HPS and Vortex Enter Canadian BESS Collaboration Agreement

Hybrid Power Solutions Inc. and Vortex Telecom Group Inc., operating as Vortex Technology Group, have entered into a strategic systems integration, distribution, and co-branding agreement, as well as a Letter of Intent (LOI) for a proposed Canadian battery energy storage system (BESS) collaboration. The agreement, which is non-exclusive, authorizes Vortex to integrate Hybrid Power Solutions' (HPS) products into its own energy solutions and to market, co-brand, resell, and support them. The LOI, which is non-binding, outlines a proposed Canadian BESS manufacturing and commercialization relationship, including larger-system sales and cell-technology access.

The agreement between HPS and Vortex is a significant step forward in their ongoing collaboration. Vortex, a provider of BESS solutions for microgrids, telecommunications, renewable-energy integration, and commercial and industrial infrastructure, will have the opportunity to integrate HPS products into its own energy solutions. This integration will allow Vortex to leverage HPS's Canadian manufacturing and industrial power-system capabilities, while also expanding HPS's reach into new markets.

The proposed collaboration under the LOI would combine HPS's Canadian manufacturing and industrial power-system capabilities with Vortex's BESS platforms, cell-technology access, and project-development activities. The Parties intend to seek a definitive manufacturing agreement with agreed order releases, delivery milestones, and payment security, which would establish a potential Canadian manufacturing pathway for Vortex's BESS projects. HPS and Vortex also intend to negotiate rights for HPS to manufacture, integrate, market, sell, and support selected larger Vortex-based BESS configurations in Canada and other mutually agreed markets.

The proposed workstreams under the LOI include Canadian contract manufacturing, where HPS would manufacture, assemble, integrate, and test agreed Vortex BESS configurations in Canada for Vortex's customer projects. HPS and Vortex also intend to negotiate commercialization rights for HPS to manufacture, integrate, market, sell, and support selected larger Vortex-based BESS configurations in Canada and other mutually agreed markets. The proposed relationship would be non-exclusive, and any such rights would be subject to agreed protections for Vortex's existing customers and markets. Target applications for these configurations include construction sites with multiple cranes and hoists, larger mining operations, and modular and edge AI computing infrastructure whose power and energy requirements extend beyond those addressed by a single Terra system.

The LOI also includes a framework for shared technical resources and HPS's evaluation and procurement of selected Vortex-supplied cells and modules. The proposed work would include graphene-enhanced and semi-solid LFP technologies, as well as, where appropriate and technically verified, supercapacitor-based solutions, with the objective of improving HPS product competitiveness.

The next steps in this collaboration are to complete the cost and market assessments, validate the pilot product, and agree on the commercial framework anticipated in the LOI. These are planning objectives, not guaranteed completion dates. The firm order commitment window remains to be determined and would be negotiated in parallel with further due diligence and completion of the definitive agreements. Unless extended by both Parties in writing, the non-binding commercial framework would expire 120 days after execution of the LOI.

The LOI includes binding provisions relating to the Parties' existing Mutual Confidentiality and Nondisclosure Agreement, public announcements, costs, authority, and termination, governing law, and legal effect. Its commercial framework, including manufacturing, procurement, commercialization, and technology access, is expressly non-binding, and neither Party is obliged to conclude a transaction or continue negotiations. Either Party may terminate the LOI by written notice. No assurance can be given that definitive agreements, orders, or deployments will result.

Hybrid Power Solutions Inc., a Canadian clean energy innovator listed on the Canadian Securities Exchange under the symbol "HPSS," is a company that specializes in developing portable power systems that eliminate the need for fossil fuels in off-grid and remote applications. Vortex Technology Group Inc., operating as Vortex Technology Group, provides BESS solutions for microgrids, telecommunications, renewable-energy integration, and commercial and industrial infrastructure. The proposed collaboration under the LOI gives both companies a path to build bigger systems, serve bigger projects, and strengthen the products they already sell.

The parties see their overall relationship as a deeper and broader version of HPS's standard dealer agreement. The Integration Agreement is a definitive agreement that is separate from the LOI and not part of it. Under the Integration Agreement, Vortex is authorized, on a non-exclusive basis, to integrate HPS products into its own energy solutions and to market, co-brand, resell, and support them. No orders, sales volumes, or revenue are assured under the Integration Agreement.

The LOI does not create a minimum purchase obligation, purchase order, take-or-pay obligation, backlog, revenue guarantee, or capacity reservation, and the proposed procurement program is not an executed order, firm backlog, or guaranteed revenue. The next steps are to complete the cost and market assessments, validate the pilot product, and agree on the commercial framework anticipated in the LOI. These are planning objectives, not guaranteed completion dates. The firm order commitment window remains to be determined and would be negotiated in parallel with further due diligence and completion of the definitive agreements. Unless extended by both Parties in writing, the non-binding commercial framework would expire 120 days after execution of the LOI.