International Accounting Standard ("IAS") 34, Interim Financial Reporting, using the same accounting policy information as detailed in the Company's audited annual consolidated financial statements for the year ended December 31, 2024, and do not include all the information required for full annual financial statements in accordance with IFRS Accounting Standards ("IFRS"), as issued by the International Accounting Standards Board ("IASB"). It is suggested that these financial statements be read in conjunction with the annual audited consolidated financial statements.

      The Board of Directors approved these condensed consolidated interim financial statements for issue on November 28, 2025.

    2. Basis of measurement

      These condensed consolidated interim financial statements have been prepared on a historical cost basis except for certain financial instruments which are measured at fair value. In addition, these condensed consolidated interim financial statements have been prepared using the accrual basis of accounting, except for cash flow information.

      1. Basis of presentation (continued)
    3. Functional and presentation currency

      The functional currency of the Company is the Canadian dollar and the functional currencies of its subsidiaries are outlined in Note 2(d), and the presentation currency of these condensed consolidated interim financial statements is the U.S. dollar ("USD"); therefore, references to $ means USD and CAD$ are to Canadian dollars.

    4. Basis of consolidation

      These condensed consolidated interim financial statements include the financial statements of Liberty Defense Holdings, Ltd., and the entities controlled by the Company (its subsidiaries), as follows:

      Subsidiary Place of

      Incorporation

      Functional Currency

      Beneficial Interest

      Liberty Defense Technologies, Inc. ("LDT") LDH GS Amalco Corp.

      DrawDown Detection, Inc. ("DDD") DrawDown Technologies, Inc. ("DDT")

      United States Canada Canada United States

      USD CAD CAD CAD

      100%

      100%

      100%

      100%

      Control exists when the Company has power over an investee, exposure, or rights, to variable returns from its involvement with the investee and the ability to use its power over the investee to affect the amount of the Company's returns. All intercompany balances and transactions have been eliminated upon consolidation.

    5. Critical accounting estimates and judgments

The preparation of financial statements in conformity with IFRS, requires management to select accounting policies and make estimates and judgments that may have a significant impact on the condensed consolidated interim financial statements. Estimates are continuously evaluated and are based on management's experience and expectations of future events that are believed to be reasonable under the circumstances. Actual outcomes may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

The Company's critical accounting judgements and estimates were presented in Note 2 of the annual audited consolidated financial statements and have been consistently applied in the preparation of these condensed consolidated interim financial statements. No new estimates and judgements were applied for the period ended September 30, 2025.

  1. Material Accounting Policy Information

These condensed consolidated interim financial statements do not include all note disclosures required by IFRS for annual financial statements and, therefore, should be read in conjunction with the audited financial statements for the year ended December 31, 2024. In the opinion of management, all adjustments considered necessary for fair presentation of the Company's financial position, results of operations and cash flows have been included. Operating results for the nine months ended September 30, 2025, are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.

4. Accounts Receivable, Prepaids and Deposits

September 30,

2025

December 31,

2024

Accounts receivables

$ 898,063

$ 255,148

Prepaids and deposits

1,396,621

1,409,228

$ 2,294,684

$ 1,664,376

5. Inventory

September 30,

2025

December 31,

2024

Raw materials

$ 818,608

$ 211,553

Work-in-progress

114,646

128,761

Finished Goods

85,803

-

Right of return on finished goods

-

528,000

$ 1,019,057

$ 868,314

The Company reclassified finished goods and work-in-progress assemblies of $85,803 (December 31, 2024, $nil) to property and equipment related to the engineering prototype HEXWAVE unit. The engineering prototype HEXWAVE unit was disassembled and upgraded to be used for testing and development of enhanced algorithms.

As of September 30, 2025, the Company recognized an impairment expense of $171,179 (December 31, 2024 - $233,568). As of September 30, 2025, the Company expensed $1,008,523 of inventory to cost of revenue (December 31, 2024,

$1,799,930).

6.

Property and Equipment

Equipment Right of Use Prototype Construction in Total

Asset

Process

Cost

At December 31, 2023

$ 222,954

$ 1,186,874

$ 843,314

$ 51,205

$ 2,304,347

Additions

25,241

-

48,185

68,183

141,609

Disposals

-

-

(116,933)

-

(116,933)

At December 31, 2024

$ 248,195

$ 1,186,874

$ 774,566

$ 119,388

$ 2,329,023

Additions

-

-

85,802

176,499

262,301

Disposals

-

-

-

-

-

At September 30, 2025

$ 248,195

$ 1,186,874

$ 860,368

$ 295,887

$ 2,591,324

Accumulated Depreciation

At December 31, 2023

$ 130,776

$ 427,563

$ 702,191

$ -

$ 1,260,530

Depreciation for disposal

-

-

(87,700)

(87,700)

Depreciation for the year

58,788

189,499

148,028

-

396,315

At December 31, 2024

$ 189,564

$ 617,062

$ 762,519

$ -

$ 1,569,145

Depreciation for disposal

-

(18,514)

-

(18,514)

Depreciation for the period

19,959

169,422

26,347

-

215,727

At September 30, 2025

$ 209,523

$ 767,970

$ 788,866

$ -

$ 1,766,358

Foreign Exchange Movement

At December 31, 2024

$ -

$ 59

$ -

$ -

$ 59

At September 30, 2025

$ -

$ 59

$ -

$ -

$ 59

Net Book Value

At December 31, 2024

$ 58,631

$ 569,871

$ 12,047

$ 119,388

$ 759,937

At September 30, 2025

$ 38,672

$ 418,963

$ 71,503

$ 295,887

$ 825,025

During the nine months ended September 30, 2025, the Company was notified of the Atlanta lease being nulled due to the owners selling the building. This resulted in a disposal with a carrying value of $18,514 for the right of use asset.

During the nine months ended September 30, 2025, equipment depreciation recorded to cost of revenue was $7,404 (December 31, 2024 - $147,336). During the nine months ended September 30, 2025, the Company accelerated the depreciation of a right of use asset in connection with a terminated lease with a carrying value of $18,514 (December 31, 2023 - $29,233) for $nil proceeds (December 31, 2024 - $nil).

7. Intangible Assets

MIT licenses Battelle license Intellectual

property

Total

Balance, December 31, 2023

$ 407,117

$

223,250

$ 2,636,436

$ 3,266,803

Additions

-

227,111 -

227,111

Amortization

(34,108)

(450,361) (437,752)

(922,221)

Balance, December 31, 2024

$ 373,009

$ - $ 2,198,684

$ 2,571,693

Additions

-

- -

-

Amortization

(25,581)

- (403,840)

(429,421)

Balance, September 30, 2025

$ 347,428

$ - $ 1,794,844

$ 2,142,272

  1. Intangible Assets (continued)

    Intangible assets including MIT license and Battelle license, encompassing payments in connection to reimbursement of global patent filing costs and annual maintenance fees. Additionally, intellectual property was generated through the reverse take over ("RTO") transaction closed during the year ended December 31, 2021, and became ready for use during the year ended December 31, 2022. The remaining useful life of the intangible assets are as follows: MIT license 10.25 years, Battelle license nil years, and intellectual property 3.25 years.

    During the nine months ended September 30, 2025, $429,421 of amortization expense was allocated to cost of revenues (December 31, 2024 - $922,221).

    1. MIT License Agreements

      The Company, through its wholly owned subsidiary Liberty Defense Technologies Inc. ("LDT"), has entered into agreements with the Massachusetts Institute of Technology ("MIT") and MIT's Lincoln Laboratory ("MIT LL"), including an exclusive patent licence agreement between MIT and LDT dated September 10, 2018, as amended from time to time (the "Licence Agreement"), a technology transfer agreement between LDT and MIT LL, effective August 24, 2018 (the "Technology Transfer Agreement"), and a cooperative research and development agreement between LDT and MIT dated as of December 21, 2018 ("CRADA"), such agreements providing LDT with an exclusive licence for patents, design assets and MIT LL technical expertise related to active three-dimensional imaging technology that are the technology behind the HEXWAVE product.

      The obligations under the Technology Transfer Agreement and the CRADA have now been completed. Liberty may consider extending the CRADA (and therefore changing its scope) if it determines that additional MIT LL technical expertise related to active three-dimensional imaging technology is required. Pursuant to the License Agreement, LDT has been granted the exclusive rights to MIT's patent in "multistatic sparse array topology for FFT-based field imaging" (MIT Case No. l 8409L) (the "Patent"), which is being utilized in the development and application of the HEXWAVE product. The License Agreement is to be in effect until the expiration of the Patent, which is 11 years (December 2035). In granting LDT such patent rights, the Company shall pay MIT, in addition to patent filling costs, an annual fees as follows: 1) $20,000 for 2019 (paid); $50,000 for 2020 (paid); $60,000 for 2021 (paid); $100,000 for 2022 (paid); $nil for 2023, $40,000 for 2024 (payable),

      $200,000 for 2025 (payable), and $350,000 for 2026 and thereafter; and 2) a royalty of 5.7% of all future net sales of the Company.

      During the nine months ended September 30, 2025, the Company accrued royalty payments of $44,916 (December 31, 2024,

      $105,993). The Company shall also be required to achieve certain milestones.

    2. Battelle Memorial License Agreement

      On March 22, 2021, the Company, through its wholly owned subsidiary DrawDown Detection, Inc. has entered into an agreement ("Battelle License Agreement") with Battelle Memorial Institute ("Battelle"), which operates the Pacific Northwest National Laboratory ("PNNL"), to license the millimeter wave-based, High-Definition Advanced Imaging Technology (HD-AIT) body scanner and shoe scanner technologies. The agreement, as amended from time to time, provides the Company with a three-year exclusive license for certain patents which will convert to a non-exclusive license for the remaining life of the patents. The agreement also provides the Company with non-exclusive license for certain patents for life.

      As consideration for the Battelle License Agreement, the Company paid $30,000 upon signing and $30,000 six months after.

      Under the Battelle License Agreement, the Company shall pay a five percent royalty on net sales and a twenty-five percent royalty on all sublicensing revenues if permitted under the contract guidelines.

      The Company is required to pay a minimum royalty amount as follows, unless the agreement is terminated:

      7.

      Intangible Assets (continued)

      (b) Battelle Memorial License Agreement (continued)

      Amounts

      Year 2021 (paid)

      $ 50,000

      Year 2022 (paid)

      50,000

      Year 2023 (paid)

      100,000

      Year 2024 and each year thereafter (payable)

      200,000

      The Company is obligated to achieve certain milestones in the next fifteen months and reimburse Battelle for ongoing patenting expenses, as well as past patenting expenses in the total amount of $50,000, from which $50,000 has been paid.

      As at September 30, 2025, the Company has a balance payable of $55,000 (December 31, 2024, $290,566).

  2. Loans Payable
    1. Related Party Loans

      During the nine months ended September 30, 2025, and the fiscal year ended December 31, 2024, the Company received working capital loans from related parties. These loans, unsecured and non-interest bearing, lack specified maturity dates. Repayments will be made as adequate financing becomes available to the Company.

      Amounts

      Balance, December 31, 2023

      $ 328,694

      Additions

      82,000

      Repayments

      (336,036)

      Balance, December 31, 2024

      $ 74,658

      Additions

      -

      Repayments

      (74,658)

      Balance, September 30, 2025

      $ -

    2. Short Term Loans

During the year ended December 31, 2023, the Company received a secured business line of credit from American Express, subject to a general security agreement on the Company's assets, with various draws. The interest rate on the amount withdrawn varied from 7.49% to 25.71% over a six-month term. The monthly payments fluctuated based on the amount withdrawn from the line of credit with amounts ranging from $1,782 to $10,624 per month. During the year ended December 31, 2024, the Company borrowed $11,900 (2023 - $166,210) from this line of credit. The loan matured on June 25, 2024, and was fully repaid.

During the year ended December 31, 2023, the Company secured an unsecured business line of credit of $83,036 from BlueVine Capital. The credit facility had a twenty-six-week term, an interest rate of 1.10%, and required weekly payments of $3,906. The loan matured on June 5, 2024, and was fully repaid.

During the year ended December 31, 2023, the Company received a secured business line of credit with Headway Capital, subject to a general security agreement of the Company's assets, with one draw for a period of seventeen-months with a monthly interest rate of 4.17%. During the year ended December 31, 2024, the Company borrowed $21,275 (2023 - $83,350) from this line of credit. The loan matures on January 31, 2025. During the nine months ended September 30, 2025, the Company fully repaid this loan.

  1. Loans Payable (continued)

    (b) Short Term Loans (continued)

    During the year ended December 31, 2024, the Company obtained a secured business loan of $420,000 from Blade Funding with a 32-week term. The loan carries an annual interest rate of 11.50%, requires weekly payments of $13,125. It is scheduled to mature on January 19, 2025. During the nine months ended September 30, 2025, the Company fully repaid this loan.

    On July 2, 2024, the Company received a short-term loan of $250,000 from 1087207 BC Ltd. The loan had a minimum upfront interest payment of $20,000, in which the Company received $230,000, net, and was fully repaid.

    During the nine months ended September 30, 2025, the Company received $nil (December 31, 2024, $350,394) in non-interest-bearing short-term loans. As of September 30, 2025, the Company fully repaid these loans.

    Amounts

    Balance, December 31, 2023

    $ 201,368

    Additions

    1,053,569

    Repayments

    (1,260,419)

    Accrued interest

    31,732

    Balance, December 31, 2024

    $ 26,250

    Repayments

    (26,250)

    Balance, September 30, 2025

    $ -

  2. Parabilis Term Loan

    On August 22, 2024, the Company secured a $1,800,000 business term loan from PFF, LLC ("Parabilis"). The loan has a term of 104 weeks with an annual interest rate of 17.99% and is scheduled to mature on August 15, 2026. The agreement was amended on March 15, 2025, and amended again on August 19, 2025, with additional advancements totaling $1,160,000 and amending the payment schedule. Repayments are set to commence in October 2025 with interest only payments through September 2025. The interest only payments consist of: April 2025 $30,444; May 2025 $29,462; June 2025 $30,444; July

    $29,462; August 2025 $30,493; September 2025 $32,711. The monthly payments would then increase to $150,000 for four months and then increase to $349,222 for seven months. See Note 10(a) regarding collateral.

    Amounts

    Balance, December 31, 2023

    $ -

    Additions

    1,800,000

    Interest and fees

    121,687

    Balance, December 31, 2024

    $ 1,921,687

    Additions

    650,000

    Accrued factoring Fee

    253,856

    Repayments

    (183,017)

    Balance, September 30, 2025

    $ 2,642,526

    Current

    $ 2,642,526

    Non-current

    -

  3. Factoring Liability

    (a) Parabilis Credit Line

    On August 22, 2024, the Company entered into a secured revolving credit line agreement with Parabilis for up to $2,500,000. The borrowing base for the credit line is determined based on the following percentages: 90% of eligible billed receivables, 65% of eligible unbilled receivables, and 30% of eligible delivery orders. The aggregate of eligible billed and unbilled receivables, along with eligible delivery orders, establishes the Company's borrowing capacity under the credit line.

    When invoicing occurs, payments on the invoices are applied directly to the outstanding principal and interest on the credit line. The revolving credit facility had a maturity date of August 31, 2025, which was then amended on September 1, 2025, to mature on May 31, 2026, and will automatically renew for one-year periods unless the lender has notified the borrower at least 90 days in advance of the current maturity date will not renew. The facility carries an interest rate of 14.99% per annum, subject to re-evaluation on June 1, 2025, at which point the rate may increase to a maximum of 16.99% per annum.

    The Parabilis term loan and credit line are secured by all tangible and intangible personal property of the Company, wherever located, whether currently owned or acquired in the future.

    Amounts

    Balance, December 31, 2023

    $ -

    Additions

    1,551,166

    Accrued factoring Fee

    74,449

    Repayments

    (641,944)

    Balance, December 31, 2024

    $ 983,671

    Additions

    350,000

    Accrued factoring Fees & interest

    304,554

    Repayments

    (840,250)

    Balance, September 30, 2025

    $ 797,975

    (a) Bengal Capital Factoring

    On June 22, 2023, the Company engaged in a factoring arrangement with Bengal Capital, Inc. (the "Factor"). Per the agreement, the Company submits invoices or purchase orders to the Factor after credit approval, receiving 80% of the gross amount. The Factor assumes ownership of these accounts with full recourse. Furthermore, the Company is subject to a 4% monthly factoring fee based on the face value of the accounts. No collateral is used per the agreement; however, the Company is obligated to pay the balance regardless of receiving payment for advanced orders.

    The factoring liability as at September 30, 2025, and December 31, 2024, is as follows:

    Amounts

    Balance, December 31, 2023

    Additions

    Accrued factoring Fee

    $

    1,107,347

    -

    289,684

    Repayments

    (1,397,031)

    Balance, December 31, 2024 & September 30, 2025

    $

    -

    For accounting purposes, the factored trade receivable remains recorded in trade receivables, while the financing costs are amortized over the financing period.

  4. Leases

    The Company's lease liabilities as at September 30, 2025, and December 31, 2024, are as follows:

    11. Leases (continued)

    Right of use

    liability

    Balance, December 31, 2023

    $ 886,585

    Finance costs

    69,652

    Lease payments

    (247,412)

    Balance, December 31, 2024

    $ 708,825

    Finance costs

    32,697

    Lease cancelation

    (18,514)

    Lease payments

    (140,765)

    Balance, September 30, 2025

    $ 582,243

    Less current portion

    236,709

    Non-current lease liability

    $ 345,534

    Minimum lease payments are as follows:

    September 30,

    2025

    December 31,

    2024

    Maturity analysis - contractual undiscounted cash flows

    One year or less

    $ 236,707

    $ 257,461

    Two to five years

    419,003

    558,358

    Six and thereafter

    -

    -

    Total lease liabilities

    $ 655,710

    $ 815,819

    Lease liabilities included in the statement of financial position

    $ 582,243

    $ 708,825

    Current

    $ 236,709

    $ 203,443

    Non-current

    $ 345,534

    $ 505,382

    12. Share Capital

    (a) Common share transactions for the nine months ended September 30, 2025

    1. On January 6, 2025, the Company received $2,071,851 (CAD$2,977,851) from the exercise of 5,414,275 share purchase warrants after electing, on December 31, 2024, to exercise its acceleration right for a total of 12,500,000 warrants granted on December 19, 2024, pursuant to a private placement. As a result, the remaining 7,085,725 unexercised warrants expired.

    2. On March 20, 2025, the Company closed a non-brokered private placement for gross proceeds of $3,479,351 (CAD$5,001,150). The Company issued 3,031,000 units (each a "Unit") of the Company at a price of CAD$1.65 per Unit. Each Unit comprised of one common share and one-half common share purchase warrant. Each warrant entitles the holder thereof to purchase one additional common share of the Company at a price of CAD$2.05 for a period of 24 months and is subject to an accelerated expiry at the Company's election under certain conditions. The warrants were allocated a residual value of $263,584. In connection with the non-brokered private placement, the Company issued 212,170 finder warrants. Each finder's warrant will be exercisable to purchase one common share for a period of 24 months at an exercise price of CAD$1.65. The broker warrants were allocated a fair value of

      $84,183. Additionally, the Company paid commissions and legal expenses of $322,344.

    3. On April 1, 2025, the Company received CAD$5,285 from the exercise of 3,500 warrants. As a result, a total of 3,500 common shares were issued.

  5. Share Capital (continued)
  1. Common share transactions for the nine months ended September 30, 2025 (continued)

    1. On July 29, 2025, the Company closed a non-brokered private placement for gross proceeds of $3,086,158 (CAD$4,243,776). The Company issued 20,000,000 units (each a "Unit") of the Company at a price of CAD$0.22 per Unit. Each Unit comprised of one common share and one common share purchase warrant. Each warrant entitles the holder thereof to purchase one additional common share of the Company at a price of CAD$0.35 for a period of 12 months and is subject to an accelerated expiry at the Company's election under certain conditions. The warrants were allocated a residual value of $nil. Additionally, the Company issued 719,973 broker warrants with a fair value of $44,908 (CAD$61,753). The Company paid finders fees of $115,187 (CAD$158,394).

    2. During the nine months ended September 30, 2025, a total of 204,100 common shares were issued pursuant to the exercise of RSUs with a fair value of $374,067.

  2. Common share transactions for the year ended December 31, 2024

  1. On January 12, 2024, the Company closed the initial tranche of a Listed Issuer Financing Exemption (LIFE) private placement of units, raising gross proceeds of $662,554 (CAD$886,000). As of December 31, 2023, the Company had received $224,915 of these proceeds. This tranche involved the issuance of 590,068 units at a price of CAD$1.50 per unit. Each unit consisted of one common share and one purchase warrant, allowing the holder to purchase an additional common share at CAD$2.00 per share within 36 months. The warrants were allocated a residual value of $154,596. Additionally, the Company issued 15,171 broker warrants to agents under identical terms and conditions with a fair value of $4,508. Agent commissions totaling $17,110 were paid.

  2. Subsequently, on February 5, 2024, the Company closed the final tranche of the same non-brokered private placement, raising an additional $112,285 (CAD$150,000). This tranche involved the issuance of 100,000 units under the same terms and conditions as the initial tranche. Each unit consisted of one common share and one purchase warrant, allowing the holder to purchase an additional common share at CAD$2.00 per share within 36 months. The warrants were allocated a residual value of $37,428.

  3. On February 26, 2024, the Company closed an investment by Viken Detection Corp. ("Viken") pursuant to which Viken purchased 909,091 units of the Company at an issue price of CAD$1.50 per unit for total gross proceeds of $1,000,000 (CAD$1,363,636). Each unit comprised one common share and one purchase warrant. Each warrant entitles Viken to purchase one additional common share of the Company at an exercise price of CAD$2.00 for a period of 36 months. The warrants were allocated a residual value of $166,667. Additionally, the Company also incurred cash costs in connection to filing and legal expenses in the amount of $27,116 were also paid. These warrants contain blocker language restricting the exercise of the warrants in the event such exercise results in Viken holding more than 9.9% of the outstanding voting securities of the Company.

  4. On March 17, 2024, a total of 199,636 finder warrants expired with an exercise price of CAD$3.30. These broker warrants had a fair value of $312,815 and the reserve value was reclassified to share capital.

  5. During the year ended December 31, 2024, a total of 101,841 common shares were issued pursuant to the exercise of RSUs with a fair value of $286,019.

  6. During the year ended December 31, 2024, a total of 60,000 shares were issued pursuant to the exercise of 60,000 warrants, resulting in proceeds of $87,367 (CAD$120,000). Residual value in the amount of $15,275 was reversed.

    1. Share Capital (continued)

      (b) Common share transactions for the year ended December 31, 2024 (continued)

  7. On August 13, 2024, the Company closed the first tranche of a non-brokered private placement for gross proceeds of $508,864 (CAD$697,550). The Company issued 465,035 special warrants of the Company at a price of CAD$1.50 per Unit. Each special warrant will automatically convert into one Unit. Each Unit shall consist of one common share and one share purchase warrant. Each warrant entitles the holder thereof to purchase one additional common share of the Company at a price of CAD$2.00 within a period of 36 months. These special warrants were converted into one Unit on August 13, 2024. The warrants were allocated a residual value of

    $203,560. The Company paid the agents 19,051 broker warrants with a fair value of $5,757. Each broker warrant will be exercisable to purchase one common share for a period of 36 months at an exercise price of CAD$2.00. Additionally, the Company also incurred cash costs in connection to private placement in the amount of $30,995.

  8. On December 18, 2024, the Company closed a non-brokered private placement for gross proceeds of $5,585,812 (CAD$8,000,000). The Company issued 25,000,000 units (each a "Unit") of the Company at a price of CAD$0.32 per Unit. Each Unit comprised of one common share and one-half common share purchase warrant. Each warrant entitles the holder thereof to purchase one additional common share of the Company at a price of CAD$0.55 for a period of 24 months and are subject to an accelerated expiry at the Company's election under certain conditions. The Company paid the agents $274,123 in finders fees and issued 1,251,062 finder warrants with a fair value of $382,873. Each finder's warrant will be exercisable to purchase one common share for a period of 24 months at an exercise price of CAD$0.55. Additionally, the Company also incurred cash costs in connection to private placement in the amount of $41,687.

  9. The Company settled a total of $363,336 (CAD$520,947) of indebtedness with a certain creditor by issuing 1,562,500 units valued at $927,332 and follows the same terms as the units issued on December 18, 2024, non-brokered private placement. The Company recognized a loss on extinguishment of debt totalling $563,996 (included in other expenses (2023 - $nil).

  1. Equity Reserves
    1. Share-based compensation

      The Company maintains an Omnibus Equity Incentive Plan (the "Incentive Plan") which is comprised of stock options, restricted share units ("RSUs") and deferred share units ("DSUs"). The maximum number of common shares reserved for issuance, in the aggregate, under the Incentive Plan is 10% of the aggregate number of common shares issued and outstanding to be granted to directors, officers, employees, and consultants under certain restrictions.

      Unless the Board decides, or the grant agreement specifies otherwise, the stock options will vest in two years with quarterly intervals following the date of such grant. The Board shall fix the exercise price of any stock option when such stock option is granted, which shall not be less than the closing price of the common shares on the Exchange on the day prior to the date of grant (the "Market Value"). A stock option shall be exercisable during a period established by the Board, which shall commence on the date of the grant and shall terminate no later than ten (10) years after the date of grant of the award or such shorter period as the Board may determine.

      With respect to RSUs, the specific provisions of the RSU plan, eligibility, vesting period, terms of the RSUs and the number of RSUs granted are to be determined by the Board of Directors at the time of the grant.

      With respect to PSUs, the specific provisions of the PSU plan, eligibility, vesting period, terms of the PSUs and the number of PSUs granted are to be determined by the Board of Directors at the time of the grant.

      1. Equity Reserves (continued)
        1. Share-based compensation (continued)

          The continuity of the number of stock options issued and outstanding are as follows:

          Number of stock

          options

          Weighted average exercise

          Outstanding, December 31, 2023

          668,960

          CAD$ 4.94

          Cancelled

          (74,250)

          4.35

          Expired

          (82,460)

          12.42

          Granted

          2,715,000

          0.80

          Outstanding, December 31, 2024

          3,227,250

          CAD$ 1.29

          Cancelled

          (38,750)

          5.08

          Granted

          2,450,000

          0.30

          Outstanding, September 30, 2025

          5,638,500

          CAD$ 0.85

          As at September 30, 2025, the number of stock options outstanding and exercisable were:

          Outst

          anding

          E

          xercisable

          Expiry date

          Number of

          Exercise price

          Remaining

          Number of stock

          stock options

          contractual life

          options

          (years)

          07-Apr-26

          108,000

          CAD$ 5.00

          0.52

          108,000

          28-Jul-26

          12,500

          CAD$ 5.50

          0.82

          12,500

          28-Jul-26

          9,000

          CAD$ 6.50

          0.82

          9,000

          01-Nov-26

          46,500

          CAD$ 4.60

          1.09

          46,500

          14-Jan-27

          10,000

          CAD$ 3.60

          1.29

          10,000

          15-Apr-27

          50,000

          CAD$ 0.59

          1.54

          50,000

          26-Apr-27

          153,500

          CAD$ 4.10

          1.57

          153,500

          02-Jul-27

          250,000

          CAD$ 0.24

          1.75

          31,250

          16-Aug-27

          12,500

          CAD$ 2.90

          1.88

          12,500

          21-Nov-27

          6,000

          CAD$ 2.20

          2.14

          6,000

          26-Apr-28

          9,500

          CAD$ 1.80

          2.57

          9,500

          16-Oct-28

          106,000

          CAD$ 1.90

          3.05

          106,000

          30-Dec-29

          2,715,000

          CAD$ 0.80

          4.25

          1,532,500

          02-Apr-30

          150,000

          CAD$ 0.84

          4.58

          37,500

          30-Sep-30

          2,000,000

          CAD$ 0.26

          5.00

          -

          September 30, 2025

          5,638,500

          2,124,750

          During the nine months ended September 30, 2025, the Company recognized stock-based compensation related to stock options totaling $1,184,955 (September 30, 2024 - $62,442). Of this amount, $20,814 was recorded as stock-based compensation in the cost of revenue (September 30, 2024 - $17,465).

          The fair value of the stock options granted were estimated using the Black-Scholes option valuation model with the following weighted average assumptions:

          13. Equity Reserves (continued)

          (a) Share-based compensation (continued)

          September 30,

          2025

          December 31,

          2024

          Risk-free interest rate

          2.50%

          3.04%

          Expected dividend yield

          Nil

          Nil

          Stock price volatility

          155.64%

          145.18%

          Expected life (in years)

          4 years

          5 years

          Stock price

          CAD$0.30

          CAD$0.80

        2. Restricted share units ("RSU")

          Restricted share units granted for the nine months ended September 30, 2025:

          i) During the nine months ended September 30, 2025, a total of 204,100 common shares were issued pursuant to the exercise of RSUs.

          Restricted share units granted for the year ended December 31, 2024:

          i) On February 28, 2024, the Company granted 147,500 RSUs to employees of the Company; these RSUs shall be settled with common shares of the Company, have an exercise period that expires on February 28, 2029, and vest at 100% on February 28, 2025.

          ii) A total 132,248 RSUs were cancelled.

          The following table summarizes the movements in outstanding RSUs:

          Number of equity settled

          RSUs

          Grant Price

          Outstanding, December 31, 2023

          592,914

          CAD$ 3.09

          Granted

          177,500

          1.22

          Cancelled

          (132,248)

          2.82

          Exercised

          (101,841)

          3.79

          Outstanding, December 31, 2024

          536,325

          CAD$ 2.41

          Granted

          50,000

          0.27

          Exercised

          (204,100)

          2.64

          Outstanding, September 30, 2025

          382,225

          CAD$ 2.07

          A total of 332,225 RSU's were vested as at September 30, 2025.

          The estimated fair value of the equity settled RSUs granted as of September 30, 2025, was $nil (September 30, 2024 -

          $159,963) and will be recognized as an expense over the vesting period of the RSUs. The fair value of the equity settled RSUs as at the grant date was determined with reference to the market value of the common shares of the Company at the grant date.

          During the nine months ended September 30, 2025, the Company recognized stock-based compensation related to RSUs in the amount of $24,961 (September 30, 2024 - $234,278).

          13.

          Equity Reserves (continued)

          (c) Share purchase warrants

          The continuity of the number of share purchase warrants outstanding is as follows:

          Warrants

          outstanding

          Exercise

          Price

          Outstanding, December 31, 2023

          5,301,970

          CAD$ 3.96

          Issued

          16,630,724

          0.73

          Expired

          (1,797,726)

          4.81

          Exercised

          (60,000)

          2.00

          Outstanding, December 31, 2024

          20,074,968

          CAD$ 1.22

          Issued

          22,447,643

          0.48

          Expired

          (7,643,473)

          0.73

          Exercised

          (5,417,775)

          0.55

          Outstanding, September 30, 2025

          29,461,363

          CAD$ 0.87

          The fair value of the compensation warrants was estimated using the Black-Scholes option valuation model with the following weighted average assumptions:

          September 30,

          December 31,

          2025

          2024

          Risk-free interest rate

          2.80%

          3.52%

          Expected dividend yield

          Nil

          Nil

          Stock price volatility

          86.27%

          69.78%

          Expected life (in years)

          1.5 years

          3 years

          Share price on grant date

          CAD$0.32

          CAD$0.86

          Fair value share purchase warrants

          CAD$0.31

          CAD$0.43

          The outstanding number of share purchase warrants is as follows:

          Outstanding

          Number of warrants

          Exercise price

          Remaining

          Expiry date

          contractual life

          (years)

          28-Jul-26

          20,719,973

          CAD$0.35

          0.82

          5-Oct-26

          1,782,764

          CAD$3.00

          1.01

          5-Oct-26

          60,723

          CAD$2.00

          1.01

          18-Dec-26

          2,032,312

          CAD$0.55

          1.22

          12-Jan-27

          541,737

          CAD$1.51

          1.28

          5-Feb-27

          100,000

          CAD$1.51

          1.35

          28-Feb-27

          909,091

          CAD$2.00

          1.41

          27-Jun-27

          19,051

          CAD$2.00

          1.74

          27-Jun-27

          465,033

          CAD$2.00

          1.74

          20-Mar-27

          1,515,500

          CAD$2.05

          1.47

          20-Mar-27

          212,170

          CAD$1.65

          1.47

          27-Oct-27

          144,674

          CAD$2.75

          2.07

          27-Oct-27

          958,335

          CAD$5.00

          2.07

          29,461,363

          1. Equity Reserves (continued)
        3. Share purchase warrants (continued)

          During the nine months ended September 30, 2025, a total of 1,095,099 share purchase warrants with an original exercise price of CAD$2.00 were repriced to CAD$1.51. All other terms and conditions remained unchanged.

        4. Performance Shares

      On March 17, 2021, Liberty deposited into escrow, and held in escrow, Operational Performance Shares ("OPS") and Capital Market Performance Shares ("CMPS") for certain directors, officers, and consultants of the Company upon the Company achieving certain performance milestones. Once these milestones were achieved the shares would be released. These performance shares included 200,000 of OPS and 877,300 of CMPS. In order to fair value these performance shares, management estimated the probability that the Company would issue the performance shares.

      All CMPS have been issued in previous years upon the completion of all required milestones. Operational Performance Shares

      As at September 30, 2025, none of the 200,000 OPS have been issued as neither of the two milestones have been met. The estimated fair value of the OPS is CAD$800,000 which had an estimated vesting period between December 2024 and December 2025. The estimated vesting period has been adjusted to December 2025 and December 2026. During the nine months ended September 30, 2025, the Company recorded stock-based compensation in connection to OPS in the amounts of $77,665 (September 30, 2024 - $99,371).

      Number of

      equity settled

      Weighted average

      price

      Outstanding, December 31, 2023 and 2024

      200,000

      CAD$ 4.00

      Released from escrow

      -

      -

      Outstanding, September 30, 2025

      200,000

      CAD$ 4.00

      1. Loss Per Share

        Basic loss per share amount is calculated by dividing the net loss for the year by the weighted average number of common shares outstanding during the year.

        Three months ended September, Nine months ended September 30,

        2025

        2024

        2025

        2024

        Loss attributable to common shareholders

        $ (2,769,855)

        $ (2,433,189)

        $ (10,312,297)

        $ (6,429,727)

        Weighted average number of shares

        65,675,798

        16,463,645

        55,564,003

        16,037,061

        Basic and diluted loss per share

        $ (0.04)

        $ (0.15)

        $ (0.19)

        $ (0.40)

        The Company incurred net losses for the nine months ended September 30, 2025, and 2024, therefore all outstanding stock options share purchase warrants, restricted share units, and performance share units, if any, have been excluded from the calculation of diluted loss per share since the effect would be anti-dilutive.

      2. Revenue

      Revenue recognized for the nine months ended September 30, 2025, and 2024, relates to contract revenue from the Transportation Security Administration ("TSA") (Note 16), as well as sales of HEXWAVE units.

      1. Revenue (continued)

        Deferred revenue as of September 30, 2025, was $94,995 (December 31, 2024 - $180,000).

        Revenue Nine months ended September 30,

        2025

        2024

        TSA Contract Award HD-AIT

        457,905

        200,000

        TSA OA Development

        246,944

        620,000

        HD-AIT Phase II

        133,056

        HD-AIT Phase III

        150,000

        296,944

        HEXWAVE units

        891,500

        1,446,032

        HEXWAVE Software & Warranty

        112,948

        1,500

        Total Revenue

        $ 1,859,297

        $ 2,697,532

      2. Contract Awards

      During the nine months ended September 30, 2025, the Company recognized total contract revenue of $854,297, recorded in revenue (nine months ended September 30, 2024 - $1,250,000). Future revenue related to these contracts will be recognized as performance obligations are satisfied. It is estimated that future revenues will be recognized on the same basis according to the following timelines:

      Contract Award Revenue Expected in Future Years Year ended December 31,

      2025

      2026

      HD-AIT Phase II B

      357,759

      -

      Total estimated contract revenues

      $ 357,759

      $ -

      (a) TSA HD-AIT Upgrade

      On September 30, 2022, the Company received a contract award of $1,747,905 from the Transportation Security Administration ("TSA") for the HD-AIT Wide Band Upgrade Kit. On September 28, 2023, the contract was modified to include an additional milestone, increasing the total contract value to $1,922,905. The contract award supports the development of millimeter-wave imaging system prototypes to enhance and upgrade the current imaging technology used in passenger security screening applications. The project is scheduled to be completed over twenty-seven months, with invoices issued upon the achievement of specified milestones according to the agreed-upon timeline.

      As of September 30, 2025, the Company had received $457,905 and recorded a receivable of $nil (three months ended September 30, 2024 - $200,000 and $nil, respectively). The remaining contract balance as of September 30, 2025, was $nil (December 31, 2024 - $457,905).

      The Company is required to submit quarterly invoices as follows:

      TSA HD-AIT Upgrade

      Amounts

      Year 2023

      $

      1,265,000

      Year 2024

      Year 2025

      Milestone 5B (Q1 2025) (paid)

      200,000

      -100,000

      Milestone 6 (Q2 2025) (paid)

      357,905

      Total Contract Value

      $

      1,922,905

      16. Contract Awards (continued)
    2. TSA Open Architecture

On September 29, 2023, the Company received a contract award for $1,116,944 from TSA for the Open Architecture Development. The contract award is to develop a system-level approach that addresses TSA's request for implementation of a Checkpoint Open Architecture for On-Person Screening (OPS) systems that enable modularity and enhances security effectiveness. The project will be performed over a period of twenty-one months, and invoices will be issued once the milestones are reached based on the agreed upon timeline. As at September 30, 2025, the Company received $246,944 and had a receivable of $nil (three months ended September 30, 2024 - $620,000 and $nil, respectively). The balance remaining on the contract as of September 30, 2025, was $nil (December 31, 2024 - $246,944).

TSA Open Architecture

Amounts

Year 2023

$ 75,000

Year 2024

Year 2025

Milestone 6 (Q1 2025) (paid)

795,000

175,000

Milestone 7 (Q2 2025) (paid)

71,944

Total Contract Value

$ 1,116,944

(c) TSA HD-AIT Phase II

On September 29, 2023, the

Company received a contract award of $133,056

from the Transportation Security

Administration ("TSA") for HD-AIT Phase II. This award is a follow-on option under the existing HD-AIT development program, aimed at advancing Phase II to finalize a hardware design that supports future compliance efforts. The project was scheduled to be completed over three months, with invoices issued upon reaching agreed-upon milestones. As of September 30, 2025, the Company had received the full contract amount of $133,056 and recorded a receivable of $nil (three months ended September 30, 2024 - $133,056, respectively). The remaining contract balance as of September 30, 2025, was $nil (December 31, 2024 - $nil), as the agreement was completed on February 20, 2024.

(d) TSA HD-AIT Phase II A

On September 5, 2024, the Company received a contract award for $446,944 from TSA for the HD-AIT Phase II A option. The contract award is a follow-on option to the current HD-AIT development program to execute phase II to drive to a final hardware design capable of supporting future compliance efforts. The project will be performed over a period of twelve months, and invoices will be issued once the milestones are reached based on the agreed upon timeline. As at September 30, 2025, the Company received $150,000 and had a receivable of $nil (three months ended September 30, 2024 - $nil, and

$296,944 respectively). The balance remaining on the contract as of September 30, 2025, was $nil (December 31, 2024 -

$150,000).

TSA HD-AIT Phase II A

Amounts

Year 2024

Year 2025

Milestone 2 (Q3 2025) (paid)

$

296,944

150,000

Total Contract Value

$

446,944

  1. Contract Awards (continued)

    (e) TSA HD-AIT Phase II B

    On September 29, 2025, the Company received a contract award for $357,759 from TSA for the HD-AIT Phase II B option. The contract award is a follow-on option to the current HD-AIT development program to execute phase II to drive to a final hardware design capable of supporting future compliance efforts. The project will be performed over a period of three months, and invoices will be issued once the milestones are reached based on the agreed upon timeline. As at September 30, 2025, the Company received $nil and had a receivable of $nil (three months ended September 30, 2024 - $nil, and $nil respectively). The balance remaining on the contract as of September 30, 2025, was $357,759 (December 31, 2024 - $nil).

    TSA HD-AIT Phase II B

    Amounts

    Year 2025

    Milestone 3 (Q4 2025)

    $ 100,000

    Milestone 4 (Q4 2025)

    $ 175,000

    Milestone 5 (Q4 2025)

    82,759

    Total Contract Value

    $ 357,759

    As of September 30, 2025, the Company recorded contract costs of $nil, representing costs incurred for contract milestones not yet achieved (December 31, 2024, $268,952). As of September 30, 2025, the Company recorded an impairment of the contract costs of $nil (December 31, 2024, $115,730).

  2. Supplemental Disclosure with Respect to Cash Flows

    During the nine months ended September 30, 2025, and 2024, the Company paid $nil in income taxes in both periods, and paid interest of $483,898 and $283,497, respectively.

    Nine months ended September 30,

    2025

    2024

    Changes in non-cash working capital

    Amounts receivable and prepaids

    $ (630,308)

    $ (217,729)

    Inventory

    (321,923)

    964,272

    Contract cost

    268,952

    -

    Accounts payable and accrued liabilities

    (11)

    (703,454)

    Deferred revenue

    (85,005)

    1,135,970

    Net changes in non-working capital

    $ (768,295)

    $ 1,179,059

    Supplemental cash flow information

    Fair value of compensation brokers warrants

    $ 129,091

    $ 10,265

    Residual value allocated to warrants

    263,584

    426,663

    Fair value of warrants allocated to share capital on expiry

    -

    (312,816)

    RSUs issued for cash

    374,067

    246,518

    Stock based compensation recorded in cost of revenue

    20,814

    -

    Reclassification from reserves upon warrant exercised

    -

    87,367

  3. Related Party Transactions

    Compensation of key management personnel:

    Key management personnel include persons having the authority and responsibility for planning, directing, and controlling the activities of the Company as a whole. The key management personnel of the Company are the members of the Company's executive management team and Board of Directors. Compensation provided to key management personnel is as follows:

    Three months ended September 30, Nine months ended September 30,

    2025

    2024

    2025

    2024

    G&A Salaries $ 385,401

    $ 171,686

    $ 1,061,266

    $ 485,108

    G&A Stock-based compensation 166,095

    77,548

    693,419

    136,004

    G&A Consulting fees (1) -

    24,192

    -

    72,788

    $ 551,496

    $ 273,426

    $ 1,754,685

    $ 693,901

    (1) Consulting fees were paid or payable to the CFO of the Company.

    As of September 30, 2025, the Company had a balance payable of $197,021 to key management personnel (December 31, 2024, - $421,319). This payable balance includes accounts payable and accrued liabilities relating to compensation to directors, officers, or their related companies, included in compensation of key management personnel. These related party balances are unsecured, non-interest bearing and have no specific terms of settlement.

    During the nine months ended September 30, 2025, the Company received working capital loans in the amount of $nil (December 31, 2024 - $82,000) from directors, officers, or their related parties, and repaid $74,658. As at September 30, 2025, the outstanding balance is $nil (Note 8(a)) (December 31, 2024 - $74,658).

  4. Financial Instruments

As at September 30, 2025, the Company's financial instruments comprise cash, accounts receivables, accounts payable and accrued liabilities, loans payable, term loan, lease liabilities and factoring liability. The fair values of the Company's financial instruments approximate their carrying values due to their short-term maturity or market interest rates.

Fair value of financial instruments:

Financial instruments recorded at fair value on the consolidated statements of financial position are classified using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The three levels of the fair value hierarchy are:

  • Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities.

  • Level 2 - Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly

  • Level 3 - Inputs that are not based on observable market data.

The Company's activities expose it to financial risks of varying degrees of significance, which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The principal financial risks to which the Company is exposed are credit risk, liquidity risk and currency risk. The Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management framework and reviews the Company's policies on an ongoing basis.

  1. Financial Instruments (continued)
    1. Credit risk

      Credit risk is the risk of an unexpected loss if a customer or third party to a financial instrument fails to meet its contractual obligations, including accounts receivable terms. The Company's cash is held through large Canadian, international, and foreign national financial institutions. The Company's receivables primarily consist of GST receivable due from the Canadian government and trade receivables that the Company continues to collect. These trade receivables are primarily with continuing customers and are not subject to significant credit risk. As at September 30, 2025, the Company's trade receivables totalling $773,263 are from four customers (December 31, 2024 - $130,000). The Company's maximum exposure to credit risk is limited to the carrying amount of cash and accounts receivables.

    2. Liquidity risk

      Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company manages liquidity risk through the management of its capital structure. To mitigate this risk, the Company has a planning and budgeting process in place to determine the funds required to support its ongoing operations and capital expenditures. The Company ensures that sufficient funds are raised from equity offerings or debt financings to meet its operating requirements, after considering existing cash balances, expected exercise of share purchase warrants, and stock options. The Company's ability to continue as a going concern involves significant judgements and estimates while determining forecasted cashflows and is dependent on the Company's ability to obtain financing (Note 1). As at September 30, 2025, the Company had cash of $640,907 (December 31, 2024 - $1,153,229) to settle current liabilities of $7,928,084 (December 31, 2024 -

      $6,607,387).

    3. Market risk

This risk refers to the potential fluctuations in the fair value or future cash flows of a financial instrument due to changes in market prices. The Company is exposed to the following significant market risks:

Interest rate risk

Interest rate risk arises from changes in market rates of interest that could adversely affect the Company. The Company currently has interest-bearing financial instruments in relation to loans and factoring liability (Note 8, 9 and 10). The

Company's exposure to interest rate risk is minimal as the interest rates are at a fixed percentage on the loans payable, term loans and factoring liability.

Foreign currency risk

The Company is exposed to currency risk by having balances and transactions in currencies that are different from its functional currency. The Company operates in foreign jurisdictions, which uses the U.S. dollar. The Company does not use derivative instruments to reduce upward, and downward risk associated with foreign currency fluctuations.

Amounts

CAD dollars

Financial assets denominated in foreign currencies

$

182,452

Financial liabilities denominated in foreign currencies

(619,957)

Net exposure

$

(437,505)

A 10% change in the U.S. dollar exchange rate relative to the Canadian dollar would change the Company's comprehensive loss by $(31,982).

  1. Financial Instruments (continued)

    (c) Market risk (continued) Price risk

    The Company is exposed to price risk with respect to equity prices. Equity price risk is defined as the potential adverse impact on the Company's earnings due to movements in individual equity prices or general movements in the level of the stock market.

    The Company closely monitors individual equity movements, and the stock market to determine the appropriate course of action to be taken by the Company.

  2. Capital Risk Management

    The Company manages common shares, stock options, performance share units, restricted share units, and share purchase warrants as capital. The Company's objectives when managing capital are to safeguard the Company's ability to continue as a going concern in order to pursue the development of its products and to maintain a flexible capital structure which optimizes the costs of capital at an acceptable risk.

    The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust the capital structure, the Company may attempt to issue new shares, issue debt, acquire or dispose of assets, or adjust the amount of cash on hand.

    In order to facilitate the management of its capital requirements, the Company prepares expenditure budgets that are updated as necessary depending on various factors, including successful capital deployment and general industry conditions.

    In order to maximize ongoing development efforts, the Company does not pay out dividends. The Company's investment policy is to keep its cash treasury on deposit in an interest-bearing chartered bank account. Cash consists of cash on held with banks.

    The Company expects its current capital resources will be sufficient to carry its operations, and product development plans for the foreseeable future. Except for the security pledged in certain short-term loans and the factoring liability as outlined in Notes 8 and 9 respectively, the Company is not subject to externally imposed capital requirements.

    There has been no change to the Company's approach to capital management during the six months ended September 30, 2025.

  3. Segmented Information

The Company operates through three distinct segments: Corporate, HEXWAVE and Contract. The operating segments of the Company are based on the reports which are reviewed by the chief operating decision maker ("CODM") in making strategic resource allocation decisions. The Company considers its CODM to be its CEO, who evaluate the operations of each reportable segment.

The CODM reviews the net income (loss) of each of these segments in allocating resources and evaluating operating performance. The corporate reporting segment covers the Company's non-allocated, general overhead expenses, such as legal, compliance, accounting, head-office staff, and other such items. This reporting segment is reviewed for cost control and budgetary considerations.

21. Segmented Information (continued)

The following tables summarize the Company's segments for the nine and three months ended September 30, 2025, and 2024:

For the nine months ended September 30, 2025

Corporate

$

HEXWAVE

$

Contract

$

Total

$

Revenue

-

1,004,448

854,849

1,859,297

Cost of revenue

-

1,814,494

1,493,636

3,308,130

Net loss for the year

(4,231,691)

(2,930,958)

(3,149,648)

(10,312,297)

For the three months ended September 30, 2025

Revenue

Corporate

$

-

HEXWAVE

$

224,090

Contract

$

150,000

Total

$

374,090

Cost of revenue

-

539,711

394,939

934,650

Net loss for the year

(830,004)

(1,070,490)

(869,361)

(2,769,855)

For the nine months ended September 30, 2024

Corporate

HEXWAVE

Contract

Total

Revenue

$

-

$

1,447,532

$

1,250,000

$

2,697,532

Cost of revenue

-

2,154,862

2,050,839

4,205,701

Net loss for the year

(2,640,779)

(1,665,257)

(2,123,691)

(6,429,727)

For the three months ended September 30, 2024

Corporate

HEXWAVE

Contract

Total

$

$

$

$

Revenue

-

(1,522,564)

(816,965)

(2,339,529)

Cost of revenue

-

524,160

723,839

1,247,999

Net loss for the year

(1,695,753)

22,655

(760,091)

(2,433,189)

Geographic Breakdown

As at September 30, 2025, and December 31, 2024, all non-current assets are in the United States.

All revenue from contract segment was earned from one customer in the United States (2024 - one customer).

For the period ended September 30, 2025, revenues from external customers attributable to the Company's country of domicile, Canada, were approximately $nil. Revenues attributable to customers in the United States totaled approximately

$780,358. Revenues from all other foreign countries in aggregate totaled $nil. The determination of revenues by geographic area is based on the location of the customer.

For the period ended September 30, 2025, revenues from five customers represented approximately 92% of HEXWAVE™ revenues. Of these, one customer accounted for approximately $390,000 (39% of HEXWAVE™ revenues), another accounted for approximately $238,000 (24%), another accounted for approximately $185,000 (18%), and another accounted for approximately $108,500 (11%). All of these customers are located in the United States. No other individual customer accounted for 8% or more of total revenues.

  1. Segmented Information (continued)

    For the period ended September 30, 2024, revenues from external customers attributable to the Company's country of domicile, Canada, were approximately $142,032. Revenues attributable to customers in the United States totaled approximately $1,245,500. Revenues from all other foreign countries in aggregate totaled $60,000. The determination of revenues by geographic area is based on the location of the customer.

    For the period ended September 30, 2024, revenues from four customers represented approximately 85% of HEXWAVE™ revenues. Of these, one customer accounted for approximately $285,000 (20% of HEXWAVE™ revenues), another accounted for approximately $142,032 (10%), and another accounted for approximately $105,500 (7%), and another accounted for approximately $95,000 (7%). All of these customers are located in the United States. No other individual customer accounted for 6% or more of total revenues.

  2. Subsequent Events

After September 30, 2025, the Company received CAD$1,895,093 in cash proceeds from the exercise of 5,634,551 warrants. Accordingly, the Company issued 5,634,551 common shares in relation to these warrant exercises.