Philadelphia, PA - TheNewswire - August 11, 2023 - VSBLTY Groupe Technologies Corp. (the “Company” or “VSBLTY”) (OTC:VSBGF) (CSE:VSBY) (Frankfurt:5VS), announces that further to its news releases dated July 11, July 21 and July 25, 2023 it has closed the third and final tranche (the “Third Tranche”) of its previously announced non-brokered private placement (the “Private Placement”) offering of units of the Company ("Units") at a price of $0.05 per Unit (the "Offering") for gross proceeds of $329,000. Together with the first and second tranches of the Private Placement, the Company raised, in aggregate, total gross proceeds of approximately $4,172,850 under the Private Placement.

Each Unit issued in the Third Tranche is comprised of one common share in the capital of the Company (a "Share") and one Share purchase warrant (a "Warrant"), with each Warrant entitling the holder thereof to acquire one additional share (a "Warrant Share") at a price of $0.075 per Warrant Share until August 11, 2027. All of the Units issued in the Third Tranche are subject to a statutory hold period until December 12, 2023.

In connection with the Private Placement, the Company paid aggregate finders fees of $124,865 and issued an aggregate of 3,091,900 Share purchase warrants (the “Finders Warrants”) and 900,900 Shares to eligible finders. Each Finders Warrant entitles the holder thereof to acquire one Share at a price of $0.075 per Share for a period of 24 months from the applicable closing date. In addition, the Company paid $45,000 and issued 300,000 Shares as corporate advisory fees in connection with the Private Placement.

The Company intends to use the proceeds of the Private Placement for expanding the Company’s Store as a Medium networks and deployments, expanding commercial operations in Brazil, technology development, expanding security network deployments, general and administrative expenses, and working capital, as more particularly set out in an offering document that is available under the Company's profile at www.sedar.com and at https://vsblty.net/.

On Behalf of the Board of VSBLTY Groupe Technologies Corp.

"Jay Hutton”

CEO & Director

Investor Relations

Harbor Access

Jonathan Paterson, 475-477-9401

Jonathan.Paterson@Harbor-Access.com

Graham Farrell, +1-416-842-9003

Graham.Farrell@Harbor-Access.com

CONTACT: Linda Rosanio, 609-472-0877 

lrosanio@vsblty.net

About VSBLTY (http://vsblty.net/)

Headquartered in Philadelphia, VSBLTY (OTCQB: VSBGF) (CSE: VSBY) (Frankfurt: 5VS) (OTC: VSBGF) (“VSBLTY”) is the world leader in Proactive Digital Display™, which transforms retail and public spaces as well as place-based media networks with SaaS-based audience measurement and security software that uses artificial intelligence and machine learning. Its proprietary technology effectively integrates with other digital retail solutions, including QR codes and mobile applications. The firm is also recognized for its leadership role in the growing Store as a Medium movement that enables brands to reach customers when and where buying decisions are being made while producing a new revenue stream for retailers.

FORWARD LOOKING INFORMATION STATEMENT

This release may contain forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Forward-looking statements may include, without limitation, statements relating to the Private Placement and the use of proceeds therefrom. The forward-looking statements contained in this press release are expressly qualified in their entirety by this cautionary statement. All forward-looking statements in this press release are made as of the date of this press release. The forward-looking statements contained herein are also subject generally to assumptions and risks and uncertainties that are described from time to time in the Company's public securities filings with the Canadian securities commissions. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward looking statements. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

The securities issued pursuant to the Private Placement have not, nor will they be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable exemption from the U.S. registration requirements. This news 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 the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful.

The Canadian Securities Exchange does not accept responsibility for the adequacy or accuracy of this release. The Canadian Securities Exchange has neither approved nor disapproved the contents of this press release.

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