BrandPilot AI Closes First Tranche of Private Placement, Raising $500,000 to Support Growth Strategy

Toronto, Ontario, June 5, 2026 — BrandPilot AI Inc. announced that it has completed the first tranche of its previously disclosed non-brokered private placement, raising aggregate gross proceeds of $500,000. The company issued 25,000,000 units at a price of $0.02 per unit, with each unit consisting of one common share and one common share purchase warrant.

BrandPilot AI, which trades on the Canadian Securities Exchange under CSE: BPAI, on the OTCQB under BPAIF, and on the Frankfurt Stock Exchange under 8LH0, is focused on performance marketing technology. The company develops tools designed to help enterprise brands reduce wasted digital advertising spend, improve transparency, and better understand the real value of their marketing budgets.

Details of the First Tranche Financing

Under the first tranche of the offering, BrandPilot AI issued 25 million units at $0.02 per unit. Each unit includes one common share in the capital of the company and one warrant. Each warrant allows the holder to purchase one additional common share at an exercise price of $0.05 for a period of five years from the date of issuance.

The warrants also include an acceleration provision. If BrandPilot AI’s common shares trade at or above a volume-weighted average price of $0.15 for 20 consecutive trading days, the company may accelerate the warrant expiry date. In that case, holders would receive notice, and the warrants would expire 30 days after such notice is provided.

Second Tranche Expected, Subject to Approvals

BrandPilot AI stated that it expects to complete a second tranche of the private placement. However, the company noted that the additional closing remains subject to required approvals, including approval from the Canadian Securities Exchange, as well as customary closing conditions.

The company also cautioned that there is no guarantee the second tranche will be completed, either in whole or in part, or on the same terms currently planned.

Use of Proceeds

BrandPilot AI intends to use the net proceeds from the offering for product development, marketing and sales initiatives, and general working capital. These funds are expected to support the company’s broader commercial plans as it continues building technology for digital advertising performance, validation, and optimization.

Chief Executive Officer Brandon Mina said the first tranche strengthens the company’s ability to continue executing on its commercial priorities. He highlighted BrandPilot AI’s focus on supporting its enterprise pipeline, advancing product development, and expanding tools that help brands identify wasted ad spend and improve performance transparency.

Finder’s Fees and Broker Warrants

In connection with the first tranche, BrandPilot AI paid finder’s fees that included $9,600 in cash commissions and issued 480,000 broker warrants to eligible finders. Each broker warrant allows the holder to purchase one unit at a price of $0.02 for 36 months from the date of issuance.

All securities issued under the first tranche are subject to a statutory hold period expiring four months and one day from the date of issuance. The first tranche remains subject to final acceptance by the Canadian Securities Exchange.

About BrandPilot AI

BrandPilot AI is a Toronto-based performance marketing technology company. Its platform is designed to help global enterprise brands identify inefficiencies in digital advertising and improve how advertising dollars are tracked, measured, and used.

The company’s main capabilities include AdAi, which helps reduce unnecessary branded search spending; ClickRadar, which creates forensic bot-detection reports related to invalid traffic; and SearchIQ, which helps brands measure and optimize their visibility across generative AI search platforms.

BrandPilot AI positions itself as an independent performance and validation layer for modern digital advertising. As automation and scale continue to reshape online marketing, the company aims to help enterprises recover wasted budgets, improve data integrity, and make better advertising decisions with greater confidence.

Forward-Looking Information

The company’s announcement includes forward-looking statements related to the expected second tranche of the offering, regulatory approvals, use of proceeds, product development plans, commercial growth, and enterprise pipeline support. These statements are based on current expectations and involve risks and uncertainties.

BrandPilot AI noted that actual results may differ materially from current expectations due to factors such as market conditions, exchange approvals, execution risks, business development challenges, and other uncertainties affecting the company and its industry.

Source: Newsfile Corp. release dated June 5, 2026.

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