Birchtree Investments Ltd. (CNSX:BRCH) executed a non-binding term sheet to acquire 50% stake in Digital Motion Corporation for $10 million on December 30, 2025. The consideration consists of common equity of Birchtree Investments Ltd. having a value of $10 million to be issued for common equity of Digital Motion Corporation. Based on the Consideration Shares being issued at CAD$0.20 per share and the Bank of Canada daily exchange rate as of December 24, 2025, subsequent to the proposed Transaction, the shareholders of Digital Motion will hold approximately 32.8% of the total issued and outstanding Birchtree Shares and existing shareholders of Birchtree will hold approximately 67.2% of the total issued and outstanding Birchtree Shares.

Closing of the Transaction is subject to execution of a definitive agreement in respect of the Transaction, satisfactory due diligence by each of the parties, receipt of all required third party, regulatory, stock exchange, board and shareholder approvals for the Transaction, including the approval of the CSE, and Birchtree having a net working capital position of not less than CAD$200,000.