DGTL Holdings Inc Delays Annual Financial Statement Filing

DGTL Holdings Inc., a Toronto-based company listed on the TSXV, has announced a delay in filing its annual financial statements, which are due by September 28, 2026. The company is facing challenges due to the complexity of an ongoing corporate restructuring process and various delays within it. As a result, DGTL Holdings Inc. anticipates that it will not be able to meet the filing deadline for the following documents:

1. The Company’s Annual Audited Financial Statements for the year ended May 31, 2026. 2. The Company’s Management Discussion & Analysis for the year ended May 31, 2026. 3. The CEO and CFO certificates relating to the audited annual financial statements for the year ended May 31, 2026.

The company is working closely with its auditor, Zeifmans LLP, to expedite the audit process. DGTL Holdings Inc. expects to file the documents within two months from the date of the applicable cease trade order. To assist in this process, the company has engaged additional consultants and business valuators and has allocated additional funds for personnel, should further resources be required.

In light of this default, DGTL Holdings Inc. has applied to the Ontario Securities Commission for a Management Cease Trade Order. This order will prohibit the management of the company from trading in the securities of the company until such time as the documents are filed. No decision has yet been made by the Ontario Securities Commission on this application. The commission may grant the application and issue the Management Cease Trade Order or impose an issuer cease trade order if the documents are not filed in a timely fashion.

Until the documents are filed, the company intends to satisfy the provisions of the alternative information guidelines as required by National Policy 12-203 - Management Cease Trade Orders. During the period of default, members of the company’s management and other insiders are subject to an insider trading black-out policy as per the company’s internal Insider Trading Policy, which is consistent with the principles in Section 9 of National Policy 11-207 - Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions.

DGTL Holdings Inc. confirms that, other than as disclosed in prior press releases and material change reports, there have been no material business developments since the filing on April 29, 2026, of the company’s latest interim financial reports for the period ended February 28, 2026.