Liberty Announces Accelerated Expiry of Warrants

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

VANCOUVER, British Columbia and WILMINGTON, Mass., Dec. 31, 2024 (GLOBE NEWSWIRE) — Liberty Defense Holdings Ltd. (“Liberty” or the “Company”) (TSXV: SCAN, OTCQB: LDDFF), a leading technology provider of AI-based next generation detection solutions for concealed weapons and threats, announces that it has elected to exercise its acceleration right for all 12,500,000 common share purchase warrants of the Company (the “Warrants”) issued on December 19, 2024 pursuant to a private placement. Each Warrant is exercisable to acquire one common share of the Company (“Common Share”) at an exercise price of $0.55 per Common Share.

Pursuant to the terms of the Warrants, the Company may accelerate the expiry date of the Warrants at any time following the date of issuance of the Warrants if the closing price of the Common Shares on the TSX Venture Exchange (the “TSXV”) is or exceeds $0.70 for any five consecutive trading days (the “Acceleration Event”). As of the close of markets on December 31, 2024, the closing price of the Common Shares (and the volume weighted average trading price) on the TSXV for five consecutive trading days has exceeded $0.70. Accordingly, the expiry date of the Warrants is accelerated to January 8, 2025. This press release constitutes notice that the Acceleration Event has occurred.

Warrant holders may exercise their rights to acquire Common Shares on or before 4:30 p.m. (Eastern time) on January 8, 2025 by providing the Company with properly completed Warrant Exercise Notice (attached to the Warrant certificate governing the Warrants) and the aggregate exercise price payable by certified cheque, bank draft or wire transfer. Warrant exercises in good order are to be sent to the Company at 187 Ballardvale Street, Suite 110, Wilmington, MA, 01887 U.S.A., Attention: Omar Garcia or by email to info@libertydefense.com by no later than 4:30p.m. (Eastern time) on January 8, 2025.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such an offer, solicitation or sale would be unlawful.

On Behalf of Liberty Defense
Bill Frain
CEO & Director

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

For more information: info@libertydefense.com