Calgary, Alberta, Canada – June 26th, 2025 – TheNewswire - Vitalist Inc. (TSXV: VITA) (“Vitalist”, “we”, “our”, or the “Company”), a dynamic global smartwatch company known for its strategic partnerships with world-class brands, today announced its financial results for the year ended March 31, 2025 (“Q4 2025”). The related financial statements and accompanying notes, and Management’s Discussion and Analysis for Q4 2025 (“MD&A”) are available on SEDAR+ at www.sedarplus.ca and on the Vitalist’s website at www.vitalist.co.

All dollar amounts in this press release are expressed in the Canadian dollars.

Q4 2025 Highlights

• Revenue surged by 146% to $2.82 million for the year ended March 31, 2025, driven by strong B2B sales of Moto 70 and Moto 40, and the successful launch of the Moto 120. This contrasts with a period of restructuring and low sales in the prior year. 

• Gross profit significantly increased to $1.57 million from $0.70 million in the prior year, primarily due to higher product sales and the improved per-unit gross margin of the Moto 120. 

• The net loss for the year was $3.58 million, compared to a net income of $4.17 million in the prior year. This shift primarily reflects the absence of a one-time $10.62 million gain from the deconsolidation of EBN and its subsidiaries, despite notable decreases in operating expenditures and debt carrying costs. 

• Operating cash outflows improved to $1.51 million from $3.71 million in the prior year, benefiting from reduced overheads, increased revenue, and favorable working capital changes, particularly the conversion of accounts receivable into cash. 

Outlook

Looking ahead, Vitalist Inc. is poised for significant growth and innovation in the connected health market. Our recent rebranding and strategic shift to developing the proprietary VitalOS™ platform underscore our commitment to empowering individuals through cutting-edge technology. Building on this evolution, we've secured a landmark 5-year exclusive brand licensing agreement with Authentic Brands Group for Reebok smartwatches in the Americas, replacing the Motorola licensing agreement which expired on April 30, 2025. We anticipate the initial Reebok collection to launch in Fall 2025. Following this, we expect to launch VitalOS™ in the fourth quarter of 2025, which will revolutionize how brands deliver customized health and wellness experiences through compatible hardware. This groundbreaking platform, alongside new flagship VitalOS™-powered products by Q1 2026, positions Vitalist to capture substantial market share by seamlessly integrating biometric data for comprehensive health insights and delivering superior user experiences via an iconic global brand.

  

Selected Financial Information

The Company’s Fiscal 2025 consolidated financial statements reflect the balances of Vitalist and its wholly-owned subsidiary, CE Brands International Inc., while the comparative  year reflects the balances of Vitalist as well as EBN and its wholly-owned subsidiaries up until Deconsolidation.

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 release.

For more information about Vitalist Inc., please visit www.vitalist.co.

To be added to the Vitalist distribution list, please register at www.vitalist.co/investors.

Amendment to Debenture Note

On June 25 and 26, 2025, the Company signed letters of intent with the holders of the Debenture notes to crystalize all of the outstanding accrued interest as at June 30, 2025 into the principal balance of the Debenture notes (the "Crystallized Face Value”), extend the maturity date until June 30, 2027, adjust the interest rate to zero, and add a premium, where the premium will add 20% to any unpaid principal balance outstanding at June 30, 2026. The Crystalized Face Value at June 30, 2025 is anticipated to be $6,290,466.

About Vitalist Inc.

Vitalist™ is an innovative technology provider that helps brands build better products. Through VitalOS™, brands create seamlessly connected devices and applications that adapt to each user. By uniting hardware and software with intelligent analytics, we're building an ecosystem of personalized solutions that enhance human potential.

Forward-Looking Information

This press release contains “forward-looking information” within the meaning of applicable Canadian securities laws. In general, forward-looking information is disclosure about future conditions, courses of action, and events, including information about prospective financial performance or financial position. The use of any of the words “anticipates”, “believes”, “expects”, “intends”, “plans”, “will”, “would”, and similar expressions are intended to identify forward-looking information. Forward-looking statements included or incorporated by reference in this press release include, without limitation, with respect to:

• the ability of the Company to continue as a going concern; 

• the impact on the Company of the voluntary assignment into bankruptcy of eBuyNow eCommerce Ltd. (“EBN”), a wholly-owned Canadian subsidiary of the Company, which was filed by EBN on June 27, 2023 pursuant to the Bankruptcy and Insolvency Act (R.S.C., 1985, c. B-3) (the “Act”) (collectively, the “Bankruptcy”); 

• the effects of global supply constraints on the Company and the likelihood that such constraints will continue to occur and impact the Company; 

• the plans of the Company for the Reebok product category, the status of the Reebok product category relative to those plans, and the anticipated timing and costs to advance the Reebok product category; 

• the plans of the Company for the Vitalist product category, including the launch of VitalOS, the status of the Vitalist product category relative to those plans, and the anticipated timing and costs to advance the Vitalist product category; 

• the plans of the Company to terminate certain product lines and product categories; 

• the strategies of the Company for customer retention and growth; 

• anticipated demand for the products and services of the Company, and its ability to meet that demand; 

• the Company’s intent to maintain a flexible capital structure; 

• the ability of the Company to generate sufficient cash to maintain its capacity and fund its growth and development; 

• fluctuations in the liquidity of the Company; 

• the ability of the Company to meet its obligations as they become due; 

• the plans of the Company for remedying its working capital deficiency; 

• the need for the Company to pursue additional sources of financing and the ability of the Company to obtain such additional sources of financing; 

• capital expenditures not yet committed, but required, to maintain the capacity of the Company and fund its growth and development; 

• fluctuations in the capital resources of the Company;  

• the sources of financing that the Company has arranged, but not yet used; and 

• the plans of the Company to reduce general and administrative expenses. 

The forward-looking information is based on certain key expectations and assumptions, including the continuance of manufacturing operations at the Company’s partner factories in Asia, the timing of product launches, shipments and deliveries, forecast sales price and sales volumes of the Company’s products and the ability of the Company to secure additional sources of financing in the future.

There can be no assurance that the Company will be able to secure additional financing in the future in a timely manner or at all. If the Company fails to secure additional financing, the Company may have insufficient liquidity and capital resources to operate its business resulting in material uncertainty regarding the Company’s ability to meet its financial obligations as they become due and continue as a going concern.

Although the Company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because the Company cannot give any assurance that it will prove to be accurate. By its nature, forward-looking information is subject to various risks, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed in this MD&A. Such risks and uncertainties include, without limitation:

• there is the potential for litigation to arise from creditors in connection with the Bankruptcy resulting in contingent liabilities and additional legal costs to the Company; 

• there is a risk that the loss of control or relinquishment of substantially all of the assets of the Company in connection with the Bankruptcy which could ultimately result in the Company being unable to continue operations; 

• certain liabilities of EBN and its wholly-owned subsidiaries may not be extinguished in connection with the EBN bankruptcy; 

• due to the Bankruptcy, the Company may require additional funds by way of debt or equity financings to continue to fund its operating, investing, and financing activities; 

• the Company may continue to experience negative impacts of global supply constraints; 

• the Company has limited financial resources, a working capital deficiency and a history of negative cash flow, including negative cash flow from operating activities, and may require additional funds by way of debt or equity financings to continue to fund its operating, investing, and financing activities; 

• the Company is at risk of not being able to settle its debt obligations or to extend, replace, or refinance its existing debt obligations on terms reasonably acceptable to the Company, or at all; 

• global operations risks including unexpected changes in foreign governmental laws, policies, regulations or project locations concerning the import and export of goods, services and technology, and exposure to global credit and financial factors on consumers in the Company’s areas of operations; 

• the Company cannot guarantee that it will become cash-flow positive or profitable, and negative cash flow or the failure to become profitable in any future fiscal period could result in an adverse material change to the Company; 

• the Company relies on third party manufacturing and from time to time there may be product defects caused by the manufacturing process, assembly, or engineering, particularly when first introduced or when new versions are released 

• global manufacturing risks including the risk that products manufactured by the Company may be subject to changing tariffs applied by selling countries to countries of origin with little or no warning due to the Company’s use of factories in China, Vietnam, Taiwan, or Malaysia, from time to time; 

• the Company’s revenues may vary over time and with seasonality; 

• the Company may not generate sufficient revenue to sustain operations; 

• the Company may not be able to successfully negotiate contracts to source, develop, manufacture, pack, ship, distribute, or sell products economically, if at all; 

• the Company relies on major components to be manufactured on an original equipment manufacturer basis, which involves several risks, including the possibility of defective products, a shortage of components, delays in delivery schedules, and increases in component costs; 

• demand for international sales may not grow as expected or at all, and there is no assurance that the Company will succeed in expanding into new markets; 

• the ability of the Company to successfully enter new markets is subject to uncertainties; 

• there can be no assurance that the business and growth strategy of the Company will enable the Company to be profitable; 

• the Company relies on licences from third parties, and there can be no assurance that these third-party licences will continue to be available to the Company on commercially reasonable terms, or at all; 

• the Company may be required to obtain and maintain certain permits, licences, and approvals in the jurisdictions where its products or technologies are being commercialised or sold, and there can be no assurances that the Company will be able to obtain or maintain any such necessary licences, permits, or approvals; 

• the future growth and profitability of the Company may be dependent in part on the effectiveness and efficiency of its sales and marketing expenditures; 

• the Company may be exposed to product liability claims in the use of its products; 

• the market for the Company’s products is characterised by rapidly changing technology, evolving industry standards, and customer requirements, which may cause the introduction of products embodying new technology and the emergence of new industry standards to render the existing technology solutions of the Company obsolete or unmarketable, and may also exert price pressures on the Company’s existing solutions; 

• the Company may not be able to develop new market relevant products in a timely manner; 

• the ability of the Company to generate revenue will largely depend upon the effectiveness of its sales and marketing efforts, both domestically and internationally; 

• the success of the Company is largely dependent on the performance of its key directors, officers, and employees; 

• the commercial success of the Company is reliant on the ability to develop new or improved technologies, manufacture products, and to successfully obtain patents or other proprietary or statutory protection for these technologies and products in Canada and other jurisdictions; 

• the Company could become subject to a wide variety of cyberattacks on its networks and systems; 

• the Company is engaged in an industry that is highly competitive and rapidly evolving; 

• the new products provided by the competitors of the Company may render the existing products of the Company less competitive; 

• the Company uses contract manufacturers to manufacture its products and products under development and its reliance on contract manufacturers subjects it to significant operational risks, many of which would impair its ability to deliver products to its customers should they occur; 

• the Company may become party to litigation, mediation, or arbitration from time to time in the ordinary course of business; 

• any future acquisitions may result in significant transaction expenses and may present additional risks associated with entering new markets, offering new products, and integrating the acquired companies; 

• the business plan of the Company anticipates rapid growth, and the Company may not be able to continue to attract, hire, and retain the highly skilled and motivated officers and employees necessary to manage its growth effectively; 

• the computer infrastructure of the Company may potentially be vulnerable to physical or electronic computer break-ins, viruses, and similar disruptive problems and security breaches; 

• the Company may not be able to enhance its current products or develop new products at competitive prices or in a timely manner; 

• the Company is subject to taxes in Canada and other foreign jurisdictions, and in the ordinary course of business, there may be many transactions and calculations where the ultimate tax determination is uncertain; 

• a customer of the Company or counterparty to a financial instrument of the Company may fail to meet its contractual obligations to the Company; 

• the ability of the Company to manage growth effectively will require it to continue to implement and improve its operational and financial systems, which may not always be possible; 

• the forecasts and models of the Company could be inaccurate; 

• the accounting estimates and judgments of the Company could be incorrect; 

• the Company may fail to develop or maintain effective controls over financial reporting; 

• there is no assurance that insurance will be consistently available to the Company on economic terms, if at all; and 

• the risk factors included in the Company’s other continuous disclosure documents available on SEDAR+ at www.sedarplus.ca.  

Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date of this press release, and to not use such forward-looking information other than for its intended purpose. Vitalist undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events, or otherwise, except as required by applicable securities law.

 

Further Information

 

For further information about Vitalist Inc. please contact:

 

Kalvie Legat                                                                            

Chief Executive Officer                                                              

+1 403 560-9635

 ir@vitalist.co