Vancouver, British Columbia – TheNewswire - January 29, 2026 – Metasphere Labs Inc. (“Metasphere” or the “Company”) (CSE: LABZ ) (OTC: LABZF) (FRA: H1N), is pleased to announce the closing of its previously announced non-brokered private placement (the “Offering”).

The closing of the Offering consisted of 12,000,000 units (each, a “Unit”) in the capital of the Company, issued at a price of $0.05 per Unit, for aggregate proceed of $600,000. Each Unit is comprised of one common share in the capital of the Company (each, a “Common Share”) and one transferable common share purchase warrant (each, a “Warrant”). Each Warrant entitles the holder to acquire one additional Common Share of the Company at a price of $0.06 for a period of four (4) years from the closing date of the Offering.

Net proceeds from the Offering will be used for general working capital and allocation of funds toward general corporate purposes.

All securities issued in connection with the Offering are subject to a statutory hold period of four (4) months and one (1) day from the applicable closing date of the Offering, in accordance with applicable Canadian securities laws. No finder fees were paid in connection with the Offering.

As previously disclosed, the Company relied on the exemption set out in Section 4.6(2)(b) of CSE Policy 4 - Corporate Governance, Security Holder Approvals and Miscellaneous Provisions (the "Policy") from the requirement to obtain shareholder approval for the Offering, as the Offering resulted in the of more than 100% of the Company’s issued and outstanding common shares on a fully diluted basis. The Company applied for, and was granted this exemption by the CSE on the basis that: (i) the Company is in financial hardship; (ii) the Company had reached an agreement to complete the Offering; (iii) no Related Persons (as defined in CSE Policy 1) participated in the Offering; and (iv) the Offering has been approved by a majority of the Company’s independent directors.

The securities referred to in this news release have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration under the U.S. Securities Act and applicable state securities laws, unless an exemption from such registration is available. This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the Company and management, as well as financial statements. "United States" and "U.S. person" have the respective meanings assigned in Regulation S under the U.S Securities Act.

About Metasphere Labs Inc.

Metasphere Labs Inc. specializes in integrating blockchain technology into real-world applications, with a focus on environmental sustainability and social impact.

For more information, please contact:
Metasphere Labs Inc.
Francis Rowe, CFO
Email: info@metasphere.earth

Phone: 604-687-2038

Forward-Looking Information

This news release contains "forward-looking statements" in this news release that are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations, or intentions regarding the future. Forward-looking information in this release includes, but is not limited to, statements regarding the intended use of proceeds from the Offering, the Company’s business plans and strategy, and expectations regarding its future operations and financial condition.

Forward-looking statements are based on management’s current expectations, estimates, projections, and assumptions as of the date of this news release. These statements are subject to a number of known and unknown risks, uncertainties, and other factors, many of which are beyond the Company’s control, that may cause actual results or events to differ materially from those expressed or implied in such forward-looking statements. Such risks and uncertainties include, but are not limited to: the risk that the Company may not be able to deploy the proceeds of the Offering as currently intended; ongoing financial and operational risks facing the Company; changes in market, economic, and business conditions; and risks associated with the Company’s existing and planned blockchain, metaverse, and technology-related initiatives.

Although management believes that the assumptions used to develop the forward-looking statements are reasonable, such statements are not guarantees of future performance, and readers are cautioned not to place undue reliance on forward-looking statements. Actual results may differ materially from those anticipated due to a variety of factors, including the risks and uncertainties described in the Company’s continuous disclosure filings available under the Company’s profile on SEDAR+ at www.sedarplus.ca.

Although the Company believes that any beliefs, plans, expectations and intentions contained in this news release are reasonable, there can be no assurance that any such beliefs, plans, expectations or intentions will prove to be accurate. The Company does not assume any liability for disclosure relating to any other company mentioned herein.

SOURCE: METASPHERE LABS INC.