Financial statements
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ALPHAGEN INTELLIGENCE CORP. CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED JUNE 30, 2026 In Canadian Dollars, unless noted (Audited)
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INDEPENDENT AUDITOR’S REPORT To the Shareholders of: AlphaGen Intelligence Corp. Opinion We have audited the accompanying consolidated financial statements of AlphaGen Intelligence Corp. (the “Company”), which comprise the consolidated statements of financial position as at June 30, 2026 and 2025, and the consolidated statements of loss and comprehensive loss, changes in shareholders’ equity (deficiency) and cash flows for the years then ended, and notes to the consolidated financial statements, including material accounting policy information. In our opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the Company as at June 30, 2026 and 2025, and its financial performance and its cash flows for the years then ended in accordance with IFRS Accounting Standards (“IFRS”). Basis for Opinion We conducted our audits in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key Audit Matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current year. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, prepared under the conditions mentioned above, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined that there are no key audit matters to communicate in our report. Other Information Management is responsible for the other information. The other information comprises the Management Discussion and Analysis. Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Company’s financial reporting process. Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high
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level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current year ended and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. The engagement partner on the audit resulting in this independent auditor’s report is Melyssa Charlton. CHARTERED PROFESSIONAL ACCOUNTANTS Vancouver, BC October 26, 2026
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AlphaGen Intelligence Corp. Consolidated Statements of Financial Position As at June 30, 2026 and 2025 In Canadian Dollars, unless noted 5 Nature of operations (Note 1) Going concern (Note 2) Contingencies (Note 12) Proposed acquisition and Subsequent events (Note 13) Approved on behalf of the Board of Directors: “Eli Dusenbury”, Director “Jonathan Anastas”, Director The accompanying notes are an integral part of these consolidated financial statements. As at Notes June 30, 2026 June 30, 2025 ASSETS Current Assets Cash $ 2,457,323 $ 1,423 GST receivable 41,588 23,276 Prepaid 28,993 - Note receivable 5 150,000 - 2,677,904 24,699 TOTAL ASSETS 2,677,904 24,699 LIABILITIES Current Liabilities Accounts payable and accrued liabilities 8, 12 227,355 510,000 Related party loans 8 - 59,000 Government loan 6 - 47,880 TOTAL LIABILITIES 227,355 616,880 SHAREHOLDERS’ EQUITY (DEFICIENCY) Share capital 7 19,553,980 16,070,319 Reserves 7 4,796,460 4,751,297 Accumulated other comprehensive loss (37,858) (37,858) Deficit (21,862,033) (21,375,939) TOTAL SHAREHOLDERS’ EQUITY (DEFICIENCY) 2,450,549 (592,181) TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIENCY) $ 2,677,904 $ 24,699
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AlphaGen Intelligence Corp. Consolidated Statements of Loss and Comprehensive Loss For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 6 The accompanying notes are an integral part of these consolidated financial statements. Notes June 30, 2026 June 30, 2025 EXPENSES Consulting and payroll 8 $ 147,207 $ 32,090 Management fees 8 72,000 113,307 Office and miscellaneous 8,299 11,051 Professional fees 71,694 43,358 Transfer agent and filing fees 81,626 59,970 OPERATING EXPENSES (380,826) (259,776) Foreign exchange gain (loss) 14,198 (553) Interest expense 6 (1,002) - (Loss) gain on debt settlements 7 (118,464) 71,925 Gain on sale of assets - 10,000 (105,268) 81,372 NET LOSS AND COMPREHENSIVE LOSS $ (486,094) $ (178,404) Loss per share, basic and diluted $ (0.03) $ (0.04) Weighted average number of common shares outstanding – Basic and diluted 14,991,410 4,759,054
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AlphaGen Intelligence Corp. Consolidated Statements of Changes in Shareholders’ Equity (Deficiency) For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 7 The accompanying notes are an integral part of these consolidated financial statements. Common shares Share capital Shares to be issued Reserves Accumulated OCI Deficit Total # $ $ $ $ $ $ Balance, June 30, 2024 4,561,157 15,950,678 12,149 4,712,964 (37,858) (21,197,535) (559,602) Obligation to issue shares 30,372 12,149 (12,149) - - - - Shares issued to settle debt 294,417 107,492 - 38,333 - - 145,825 Loss for the year - - - - - (178,404) (178,404) Balance, June 30, 2025 4,885,946 16,070,319 - 4,751,297 (37,858) (21,375,939) (592,181) Shares issued pursuant to private placements 14,600,000 3,110,500 - - - - 3,110,500 Share issuance costs – cash - (46,993) - - - - (46,993) Share issuance costs – finders’ warrants - (52,163) - 52,163 - - - Shares issued to settle debt 2,304,138 465,317 - - - - 465,317 Shares issued pursuant to RSU conversion 2,500 7,000 - (7,000) - - - Loss for the year - - - - - (486,094) (486,094) Balance, June 30, 2026 21,792,584 19,553,980 - 4,796,460 (37,858) (21,862,033) 2,450,549
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AlphaGen Intelligence Corp. Consolidated Statements of Cash Flow For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 8 For the Years Ended June 30, Notes 2026 2025 OPERATING ACTIVITIES Net loss for the year $ (486,094) $ (178,404) Items not affecting cash: Loss (gain) on settlement of debt 7 118,464 (71,925) Interest expense 6 1,002 - Gain on sale of assets - (10,000) Change in non-cash working capital items: GST receivable (18,312) (12,276) Prepaid (28,993) - Accounts payable and accrued liabilities 5,208 196,387 Cash used in operating activities (408,725) (76,218) INVESTING ACTIVITIES Advance of note receivable 5 (150,000) - Proceeds from sale of assets - 10,000 Cash (used in) provided by investing activities (150,000) 10,000 FINANCING ACTIVITIES Proceeds from loans 8 - 59,000 Net proceeds from private placements 7 3,063,507 - Repayment of government loan 6 (48,882) (8,484) Cash provided by financing activities 3,014,625 50,516 Net change in cash 2,455,900 (15,702) Cash, beginning of year 1,423 17,125 Cash, end of year $ 2,457,323 $ 1,423 The Company repaid $1,002 (2025 - $nil) in interest and $nil (2025 - $nil) taxes during the year ended June 30, 2026. During the year ended June 30, 2026, the Company settled accounts payable totaling $283,046 (2025 - $102,750) and loans payable of $59,000 (2025 - $115,000) through the issuance of 2,304,138 (2025 – 294,417) common shares valued at $465,317 (2025 - $107,492). In addition, the Company recorded $52,163 (2025- $nil) in share capital and reserves for the issuance of finders’ warrants and $7,000 (2025 - $nil) was transferred from reserves to share capital on the exercise of RSUs. During the year ended June 30, 2025, the Company also recognized a $38,333 contribution to equity on settlement of a related-party loan and transferred $12,149 from shares to be issued to share capital upon issuing 30,372 common shares. The accompanying notes are an integral part of these consolidated financial statements.
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 9 1. NATURE OF OPERATIONS AlphaGen Intelligence Corp. (the “Company” or “Alpha”) was incorporated under the laws of British Columbia on March 1, 2019. The Company’s registered office is 2200-885 West Georgia Street, Vancouver, British Columbia V6C 3E8. On May 14, 2021, the Company's shares began trading on the Canadian Securities Exchange ("CSE") and now trade under the symbol, "AIC". The Company is a technology-driven organization specializing in the creation of immersive content for the metaverse and augmented reality landscapes. The Company’s expertise extends to various domains, including gaming and gaming-as-a-service (“GaaS”) applications, as well as the implementation of generative artificial intelligence (“AI”). On March 31, 2026, the Company entered into a definitive share purchase agreement (the “Agreement”) to acquire 24,500,001 common shares of Quantum Vision Holdings Inc. (“Quantum Vision”), representing approximately 91.08% of its issued and outstanding common shares (the “Acquisition”). The Acquisition will constitute a “Fundamental Change” under the policies of the Canadian Securities Exchange (“CSE”). Immediately following completion of the Acquisition, the Company intends to consolidate its issued and outstanding common shares on a four-for-one basis. Completion remains subject to applicable approvals and other closing conditions. See Note 13. Trading in the common shares of AlphaGen is currently halted in accordance with the policies of the CSE and will remain halted until such time as all required documentation in connection with the Transaction has been filed with and accepted by the CSE and permission to resume trading has been obtained from the CSE. On April 4, 2025, the Company completed a 20:1 share consolidation whereby 20 of the pre-consolidation shares is consolidated into one post-consolidation share. Except where expressly stated otherwise, all share and per-share amounts, including stock options, warrants and RSUs, in these consolidated financial statements reflect the April 4, 2025 consolidation but do not reflect the proposed four-for-one consolidation described in Note 13. These consolidated financial statements (the “financial statements”) were approved by the Board of Directors on October 26, 2026. 2. GOING CONCERN These consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern, which assumes that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of operations as they come due. During the year ended June 30, 2026, the Company realized a net loss of $486,094 (2025 - $178,404), and as of June 30, 2026, has an accumulated deficit of $21,862,033 (2025 - $21,375,939) and working capital of $2,450,549 (2025 – working capital deficiency of $592,181). In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least, but is not limited to, twelve months from the end of the reporting period. As at June 30, 2026, management believes it has sufficient cash to cover off working capital needs over the next twelve months. If for any reason, the Company is unable to continue as a going concern, this could result in adjustments to the amounts and classifications of assets and liabilities in the Company’s financial statements and such adjustments could be material. These consolidated financial statements do not give effect to any adjustments which would be necessary should the Company be unable to continue as a going concern. The Company’s business may be affected by changes in political and market conditions, such as interest rates, availability of credit, inflation rates, changes in laws, and national and international circumstances. Recent geopolitical events, including, relations between NATO and Russian Federation regarding the situation in Ukraine, and potential economic global challenges such as the risk of the higher inflation and energy crises, may create further uncertainty and risk with respect to the prospects of the Company’s business.
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 10 3. BASIS OF PRESENTATION a) Basis of preparation These consolidated financial statements have been prepared using IFRS Accounting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”). These consolidated financial statements have been prepared on a historical cost basis. In addition, these consolidated financial statements have been prepared using the accrual basis of accounting, except for cash flow information. b) Basis of consolidation These financial statements include the operations of the Company and its subsidiaries, as follows: Subsidiary Country Ownership Percentage 2026 2025 eSports Enterprises Inc. (“eSports”) USA – Delaware 100% 100% GamerzArena LLC (“GamerzArena”) USA – Delaware 100% 100% Shape Immersive Entertainment Inc. (“Shape”) Canada – British Columbia 100% 100% Consolidation of an investee begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Control is achieved when the Company is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. All significant intercompany transactions and balances have been eliminated. c) Foreign currencies The Company’s presentation currency is the Canadian dollar. The Company and Shape’s functional currency is the Canadian dollar, while eSports and GamerzArena’s functional currency is the US dollar. Foreign currency transactions occurring in the Company's subsidiaries that have the same functional currency as the Company's presentation currency are translated as follows: Monetary assets and liabilities are translated into Canadian dollars using the exchange rate in effect at the date of the statement of financial position. Non-monetary assets and liabilities that are measured at historical cost are translated into Canadian dollars using the exchange rate in effect at the date of the initial transaction and are not subsequently restated. Revenues and expenses are translated at the exchange rates approximating those in effect on the date of the transactions. Exchange gains and losses arising on translation are included in profit or loss. The results and financial position of the Company's subsidiaries that have a functional currency different from the Company's presentation currency are translated into the presentation currency as follows: • Assets and liabilities are translated at the closing rate at the reporting date; • Income and expenses are translated at average exchange rates for the year; • Equity is translated using historical rates; and • All resulting exchange differences are recognised in other comprehensive income as foreign currency translation adjustments. On consolidation, exchange differences arising from the translation of the net investment in foreign entities are taken to other comprehensive income (loss). When a foreign operation is sold, such exchange differences are recognised in the statement of comprehensive loss.
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 11 d) Significant accounting judgements and estimates The preparation of financial statements requires management to make judgments, estimates and assumptions that affect the application of policies and the reported amounts of assets, liabilities, contingent assets, contingent liabilities, at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognized prospectively. As at June 30, 2026, management has identified the following material estimates: i) Share-based payments Management determines fair value for share-based payments using market-based valuation techniques. The fair value of the market-based and performance-based share awards are determined at the date of grant using generally accepted valuation techniques. Assumptions are made and judgment used in applying valuation techniques. These assumptions and judgments include estimating the future volatility of the stock price, expected dividend yield, future employee turnover rates and future employee stock option exercise behaviors and corporate performance. Similar calculations are made to value warrants. Such judgments and assumptions are inherently uncertain. Changes in these assumptions affect the fair value estimates. ii) Deferred income taxes The estimation of income taxes includes evaluating the recoverability of deferred tax assets based on an assessment of the Company’s ability to utilize the underlying future tax deductions against future taxable income prior to expiry of those deductions. Management assesses whether it is probable that some or all of the deferred income tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income. To the extent that management’s assessment of the Company’s ability to utilize future tax deductions changes, the Company would be required to recognize more or fewer deferred tax assets, and future income tax provisions or recoveries could be affected. iii) Valuation of shares issued in non-cash transactions Generally, the valuation of non-cash transactions is based on the value of the goods or services received. When this cannot be determined, it is based on the fair value of the non-cash consideration granted. The Company estimates the fair value of shares issued to settle debt using the trading price of the common shares on the date they are issued. iv) Recoverability of notes receivable The Company assesses the recoverability of its note receivable and measures expected credit losses on an amount equal to the twelve month or lifetime expected credit losses by estimating changes in circumstances and credit risk. In the preparation of these financial statements, management has made judgments, aside from those that involve estimates, in the process of applying the accounting policies. The following critical judgments can have an effect on the amounts recognized in the financial statements: i) Functional currency Determination of an entity's functional currency involves judgment taking into account the transactions, events, and conditions relevant to each individual entity. Determination of functional currency involves evaluating evidence about the primary economic environment in which each entity operates and is re- evaluated when facts and circumstances indicate that conditions have changed. ii) Going concern The assumption that the Company is a going concern and will continue in operation for the foreseeable future and at least one year.
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 12 Management applies judgment in assessing the Company’s ability to continue as a going concern, including its forecast cash requirements, available financial resources and ability to obtain additional financing, as discussed in Note 2. 4. MATERIAL ACCOUNTING POLICY INFORMATION a. Financial instruments The following is the Company’s accounting policy for financial instruments: i. Classification The Company classifies its financial instruments in the following categories: at fair value through profit and loss (“FVTPL”), at fair value through other comprehensive income (loss) (“FVTOCI”) or at amortized cost. The Company determines the classification of financial assets at initial recognition. The classification of debt instruments is driven by the Company’s business model for managing the financial assets and their contractual cash flow characteristics. Equity instruments that are held for trading are classified as FVTPL. For other equity instruments, on the day of acquisition the Company can make an irrevocable election (on an instrument-by-instrument basis) to designate them as at FVTOCI. Financial liabilities are measured at amortized cost, unless they are required to be measured at FVTPL (such as instruments held for trading or derivatives) or if the Company has opted to measure them at FVTPL. The note receivable is held to collect contractual cash flows consisting solely of principal and interest and is measured at amortized cost, less an allowance for expected credit losses. ii. Measurement Financial assets and liabilities at amortized cost are initially recognized at fair value, adjusted for directly attributable transaction costs, and are subsequently measured at amortized cost using the effective interest rate method, net of any impairment for financial assets. Directly attributable transaction costs are added to the initial carrying amount of financial assets and deducted from the initial carrying amount of financial liabilities. The effective interest method is a method of calculating the amortized cost of a financial asset or liability and of allocating interest income or expense over the relevant year. The effective interest rate is the rate that discounts estimated future cash payments through the expected life of the financial asset or liability, or where appropriate, a shorter period. Interest expense is reported in profit or loss. Financial assets and liabilities at FVTPL are initially recorded at fair value and transaction costs are expensed in profit or loss. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTPL are included in profit or loss in the period in which they arise. iii. Impairment of financial assets at amortized cost The Company recognizes a loss allowance for expected credit losses on financial assets that are measured at amortized cost. At each reporting date, the Company measures the loss allowance for the financial asset at an amount equal to the lifetime expected credit losses, if the credit risk on the financial asset has increased significantly since initial recognition. If at the reporting date, the financial asset has not increased significantly since initial recognition, the Company measures the loss allowance for the financial asset at an amount equal to the twelve month expected credit losses. The Company shall recognize in profit or loss, as an impairment gain or loss, the amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognized. Expected credit losses reflect probability-weighted cash shortfalls, the time value of money and reasonable and supportable information about past events, current conditions and forecasts of future economic conditions. Expected recoveries from collateral are considered, including the timing and costs of realization.
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 13 iv. Derecognition The Company derecognizes financial assets only when the contractual rights to cash flows from the financial assets expire, or when it transfers the financial assets and substantially all of the associated risks and rewards of ownership to another entity. Gains and losses on derecognition are generally recognized in profit or loss. Financial liabilities are removed from the consolidated statement of financial position when the contract is extinguished, or, when the obligation specified in the contract is either discharged or cancelled or expires. Where there has been an exchange between an existing borrower and lender of debt instruments with substantially different terms, or there has been a substantial modification of the terms of an existing financial liability, this transaction is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. A gain or loss is recorded in profit or loss. b. Impairment At each consolidated statement of financial position reporting date, the carrying amounts of the Company’s assets are reviewed to determine whether there is any indication that those assets are impaired. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment, if any. Where the asset does not generate cash flows that are independent from other assets, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. An asset’s recoverable amount is the higher of fair value less costs of disposal and value-in-use. Fair value less costs of disposal is determined as the amount that would be obtained from the sale of the asset in an arm’s length transaction between knowledgeable and willing parties. In assessing value-in-use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. If the recoverable amount of an asset or cash generating unit is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount and the impairment loss is recognized in profit or loss. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash- generating unit) is increased to the revised estimate of its recoverable amount, as long as the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognized immediately in profit or loss. c. Share capital The Company records proceeds from share issuances net of issue costs and any tax effects in shareholders’ equity (deficiency). Common shares issued for consideration other than cash are valued based on their market value at the date the shares were granted. Common shares held by the Company are classified as treasury stock and recorded as a reduction to shareholders’ equity (deficiency). The Company has adopted a residual value method with respect to the measurement of shares and warrants issued as private placement units. The residual value method first allocates value to the more easily measurable component based on fair value and then the residual value, if any, to the less easily measurable component. The Company considers the fair value of common shares issued in private placements to be the more easily measurable component of unit offerings and the common shares are valued at their fair value, as determined by the closing quoted bid price on the issue date. The balance, if any, is allocated to any attached warrants or other features. Any fair value attributed to warrants is recorded as reserves.
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 14 d. Share-based payments The Company’s share option plan allows employees and consultants to acquire shares of the Company through stock options and restricted share units (“RSUs”). The fair value of share-based payments to employees is measured at grant date using the Black-Scholes Option Pricing Model, and is recognized over the vesting period. An individual is classified as an employee when the individual is an employee for legal or tax purposes (direct employee) or provides services similar to those performed by a direct employee. Fair value of share-based payments for non-employees is recognized and measured at the date the goods or services are received based on the fair value of the goods or services received. If it is determined that the fair value of goods and services received cannot be reliably measured, the share-based payment is measured at the fair value of the equity instruments issued using the Black-Scholes Option Pricing Model. The fair value of share-based payments is recognized as an expense with a corresponding increase in reserves. Each tranche options granted is recognized using the graded vesting method over the period during which the options vest. The fair value of the options granted is measured using the Black-Scholes Option Pricing Model taking into account the terms and conditions upon which the options were granted. At each consolidated statement of financial position reporting date, the amount recognized as an expense is adjusted to reflect the actual number of share options that are expected to vest. The fair value of RSUs is equal to the market price of the Company’s common shares on the date of grant. RSUs are redeemable on the vesting date, into an equal number of common shares of the Company. All share-based payments are reflected in reserves, until exercised. Upon exercise, shares are issued from treasury and the amount reflected in the reserve is credited to share capital, adjusted for any consideration paid. e. Income taxes Tax expense recognized in profit or loss comprises the sum of deferred tax and current tax not recognized in other comprehensive income or directly in equity. Current tax assets and liabilities comprise those obligations to, or claims from, fiscal authorities relating to the current or prior reporting periods, that are unpaid at the reporting date. Current tax is payable on taxable profit which differs from profit or loss in the consolidated financial statements. Calculation of current tax is based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. Deferred taxes are calculated using the liability method on temporary differences between the carrying amounts of assets and liabilities and their tax bases. Deferred tax is not provided on the initial recognition of goodwill or on the initial recognition of an asset or liability unless the related transaction is a business combination or affects taxable profit or accounting profit. Deferred tax liabilities on temporary differences associated with shares in subsidiaries and joint ventures is not provided for if reversal of these temporary differences can be controlled by the Company and it is probable that reversal will not occur in the foreseeable future. Deferred tax assets and liabilities are measured using substantively enacted tax rates expected to apply to taxable income in the years in which those temporary differences are likely to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in profit or loss in the period that includes the substantive enactment date. Deferred tax assets are recognized for all temporary differences, carry-forward of unused tax credits and unused tax losses to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets and liabilities are offset only when the Company has a right and intention to offset current tax assets and liabilities from the same taxation authority and the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same entity or different entities which intend to settle
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 15 current tax assets and liabilities on a net basis or simultaneously in each future period in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled. Changes in deferred tax assets or liabilities are recognized as a component of income or expense in profit or loss, except where they relate to items that are recognized in other comprehensive income or directly in equity, in which case the related deferred tax is also recognized in other comprehensive income or equity, respectively. f. Earnings (loss) per share Basic earnings (loss) per share is computed by dividing net loss (the numerator) by the weighted average number of outstanding common shares for the period (the denominator). In computing diluted earnings per share, an adjustment is made for the dilutive effect of outstanding share options, warrants, RSUs, and other convertible instruments. In the periods when the Company reports a net loss, the effect of potential issuances of shares under share options and other convertible instruments is anti-dilutive. Therefore, basic and diluted loss per share are the same. g. Related parties Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject to common control. Related parties may be individuals or corporate entities. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. h. Provisions Provisions are recorded when a present legal or constructive obligation exists as a result of past events where it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate of the amount of the obligation can be made. The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at consolidated statement of financial position date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows. The increase in the obligation due to the passage of time is recognized as finance expense. When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable is recognized as an asset if it is virtually certain that reimbursement will be received and the amount receivable can be measured reliably. i. New and future accounting standards Certain pronouncements have been issued by the IASB that are effective for accounting periods beginning on or after January 1, 2025. The Company has reviewed these updates and determined that none are applicable or consequential to the Company and have been excluded from discussion within the material accounting policy information. IFRS 18 – Presentation and Disclosure in Financial Statements In April 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements. This standard aims to improve the consistency and clarity of financial statement presentation and disclosures by providing updated guidance on the structure and content of financial statements. Key changes include enhanced requirements for the presentation of financial performance, financial position, and cash flows, as well as additional disclosures to improve transparency and comparability. IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027. For the Company, mandatory adoption will apply to the annual period beginning July 1, 2027. The Company is currently assessing the impact that the adoption of IFRS 18 will have on its consolidated financial statements.
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 16 IFRS 9 – Financial Instruments and IFRS 7 – Financial Instruments In May 2024, the IASB issued amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures, providing clarifications on recognition, derecognition, and classification requirements, along with enhanced disclosure requirements. The amendments are effective for annual reporting periods beginning on or after January 1, 2026, with early adoption permitted. The Company is currently assessing the effect of this new standard on its consolidated financial statements. 5. NOTE RECEIVABLE On June 25, 2026, the Company advanced $150,000 to Quantum Vision Holdings Inc. (“QVH”) in connection with the proposed acquisition described in Note 13. The principal outstanding at June 30, 2026 was $150,000 (2025 – $nil). Subsequent to year-end, the Company and QVH entered into a secured grid loan agreement documenting this advance and subsequent advances, with interest at 10% per annum from each advance’s actual funding date. Accrued interest at the reporting date was not recognized as the amount was immaterial. See Note 13 for the terms of the agreement and subsequent advances. Management assessed the expected credit losses on the note receivable at June 30, 2026, and determined that no material loss allowance was required. 6. GOVERNMENT LOAN Prior to its acquisition by the Company, Shape entered into an agreement with Western Economic Diversification Canada to receive a term loan of $60,000 under the Regional Relief and Recovery Fund program (the “Government Loan”). The Government Loan was used to pay for operating costs during a period where the Company’s revenues were temporarily reduced due to economic impacts of the COVID-19 virus. During the year ended June 30, 2026, the Company repaid the full balance due, together with interest of $48,882. The following is a continuity of the Company’s Government Loan: $ Balance, June 30, 2024 56,364 Repayments (8,484) Balance, June 30, 2025 47,880 Interest 1,002 Repayment (48,882) Balance, June 30, 2026 -
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 17 7. SHARE CAPITAL a) Authorized and Issued Share Capital On April 4, 2025, the Company completed a 20:1 share consolidation whereby 20 of the pre-consolidation shares were consolidated into one post-consolidation share. Except where expressly stated otherwise, all share and per- share amounts, including warrants, stock options, and RSUs, in these financial statements reflect the April 4, 2025, consolidation but do not reflect the proposed four-for-one consolidation described in Note 13. The authorized capital of the Company consists of an unlimited number of voting Class A common shares (without par value) and an unlimited number of non-voting Class B common shares (without par value). During the year ended June 30, 2026, the Company had the following common share transactions: On July 10, 2025, the Company issued 2,251,326 common shares to settle $270,371 in accounts payable and $59,000 in loans at a settlement price of $0.146. The shares were measured at their fair value at the date of issuance of $450,266 resulting in a loss on settlement of debt of $120,896. Included in the settlement of accounts payable, was $21,600 owing to the Company’s CFO. On July 28, 2025, the Company issued 2,500 shares pursuant to the conversion of 2,500 RSUs, resulting in the transfer of $7,000 from reserves to share capital. On August 25, 2025, the Company issued 700,000 common shares at a price of $0.12 per common share for total proceeds of $84,000. On October 15, 2025, the Company issued 52,812 common shares to settle $12,675 in accounts payable at a settlement price of $0.24. The shares were measured at their fair value at the date of issuance of $15,051, resulting in a loss on settlement of debt of $2,376. On October 17, 2025, the Company closed a private placement financing issuing 3,900,000 units at a price of $0.135 per unit for proceeds of $526,500. Each unit consists of one common share and warrant exercisable at a price of $0.18 for a period of 24 months from the date of issuance. The Warrants are subject to a 60-day hold period. In connection with the closing of the offering, an aggregate of $7,493 was paid in cash as finder’s fees. On January 16, 2026, the Company closed a private placement issuing 10,000,000 units at a price of $0.25 per unit for proceeds of $2,500,000. Each unit consists of one common share and one-half of one warrant, with each whole warrant entitling the holder thereof to acquire one additional share at a price of $0.40 per warrant for a period of two years from the date of issuance. The Company paid $39,500 in cash as finder’s fees, and issued 158,000 finder’s warrants, each warrant exercisable at $0.40 per warrant for two years from the date of issuance. The finder’s warrants were valued at $52,163, using the following black-sholes option pricing model assumptions: stock price $0.345; exercise price of $0.40; expected life of 2 years; volatility of 288.83%; risk- free interest rate of 2.78%; and a dividend yield of 0%. During the year ended June 30, 2025, the Company had the following common shares transactions: On July 24, 2024, the Company issued 102,750 common shares to settle $102,750 in unpaid fees to the Company’s former CEO. The shares were measured at their fair value at the date of issuance of $30,825 resulting in a gain on settlement of debt of $71,925. Further, the Company issued 30,372 common shares pursuant to milestones reached by the former CEO, recorded at the grant date fair value of the shares of $12,149, recognized within Reserves as of June 30, 2024 and reclassified to share capital on the date the shares were issued.
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 18 On February 10, 2025, the Company issued 191,667 common shares, each consisting of one common share and one common share purchase warrant exercisable at $1.00 for a period of two years, to settle loans of $115,000 owing to a related party. The shares were measured at their fair value at the date of issuance of $76,667, of which $38,333 was recorded as a contribution to equity through reserves. The warrants had a residual value of $nil. b) Share Purchase Warrants A summary of the changes in the Company’s share purchase warrants is as follows: Number of Warrants Weighted Average Exercise Price ($) Balance, June 30, 2024 - - Issued 191,667 1.00 Balance, June 30, 2025 191,667 1.00 Issued 9,058,000 0.31 Balance June 30, 2026 9,249,667 0.32 On February 10, 2025, the Company issued 191,667 share purchase warrants in connection with the settlement of related party loans (Note 7a). Each warrant is exercisable at $1.00 per share for a period of two years from the date of issuance. As at June 30, 2026, the Company held the following warrants: Expiry Date Warrants Exercise Price February 10, 2027 191,667 $ 1.00 October 17, 2027 3,900,000 $ 0.18 January 16, 2028 5,000,000 $ 0.40 January 16, 2028 158,000 $ 0.40 9,249,667 At June 30, 2026, the weighted-average remaining life of the warrants was 1.42 years. c) Options The Company has a stock option plan which allows the Board of Directors to grant stock options, RSUs, and deferred share units to employees, directors, officers, and consultants. The exercise price is determined by the Board of Directors provided the minimum exercise price is set at the Company’s closing share price on the day before the grant date. The options can be granted for a maximum term of five years and vesting terms are determined by the Board of Directors at the date of grant. The common shares reserved for issuance cannot exceed 20% of the issued and outstanding common shares of the Company.
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 19 A summary of the changes in the Company’s stock options is as follows: Number of Options Weighted Average Exercise Price ($) Balance, June 30, 2024 74,250 3.60 Expired (15,000) 6.80 Balance, June 30, 2025 59,250 2.80 Expired (59,250) 2.80 Balance June 30, 2026 - - On June 21, 2026, 59,250 options with an exercise price of $2.80 expired unexercised. d) Restricted Share Units A summary of the changes in the Company’s RSUs is as follows: Number of Units Balance, June 30, 2025 and 2024 253,750 Exercised (2,500) Balance, June 30, 2026 251,250 8. RELATED PARTY TRANSACTIONS AND BALANCES Key management are those personnel having the authority and responsibility for planning, directing, and controlling the Company and include both executive and non-executive directors, and entities controlled by such persons. The Company considers all directors and officers of the Company to be key management personnel. All transactions with related parties have occurred in the normal course of operations and have been measured at the exchange amount, which the amount agreed to by the related parties. The aggregate value of transactions relating to key management personal during the year ended June 30, 2026 and 2025 are as follows: 2026 2025 $ $ Management fees(1)(2) 72,000 113,307 Other fees(3) - 32,000 Total 72,000 145,307 Notes for the year ended June 30, 2026, the Company incurred: 1) $72,000 (2025 - $72,000) of management fees in provision of CFO services from a company controlled by the CFO and Director of the Company. 2) $Nil (2025 - $41,307) of management fees in provision of director services from a company controlled by Director of the Company. 3) $Nil (2025 - $32,000) was paid or accrued to a company controlled by the brother of a former director of the Company. As at June 30, 2026, a balance of $nil (2025 - $22,500) was owing to key management personnel for fees incurred on behalf of the Company with these amounts all included in accounts payable and accrued liabilities. The amounts payable are non-interest bearing, are unsecured, and have no specific terms of repayment. As at June 30, 2026, the Company had a balance of $nil (2025 - $40,000) of loan payable owing to a former director of the Company. On July 10, 2025, the Company issued 273,410 common shares to settle this loan (Note 7a).
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 20 As at June 30, 2026, the Company had a balance of $Nil (2025 - $19,000) of loan payable owing to a Company controlled by the brother of a former Director of the Company. On July 10, 2025, the Company issued 129,870 common shares to settle this loan (Note 7a). On July 10, 2025, a company controlled by the CFO and Director of the Company, settled $21,600 of amounts due through the issuance of 147,641 common shares (Note 7a). 9. MANAGEMENT OF CAPITAL The Company defines the capital that it manages as its cash and share capital. The Company’s objective when managing capital is to maintain corporate and administrative functions necessary to support the Company’s operations and corporate functions; and to seek out and acquire new projects of merit. The Company manages its capital structure in a manner that provides sufficient funding for operational and capital expenditure activities. Funds are secured, when necessary, through debt funding or equity capital raised by means of private placements. There can be no assurances that the Company will be able to obtain debt or equity capital in the case of working capital deficits. There have been no changes to the management of capital during the year ended June 30, 2026. The Company does not pay dividends and has no long-term debt or bank credit facility. The Company is not subject to any externally imposed capital requirements. 10. RISK MANAGEMENT a) Financial Risk Management The Company may be exposed to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives. The main objectives of the Company’s risk management processes are to ensure that risks are properly identified and that the capital base is adequate in relation to those risks. The principal risks to which the Company is exposed are described below. i. Capital Risk The Company manages its capital to ensure that there are adequate capital resources for the Company to maintain operations. The capital structure of the Company consists of cash and share capital. ii. Credit Risk Credit risk is the risk that a counterparty will be unable to pay any amounts owed to the Company. The Company is exposed to credit risk on its cash. The Company manages its credit risk on its cash by holding its cash in large Canadian financial institutions. At June 30, 2026, the Company’s exposure to credit risk comprised cash of $2,457,323 (2025 – $1,423) and a note receivable of $150,000 (2025 – $nil). The note receivable represents a concentration of credit risk with a single counterparty, QVH. Subsequent to year-end, QVH granted security over its present and after-acquired personal property and proceeds under the secured grid loan agreement described in Note 13. The maximum exposure to credit risk before considering collateral is the carrying amount of these financial assets. iii. Liquidity Risk Liquidity risk is the risk that the Company is not able to meet its financial obligations as they fall due. As at June 30, 2026, the Company’s working capital is $2,450,549 (June 30, 2025 – working capital deficiency of $592,181). The Company may seek additional financing through debt or equity offerings, but there can be no assurance that such financing will be available on terms acceptable to the Company or at all. Any equity offering will result in dilution to the ownership interests of the Company’s shareholders and may result in dilution to the value of such interests.
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 21 The Company’s approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. As at June 30, 2026, the Company had cash of $2,457,323 (2025 - $1,423) to cover current liabilities of $227,355 (2025 - $616,880). iv. Market Risk Market risk incorporates a range of risks. Movements in risk factors, such as market price risk and currency risk, affect the fair values of financial assets and liabilities. The Company’s currency risk is described below. v. Currency Risk The operating results and financial position of the Company are reported in Canadian dollars. As the Company is exploring opportunities in an international environment, some of the Company’s financial instruments and transactions are denominated in currencies other than the Canadian dollar. The results of the Company’s operations are subject to currency risk. The Company has not entered into any agreements or purchased any foreign currency hedging instruments to hedge possible currency risks at this time. Management believes the foreign exchange risk derived from currency conversions is not significant, and therefore, does not hedge its foreign exchange risk. The Company is exposed to currency risk through the following monetary assets and liabilities denominated in foreign currencies, stated at the Canadian dollar equivalent: Based on the above net exposure and assuming that all other variables remain constant a 10% change in the value of the foreign currencies against the Canadian dollar would result in a $Nil increase or decrease in the Company’s net loss (2025 – $11,000). b) Fair Values The carrying values of cash, note receivable, related party loans, accounts payable and accrued liabilities, and government loan, approximate their fair values due to their short-term to maturity. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 – Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). The Company does not have any financial instruments measured at fair value on a recurring basis. June 30, 2026 June 30, 2025 Accounts payable and accrued liabilities - $USD $Nil $81,000
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 22 11. INCOME TAXES A reconciliation of income taxes at statutory rates is as follows: June 30, 2026 June 30, 2025 $ $ Loss before income tax (486,094) (178,404) Tax rate 27% 27% Expected tax recovery (131,000) (48,000) Share issue cost (13,000) - Non-deductible differences - (1,000) Change in unrecognized deductible temporary differences 144,000 49,000 Income tax expense - - Deferred income taxes are provided as a result of temporary differences that arise due to the differences between the income tax values and the carrying amount of assets and liabilities. Deferred tax assets have not been recognized in respect of the following temporary differences June 30, 2026 June 30, 2025 $ $ Share issuance costs 10,000 16,000 Equipment 2,000 2,000 Goodwill 573,000 573,000 Non-capital losses carried forward 3,027,000 2,877,000 Deferred tax assets not recognized 3,612,000 3,468,000 The Company has Canadian non-capital losses totalling approximately $11,193,000 (2025 - $10,637,000) available to reduce Canadian taxable income in future years. If unused, these non-capital losses will expire between 2040 and 2046. The Company also U.S. non-capital losses of approximately $23,000 (2025 - $23,000). 12. CONTINGENCIES Due to the size and nature of the Company’s operations, the Company may, from time-to-time, be subject to threats for potential or actual litigation. During the year ended, June 30, 2024, a previous consultant for eSports claimed eSports owes him USD$26,250 under a previous contract. Although the Company disputes the claim on the basis that the services were not provided, the full amount of this claim is recognized within accounts payable and accrued liabilities as of June 30, 2026 and 2025. 13. PROPOSED ACQUISITION AND SUBSEQUENT EVENTS On March 31, 2026, the Company entered into a definitive share purchase agreement with Quantum Vision Holdings Inc. pursuant to which AlphaGen will acquire 24,500,001 common shares of Quantum Vision, representing approximately 91.08% of its issued and outstanding common shares (the “Transaction”). The Transaction will constitute a “Fundamental Change” of AlphaGen under the policies of the Canadian Securities Exchange. Trading in the common shares of AlphaGen is currently halted in accordance with the policies of the CSE and will remain halted until all required documentation in connection with the Transaction has been filed with and accepted by the CSE and permission to resume trading has been obtained from the CSE. Pursuant to the Agreement, AlphaGen will issue an aggregate of 24,500,001 common shares (“AlphaGen Shares”) on a pre-Consolidation basis in exchange for 24,500,001 common shares of Quantum Vision (“Quantum Shares”), representing one AlphaGen Share for each Quantum Share acquired, at a deemed value of $0.36 per AlphaGen Share before giving effect to the Consolidation described below.
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AlphaGen Intelligence Corp. Notes to the Consolidated Financial Statements For the Years Ended June 30, 2026 and 2025 In Canadian Dollars, unless noted 23 Immediately following completion of the Transaction and issuance of the consideration shares, AlphaGen intends to consolidate its issued and outstanding common shares on the basis of one common share for every four common shares then outstanding (the “Consolidation”). The Consolidation will apply to both the existing AlphaGen Shares and the consideration shares. The consideration shares will represent approximately 6,125,000 post-Consolidation common shares at an equivalent deemed price of $1.44 per share. Fractional share entitlements will be rounded down to the nearest whole share, with final quantities subject to rounding at the applicable holder level. Outstanding warrants and restricted share units will be adjusted to reflect the Consolidation in accordance with their terms. As the Transaction constitutes a “Fundamental Change” of AlphaGen, shareholder approval is required. AlphaGen has obtained approval of the Transaction by written consent of holders of a majority of its outstanding common shares. Upon completion of the Transaction, Quantum Vision will become a controlled subsidiary of AlphaGen in which AlphaGen holds approximately 91.08% of the issued and outstanding common shares. AlphaGen, following completion of the Transaction and the Consolidation, is referred to as the “Resulting Issuer”. The remaining 2,400,000 Quantum Shares will continue to be held by Grewal Capital Corp. The Consolidation does not apply to Quantum Vision’s share capital and will not change AlphaGen’s ownership percentage in Quantum Vision. No finder’s fees are payable in connection with the Transaction. The Agreement provides that the Transaction is subject to the satisfaction of various conditions that are standard for a transaction of this nature, including, but not limited to, (i) approval from the CSE for the Transaction and the listing of all applicable securities in connection with the Transaction; and (ii) receipt of all requisite corporate and shareholder consents and approvals. As at the date these financial statements were authorized for issue, the Transaction and Consolidation had not been completed. Except where expressly stated otherwise, share and per-share amounts in these financial statements have not been adjusted to reflect the proposed Consolidation. Secured grid loan agreement and subsequent advances On October 20, 2026, the Company and Quantum Vision Holdings Inc. (“QVH”) entered into a secured grid loan agreement documenting advances commencing June 25, 2026 to fund QVH pending completion of the proposed Acquisition. Each advance bears simple interest at 10% per annum, calculated daily from its actual funding date, including advances made before execution of the agreement. Interest is payable when principal becomes due. Principal and accrued interest are payable on written demand. Unless previously repaid or extended in writing by the Company, they also become due on December 26, 2026 if the Acquisition has not completed, or earlier upon termination of the agreement governing the Acquisition. The indebtedness, including future advances, is secured by a security interest in all of QVH’s present and after-acquired personal property and proceeds, including intellectual property and technology. Between July 1 and October 20, 2026, the Company advanced an additional $405,686 to QVH, increasing the aggregate principal outstanding from $150,000 at June 30, 2026 to $555,686, exclusive of accrued interest. Additional advances may be made at the Company’s sole discretion, without a stipulated maximum principal amount or any obligation to provide further funding. No further advances may be made under the agreement following completion of the Acquisition or termination of the agreement governing the Acquisition. Upon completion of the Acquisition, outstanding principal and accrued interest will remain legally owing as intercompany indebtedness and will be eliminated on consolidation. Completion will not constitute repayment, forgiveness, conversion or discharge of the indebtedness or security. If the Acquisition completes before repayment becomes due, the December 26, 2026 repayment deadline will cease to apply; interest will continue to accrue and the indebtedness will remain payable on demand unless otherwise agreed in writing.