Company Announcements

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VANCOUVER, BC , April 20, 2026 /CNW/ - Victory Square Technologies Inc. ("VST") (CSE: VST) (OTC: VSQTF) (FWB: 6F6) is pleased to announce that it has declared a special dividend (the "Dividend") of 1,100,000 Class A common shares (the "Yocale Shares") in the capital of Yocale.ai Inc. ("Yocale") held by VST to shareholders of VST ("VST Shareholders"). Yocale filed a long form non-offering prospectus dated April 13, 2026 with the British Columbia Securities Commission in connection with its proposed listing of the Yocale Shares on the Canadian Securities Exchange (the "CSE").

The Dividend will be distributed to VST Shareholders of record as of the close of business on April 24, 2026 at a rate of approximately 10.549 Yocale Shares for each 1,000 VST shares held. The Dividend ratio is based on approximately 104,277,471 VST shares issued and outstanding on the date hereof.

The Dividend is expected to be issued to VST Shareholders on April 30, 2026. The listing of the Yocale Shares on the CSE and the Dividend remain subject to the satisfaction of all conditions precedent thereto including the approval of the CSE, if applicable.

ABOUT VICTORY SQUARE TECHNOLOGIES INC.

Victory Square Technologies Inc. is a publicly traded venture builder focused on building, scaling, and monetizing companies operating in large, structurally growing markets, with a core emphasis on healthcare infrastructure, applied artificial intelligence, and next-generation digital platforms.

Unlike traditional venture capital funds, Victory Square provides public market investors with liquid exposure to early-stage innovation--without requiring accredited investor status or long-term capital lock-ups.

The Company maintains a diversified portfolio of operating and development-stage businesses across sectors including:

• Digital Health & Healthcare Infrastructure
• Artificial Intelligence (AI) & Machine Learning
• Blockchain / Web3
• Virtual & Augmented Reality (VR/AR)
• Gaming & Interactive Media
• Climate Technology
• Pet Health & Wellness

Victory Square operates as an active venture builder, working alongside founders over multi-year periods to build scalable, defensible businesses. The Company provides capital, strategic oversight, regulatory guidance, and operational support through critical stages of growth.

The Company's strategy is grounded in identifying infrastructure-layer opportunities in fragmented industries--areas where execution, compliance, and scale create meaningful barriers to entry. Victory Square focuses on building companies to key inflection points and realizing value through monetization events, including strategic transactions, spin-outs, and public listings, while recycling capital into new opportunities.

Victory Square is built on a simple premise: back strong founders, build real businesses, and create multiple paths to liquidity. The Company takes a long-term, disciplined approach to value creation, with a focus on outcomes rather than narratives.

Victory Square is founder-led and aligned with shareholders, with approximately 15% insider ownership.

Victory Square is headquartered in Vancouver, Canada, and is listed on the Canadian Securities Exchange (VST), the Frankfurt Exchange (6F6), and the OTC Pink Market (VSQTF).

For more information, please visit www.victorysquare.com.

Over time, we believe disciplined execution, aligned incentives, and a repeatable model will continue to compound value for our shareholders.

On behalf of the Board of Directors,

Shafin Diamond Tejani
Chairman and Chief Executive Officer
Victory Square Technologies Inc.
www.victorysquare.com

This press release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S. registration requirements.

About Yocale.ai

Yocale.ai Inc. is an AI-powered operating system for the global beauty and wellness industry, designed to power the next generation of service-based businesses. Combining SaaS, embedded fintech, and intelligent automation, Yocale.ai enables businesses--from independent salons and med-spas to multi-location wellness brands--to manage and scale their core revenue engine on a single unified platform.

At its core, Yocale.ai replaces fragmented tools with a single, configurable system that drives bookings, payments, client engagement, and day-to-day operations--while leveraging AI to automate repetitive administrative workflows, optimize rebooking, and increase customer lifetime value. The platform is purpose-built to help businesses grow faster, operate more efficiently, surface insights, and deliver a seamless client experience in an increasingly digital-first world.

Built on over a decade of development and real-world usage, Yocale's technology has historically supported thousands of businesses across 22+ countries--providing a strong foundation for Yocale.ai's next phase of growth as an AI-powered platform.

As the beauty and wellness sector continues to professionalize and consolidate globally, Yocale.ai is positioned as critical infrastructure--helping operators scale, monetize, and modernize their businesses in a multi-billion-dollar market.

Yocale.ai is headquartered in Vancouver, Canada. To learn more, visit www.yocale.ai

Forward-Looking Information

This news release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking information") within the meaning of applicable securities laws. Forward-looking information is generally identifiable by use of the words "believes," "may," "plans," "will," "anticipates," "intends," "could", "estimates", "expects", "forecasts", "projects" and similar expressions, and the negative of such expressions. Forward-looking information in this news release include statements about VST's payment of the Dividend, the timing of the payment of the Dividend, and about the listing and trading of Yocale's shares on the CSE.

Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause VST's actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information. Forward-looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and perception of trends, current conditions and expected developments, including those with respect to the ability of VST to complete the payment of the Dividend and of Yocale to complete its listing on the CSE, and other factors that management believes are relevant and reasonable in the circumstances at the date such statements are made. Although VST has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. All forward-looking information herein is qualified in its entirety by this cautionary statement, and VST disclaims any obligation to revise or update any such forward-looking information or to publicly announce the result of any revisions to any of the forward-looking information contained herein to reflect future results, events or developments, except as required by law.

Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

SOURCE Victory Square Technologies Inc