XTM Inc. — Share Issue/Capital Change 2025

Oct 29, 2025

XTM Inc. Issues Shares in Settlement of Convertible Debentures Interest

TORONTO--(BUSINESS WIRE)--October 29, 2025--XTM Inc. ("XTM" or the "Company") (CSE: PAID / OTCQB: XTMIF / FSE: 7XT), a fintech company providing automated tip calculation, instant payout and earned wage access ("EWA") solutions through its AnyDay™ platform, today announced that it has elected to satisfy accrued interest payable on its outstanding convertible debentures as at September 30, 2025 through the issuance of common shares.

The Company will issue an aggregate of 18,513,695 common shares, subject to Canadian Securities Exchange ("CSE") approval, at a deemed price of $0.0326 per share, representing the 20-day volume-weighted average trading price of the Company's shares. The issuance satisfies $604,212 in interest obligations in accordance with the terms of the convertible debenture agreements and the policies of the CSE. The shares issued will rank pari passu with all existing common shares of the Company.

The issuance includes 7,142,868 common shares to a director of the Company in settlement of $233,114 in accrued interest. The director's participation constitutes a "related party transaction" under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying on the exemptions from the formal valuation and minority shareholder approval requirements set out in sections 5.5(a) and 5.7(a) of MI 61-101, as the fair market value of the consideration for the transaction does not exceed 25% of the Company's market capitalization and is less than $2.5 million.

Separately, the Company issued 10,230,000 common shares to members of management as part of their previously approved compensation arrangements.

About XTM Inc.

XTM Inc. (CSE: XTM) is a fintech business providing real-time payment and earned wage access solutions. XTM's platform enables instant access to earnings for workers and contractors through digital wallets and prepaid cards, serving restaurants, hospitality, and gig-economy sectors across North America. Learn more at www.xtminc.com.

Forward-Looking Statements

This press release may contain "forward-looking information" and "forward-looking statements" within the meaning of applicable Canadian securities laws. These statements involve known and unknown risks, uncertainties, and assumptions, and may include words such as "expects," "intends," "anticipates," "plans," "believes," and similar expressions. Actual results could differ materially from those projected due to various risks and factors beyond the Company's control.

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The CSE has neither approved nor disapproved the contents of this press release and accepts no responsibility for its adequacy or accuracy.

Contacts

Investor:
Brad Kirby, Director of Finance
Email: finance@xtminc.com
Phone: 416-260-1641