Exhibit 99.1
FEMTO TECHNOLOGIES INC.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED JUNE 30, 2026
(EXPRESSED IN CANADIAN DOLLARS)
(UNAUDITED)
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NOTICE TO READER
Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the condensed consolidated interim financial statements have not been reviewed by an auditor.
The accompanying unaudited condensed consolidated interim financial statements of the Company have been prepared by and are the responsibility of the Company’s management.
The Company’s independent auditors have not audited, reviewed or otherwise attempted to verify the accuracy or completeness of these condensed consolidated interim financial statements. Readers are cautioned that these statements may not be appropriate for their intended purposes.
August 17, 2026
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FEMTO TECHNOLOGIES INC.
Consolidated Interim Statements of the Financial Position
(Expressed in Canadian dollars)
(Unaudited)
| As at | Notes | June 30, 2026 | December 31, 2025 | |||||||
| Assets | ||||||||||
| Cash and cash equivalents | $ | $ | ||||||||
| Trade receivables | ||||||||||
| Other receivables | 3 | |||||||||
| Inventory | ||||||||||
| Prepaid expenses | ||||||||||
| Total Current Assets | ||||||||||
| Equity method investment | 4 | |||||||||
| Intangible assets | 5 | |||||||||
| Property and equipment | ||||||||||
| Total Assets | $ | $ | ||||||||
| Liabilities and Shareholders’ Equity | ||||||||||
| Liabilities | ||||||||||
| Trade payables and accrued liabilities | 6 | $ | $ | |||||||
| Related Parties | 7 | |||||||||
| Deferred revenue | 9 | |||||||||
| Other payables | 5 | |||||||||
| Enhanced voting preference shares | ||||||||||
| Derivative for settlement agreement | ||||||||||
| Total Current Liabilities | ||||||||||
| Derivative warrants liabilities | ||||||||||
| Liabilities for employee benefits | ||||||||||
| Total Liabilities | $ | $ | ||||||||
| Shareholders’ equity | ||||||||||
| Share capital | 8 | $ | $ | |||||||
| Share-based payment reserve | ||||||||||
| Translation differences reserve | ( | ) | ( | ) | ||||||
| Capital reserve for re-measurement of defined benefit plan | ||||||||||
| Accumulated Deficit | ( | ) | ( | ) | ||||||
| Total Shareholders’ equity | $ | $ | ||||||||
| Total Liabilities and Shareholders’ Equity | $ | $ | ||||||||
Nature of operations and going concern (Note 1)
These condensed consolidated interim financial statements were approved for issue by the Board of Directors on August 17, 2026 and signed on its behalf by:
| “Yftah Ben Yaackov” | “Gabi Kabazo” | |
| Director | Director |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
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FEMTO TECHNOLOGIES INC.
Consolidated Interim Statements of Loss and Comprehensive Loss
(Expressed in Canadian dollars)
(Unaudited)
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||
| For the | Notes | 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Revenue | 13 | $ | $ | $ | $ | |||||||||||||
| Cost of revenue | 6,14 | ( | ) | ( | ) | ( | ) | ( | ) | |||||||||
| Gross profit | ||||||||||||||||||
| Consulting and marketing | ||||||||||||||||||
| Research and development | ||||||||||||||||||
| Depreciation and amortization | 6 | |||||||||||||||||
| Share-based compensation | ||||||||||||||||||
| General and admin expenses | ||||||||||||||||||
| Professional fees | ||||||||||||||||||
| Loss before other income (expense) | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||||
| Other income (expense) | ||||||||||||||||||
| Gain from warrants revaluation | 10 | |||||||||||||||||
| Loss from settlement agreement revaluation | ( | ) | ( | ) | ||||||||||||||
| Foreign exchange gain (loss) | ( | ) | ( | ) | ||||||||||||||
| Finance income, net | ||||||||||||||||||
| Income (loss) before tax | $ | ( | ) | $ | $ | ( | ) | $ | ||||||||||
| Tax expense | ( | ) | ( | ) | ||||||||||||||
| Income (loss) for the period | $ | ( | ) | $ | $ | ( | ) | $ | ||||||||||
| Other comprehensive income (loss) | ||||||||||||||||||
| Items that may be reclassified to profit or loss | ||||||||||||||||||
| Remeasurement of a defined benefit plan, net | ||||||||||||||||||
| Exchange differences on translation of foreign operations | $ | $ | ( | ) | $ | $ | ( | ) | ||||||||||
| Other comprehensive income (loss) for the period | $ | $ | ( | ) | $ | $ | ( | ) | ||||||||||
| Total comprehensive income (loss) | $ | ( | ) | $ | $ | ( | ) | $ | ||||||||||
| Income (loss) per share – basic and diluted* | $ | ) | $ | $ | ) | $ | ||||||||||||
| Weighted average shares outstanding – basic and diluted | ||||||||||||||||||
| * |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
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FEMTO TECHNOLOGIES INC.
Consolidated Interim Statements of Changes in Shareholders’ Equity (Deficit)
(Expressed in Canadian dollars)
(Unaudited)
Number of shares* | Share capital | Translation differences reserve | Share-based payment reserve | Capital reserve for re-measurement of defined benefit plan | Accumulated Deficit | Total | ||||||||||||||||||||||
| $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||
| Balance at January 1, 2025 | ( | ) | ( | ) | ||||||||||||||||||||||||
| Shares, pre-funded warrants and warrants issued for cash, net | ||||||||||||||||||||||||||||
| Allocation to derivative warrants liabilities | - | ( | ) | ( | ) | |||||||||||||||||||||||
| Shares issued for cashless exercise of warrants | ||||||||||||||||||||||||||||
| Profit for the period | - | |||||||||||||||||||||||||||
| Shares issued pursuant to a Settlement agreement | ||||||||||||||||||||||||||||
| Shares issued for services | ||||||||||||||||||||||||||||
| Share-based payments | ( | ) | ||||||||||||||||||||||||||
| Share repurchase | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||
| Other comprehensive loss for the period | - | ( | ) | ( | ) | |||||||||||||||||||||||
| Balance at June 30, 2025 | ( | ) | ( | ) | ||||||||||||||||||||||||
| Balance at January 1, 2026 | ( | ) | ( | ) | ||||||||||||||||||||||||
| Shares issued for acquisition of Gilad R.G. Planning and Implementation of Technologies and Software 2025 Ltd. (See Note 4) | ||||||||||||||||||||||||||||
| Share-based payments | ( | ) | ||||||||||||||||||||||||||
| Loss for the period | - | ( | ) | ( | ) | |||||||||||||||||||||||
| Other comprehensive loss for the period | - | |||||||||||||||||||||||||||
| Balance at June 30, 2026 | ( | ) | ( | ) | ||||||||||||||||||||||||
| * |
The accompanying notes are an integral part of these condensed consolidated financial statements.
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FEMTO TECHNOLOGIES INC.
Consolidated Interim Statements of Cash Flows
For the six months ended June 30, 2026 and 2025
(Expressed in Canadian dollars)
(Unaudited)
| As at | June 30, 2026 | June 30, 2025 | ||||||
| Operating activities: | ||||||||
| Profit (loss) for the period | $ | ( | ) | $ | ||||
| Items not involving cash: | ||||||||
| Finance expense | ||||||||
| Share-based compensation | ||||||||
| Depreciation | ||||||||
| Loss (gain) from revaluation of settlement agreement | ( | ) | ||||||
| Change in benefits to employees | ||||||||
| Loss (gain) from revaluation of warrants | ( | ) | ||||||
| Unrealized foreign exchange loss (gain) | ( | ) | ||||||
| Changes in non-cash working capital items: | ||||||||
| Trade receivables | ( | ) | ||||||
| Other receivables | ( | ) | ||||||
| Trade payables and accrued liabilities | ( | ) | ( | ) | ||||
| Inventory | ( | ) | ||||||
| Deferred revenue | ( | ) | ( | ) | ||||
| Prepaid expenses | ( | ) | ( | ) | ||||
| Related parties | ||||||||
| Net cash used in operating activities | ( | ) | ( | ) | ||||
| Investing activities: | ||||||||
| Purchase of property and equipment | ( | ) | ( | ) | ||||
| Investment accounted for using the equity method | ( | ) | ||||||
| Net cash used in investing activities | ( | ) | ( | ) | ||||
| Financing activities: | ||||||||
| Share repurchase | ( | ) | ||||||
| Proceeds from public offering, net | ||||||||
| Receipt of loans | ||||||||
| Repayment of long-term loan | ( | ) | ||||||
| Net cash provided by financing activities | ||||||||
| Net Increase (decrease) in cash | $ | ( | ) | $ | ||||
| Effect of foreign exchange rate changes on cash | ( | ) | ||||||
| Cash at beginning of period | ||||||||
| Cash at end of period | $ | $ | ||||||
| Supplemental disclosure of cash flow information | ||||||||
| Cash paid during the period for interest | $ | $ | ||||||
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
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FEMTO TECHNOLOGIES INC.
Notes to the Condensed Consolidated Interim Financial Statements
For the six months ended June 30, 2026
(Expressed in Canadian dollars)
(Unaudited)
NOTE 1 – NATURE OF OPERATIONS AND GOING CONCERN
Femto Technologies Inc. (Formerly known as BYND Cannasoft Enterprises Inc.) (the “Company” or “Femto”) is a Canadian company which was amalgamated under the Business Corporations Act (British Columbia) on March 29, 2021. The Company’s registered address is 2264 East 11th Avenue, Vancouver, Canada.
The Company currently operates only in Israel and through its subsidiaries develops, markets and sells a proprietary client relationship management software known as “Benefit CRM” and in addition the Company has developed the Sensera device (formerly the EZ-G device), a unique, patent pending device that, combined with proprietary software (provisional application), regulates the flow of lubricants and oils into the soft tissues of the female sexual organs.
On March 29, 2021, the Company completed the business combination transactions with BYND – Beyond Solutions Ltd. (“BYND”). As a result of the business combination transactions, BYND became a wholly owned subsidiary of the Company. This transaction is accounted for as a reverse asset acquisition of the Company by BYND (“RTO”).
On March 29, 2021, BYND completed the share exchange agreement with B.Y.B.Y. As a result of the share exchange agreement, BYND holds % ownership interest in B.Y.B.Y. One of the former shareholders holds the remaining % ownership interest in B.Y.B.Y. in trust for BYND, for the purpose to comply with Israeli Cannabis Laws regarding the ownership of medical cannabis license rights This transaction was accounted for as asset acquisition according to IFRS 2 Share-based Payment.
On September 22, 2022, the Company and the former shareholder of Zigi Carmel Initiatives and Investments Ltd. (“ZC”) entered into a share exchange agreement, whereby the Company would acquire % ownership interest in ZC from the former shareholder in exchange for subordinate voting shares ( subordinate voting shares post reverse splits) of the Company. The share exchange agreement was executed and fully completed on September 22, 2022.
Effective July 22, 2024, the Company changed its name to Femto Technologies Inc.
Reverse stock splits
On
April 17, 2025, the Company announced a
All shares, stock options, share purchase warrants, RSU’s and per share information in these consolidated financial statements have been restated to reflect the reverse stock splits on a retroactive basis.
The Lion’s Roar Operation
On February 28, 2026, after the reporting date, “The Lion’s Roar Operation” (the “Operation”) commenced, a joint military operation by the United States and Israel involving attacks in Iran.
In response, Iran launched ballistic missiles and unmanned aerial vehicles (UAVs) toward Israel and certain states in the Persian Gulf region. These events have resulted in civilian casualties and property damage in Israel. Additionally, Hezbollah, a terrorist organization in Lebanon, joined the attacks against Israel and Israel has started military operations in Lebanon.
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FEMTO TECHNOLOGIES INC.
Notes to the Condensed Consolidated Interim Financial Statements
For the six months ended June 30, 2026
(Expressed in Canadian dollars)
(Unaudited)
NOTE 1 – NATURE OF OPERATIONS AND GOING CONCERN (continued)
Following the commencement of the Operation, Israel’s Home Front Command announced a “special home front situation” and updated safety guidelines that include, among other measures, restrictions on passenger flights, limitations on gatherings, broad reserve recruitment, and temporary closure of certain businesses, which has contributed to a partial reduction in economic activity.
Since this is an event beyond the Company’s control and characterized by uncertainty, in particular as to when the Operation will end, as of the approval date of these consolidated financial statements, the Company is unable to predict the intensity of the impact of the Operation on the Company’s financial condition and the results of BYND operations.
As of the date of approval of these consolidated financial statements, a ceasefire has been announced. While this development may contribute to a gradual easing of certain restrictions and a recovery in economic activity, significant uncertainty remains regarding the stability of the ceasefire and the potential for renewed escalation. Accordingly, the ultimate impact of the operation and related developments on the Company’s financial condition and results of operations remains uncertain, and the Company continues to monitor the situation closely.
Going Concern
During
the six months ended June 30, 2026, the Company incurred a net loss of $
On
February 28, 2025, the Company completed the transactions contemplated under a securities purchase agreement (the “Purchase Agreement”)
with institutional investors for the purchase and sale of subordinate voting shares and warrants at a price of US$ per subordinate
voting unit for total consideration of approximately US$
The Company plans to invest in marketing and sales efforts for the Sensera device, reduce expenses of research and development and maintain other expenditures at the same level compared to the year ended December 31, 2025.
The
Company has $
foreseeable future.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND USE OF ESTIMATES AND JUDGMENTS
| a. | Basis of presentation and statement of compliance |
These condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and interpretations of the International Financial Reporting Issues Committee (“IFRIC”) applicable to the preparation of interim financial statements, including International Accounting Standard (“IAS”) 34 Interim Financial Reporting.
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FEMTO TECHNOLOGIES INC.
Notes to the Condensed Consolidated Interim Financial Statements
For the six months ended June 30, 2026
(Expressed in Canadian dollars)
(Unaudited)
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND USE OF ESTIMATES AND JUDGMENTS (continued)
The notes presented in these condensed consolidated interim financial statements include only significant events and transactions occurring since the Company’s last fiscal year end and they do not include all of the information required in the Company’s most recent annual consolidated financial statements. Except as noted below, these condensed consolidated interim financial statements follow the same accounting policies and methods of application as the Company’s annual financial statements and should be read in conjunction with the Company’s annual financial statements for the year ended December 31, 2025, which were prepared in accordance with IFRS as issued by IASB. There have been no significant changes in judgement or estimates from those disclosed in the consolidated financial statements for the year ended December 31, 2025.
| b. | Basis of Consolidation |
The condensed consolidated interim financial statements incorporate the financial statements of the Company and of its wholly owned subsidiaries, BYND, Zigi Carmel and B.Y.B.Y.. B.Y.B.Y is owned directly through BYND and % of the shares of B.Y.B.Y. are held by a related party in trust for the Company for the purpose to comply with Israeli Cannabis Laws regarding the ownership of medical cannabis license rights.
A subsidiary is an entity over which the Company has control, directly or indirectly, where control is defined as the power to govern the financial and operating policies of an enterprise so as to obtain benefits from its activities.
A subsidiary is consolidated from the date upon which control is acquired by the Company and all intercompany transactions and balances have been eliminated on consolidation.
| c. | Basis of Measurement |
The condensed consolidated interim financial statements were prepared based on the historical costs, except for financial instruments classified as fair value through profit and loss (“FVTPL”) and assets or liabilities for employee benefits, which are stated at their fair value. In addition, these financial statements have been prepared using the accrual basis of accounting, except for cash flow information.
| d. | Currency of Operation and Currency of Presentation |
The condensed consolidated interim financial statements are presented in Canadian dollars. The functional currency of the Company is US dollars, and the functional currency of its subsidiaries is the New Israeli Shekel (“NIS”). NIS represents the main economic environment in which the subsidiaries operate.
| e. | Significant estimates and assumptions |
The preparation of these condensed consolidated interim financial statements in accordance with IFRS requires the Company to use judgment in applying its accounting policies and make estimates and assumptions about reported amounts at the date of the financial statements and in the future. The Company’s management reviews these estimates and underlying assumptions on an ongoing basis, based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Revisions to estimates are adjusted for prospectively in the period in which the estimates are revised.
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FEMTO TECHNOLOGIES INC.
Notes to the Condensed Consolidated Interim Financial Statements
For the six months ended June 30, 2026
(Expressed in Canadian dollars)
(Unaudited)
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND USE OF ESTIMATES AND JUDGMENTS (continued)
| e. | Significant estimates and assumptions (continued) |
Income taxes
Provisions for income taxes are made using the best estimate of the amount expected to be paid based on a qualitative assessment of all relevant factors. The Company reviews the adequacy of these income tax provisions at the end of each reporting period. However, it is possible that at some future date an additional liability could result from audits by tax authorities. Where the final outcome of these tax-related matters is different from the amounts that were initially recorded, such differences will affect the tax provisions in the period in which such determination is made. Deferred tax assets are recognized when it is determined that the company is likely to recognize their recovery from the generation of taxable income.
Useful lives of property and equipment
Estimates of the useful lives of property and equipment are based on the period over which the assets are expected to be available for use. The estimated useful lives are reviewed annually and are updated if expectations differ from previous estimates due to physical wear and tear, technical or commercial obsolescence, and legal or other limits on the use of the relevant assets. In addition, the estimation of the useful lives of the relevant assets may be based on internal technical evaluation and experience with similar assets. It is possible, however, that future results of operations could be materially affected by changes in the estimates brought about by changes in the factors mentioned above. The amounts and timing of recorded expenses for any period would be affected by changes in these factors and circumstances. A reduction in the estimated useful lives of the equipment would increase the recorded expenses and decrease the non-current assets.
Convertible debentures
The identification of convertible note components is based on interpretations of the substance of the contractual arrangement and therefore requires judgement from management. The separation of the components affects the initial recognition of the convertible debenture at issuance and the subsequent recognition of interest on the liability component. The determination of the fair value of the liability is also based on a number of assumptions, including contractual future cash flows, discount rates and the presence of any derivative financial instruments.
Other Significant Judgments
The preparation of financial statements in accordance with IFRS requires the Company to make judgments, apart from those involving estimates, in applying accounting policies. The most significant judgments in applying the Company’s financial statements include:
| ● | the assessment of the Company’s ability to continue as a going concern and whether there are events or conditions that may give rise to significant uncertainty; |
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FEMTO TECHNOLOGIES INC.
Notes to the Condensed Consolidated Interim Financial Statements
For the six months ended June 30, 2026
(Expressed in Canadian dollars)
(Unaudited)
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND USE OF ESTIMATES AND JUDGMENTS (continued)
| e. | Significant estimates and assumptions (continued) |
| ● | the classification of financial instruments; | |
| ● | the assessment of revenue recognition using the five-step approach under IFRS 15 and the collectability of amounts receivable; and | |
| ● | the determination of the functional currency of the company. |
NOTE 3 – OTHER RECEIVABLES
| June 30, 2026 | December 31, 2025 | |||||||
| Income tax advances | ||||||||
| Interest receivable | ||||||||
| Due from shareholders | ||||||||
| $ | $ | |||||||
NOTE 4 – EQUITY METHOD INVESTMENT
On March 27, 2026, the Company entered into a share purchase agreement (the “Share Purchase Agreement”) with Gilad R.G. Planning and Implementation of Technologies and Software 2025 Ltd. (“Gilad”) and its shareholder (the “Vendor”), to acquire an equity interest in Gilad (the “Acquisition”) in order to strengthen the field of software services provided by Femto through its subsidiary, BYND – Beyond Solutions Ltd., and in order to remain relevant in light of the significant changes that the software field is undergoing due to the prevalence of artificial intelligence engines.
Pursuant to the Acquisition, Femto acquired:
1.
from Gilad, previously unissued common shares of Gilad (the “Gilad Shares”) for a total purchase price of US$
2. from the Vendor, Gilad Shares in consideration for:
a.
the payment to the Vendor of the sum of US$
b. the issuance to the Vendor of subordinate voting shares in the capital of Femto (the “Subordinate Voting Shares”) at deemed price of US$ per Subordinate Voting Share (the “Payment Shares”), being the volume weighted daily average market price of the Subordinate Voting Shares for the 30 trading days preceding the date of the Share Purchase Agreement.
Upon
closing of the Acquisition on March 30, 2026, (the “Closing”), Femto held
Management has determined that it has significant influence over Gilad and accordingly accounts for its investment under the equity method.
As
of June 30, 2026, the company owes US$
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FEMTO TECHNOLOGIES INC.
Notes to the Condensed Consolidated Interim Financial Statements
For the six months ended June 30, 2026
(Expressed in Canadian dollars)
(Unaudited)
NOTE 5 – INTANGIBLE ASSETS
The Company’s intangible assets relate to 2 patents pending for the Sensera device.
The
Patents include the fair value attributed to the Patents upon the acquisition of ZC of $
The
Company considered indicators of impairment at December 31, 2025. The Company recorded impairment loss during the year ended December
31, 2025, for the patents pending since the recoverable amount is lower than the carrying amount. The recoverable amount of the CGU was
determined using fair value less costs to sell based on a third-party valuation. The valuation used a market approach with Level 2 inputs,
including recent comparable transactions and observable market data. Costs of disposal were estimated at
| Software | Patents Pending | Total | ||||||||||
| Cost | ||||||||||||
| Balance, December 31, 2024 | $ | $ | $ | |||||||||
| Additions | ||||||||||||
| Impairments | ( | ) | ( | ) | ||||||||
| Translation differences | ||||||||||||
| Balance, December 31, 2025 | ||||||||||||
| Additions | ||||||||||||
| Translation differences | ||||||||||||
| Balance, June 30, 2026 | $ | $ | ||||||||||
| Accumulated depreciation | ||||||||||||
| Balance, December 31, 2024 | $ | $ | ||||||||||
| Depreciation | ||||||||||||
| Translation differences | ||||||||||||
| Balance, December 31, 2025 | ||||||||||||
| Depreciation | ||||||||||||
| Balance, June 30, 2026 | $ | $ | ||||||||||
| Net book value | ||||||||||||
| At December 31, 2025 | $ | $ | ||||||||||
| At June 30, 2026 | $ | $ | ||||||||||
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FEMTO TECHNOLOGIES INC.
Notes to the Condensed Consolidated Interim Financial Statements
For the six months ended June 30, 2026
(Expressed in Canadian dollars)
(Unaudited)
NOTE 6 – TRADE PAYABLES AND ACCRUED LIABILITIES
| June 30, 2026 | December 31, 2025 | |||||||
| Trades payables | $ | $ | ||||||
| VAT, income and dividend taxes payable | ||||||||
| Salaries payable | ||||||||
| $ | $ | |||||||
NOTE 7– RELATED PARTY TRANSACTIONS BALANCES
Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that key management personnel consist of members of the Company’s Board of Directors and corporate officers. The remuneration of directors and key management personnel, not including normal employee compensation, made during the six months ended June 30, 2026, and the six months ended June 30, 2025, is set out below:
| June 30, 2026 | June 30, 2025 | |||||||
| salary (cost of sales) | ||||||||
| consulting (research and development) | ||||||||
| consulting (professional fees) | ||||||||
| share based payments | ||||||||
| salary (general and administrative expenses) | ||||||||
| $ | $ | |||||||
As
at June 30, 2026, $
As
at June 30, 2026, $
Authorized
Unlimited number of subordinate voting shares without par value.
Issued
As at June 30, 2026, subordinate voting shares were issued and outstanding.
During the six months ended June 30, 2026
On March 30, 2026, the Company issued subordinate voting shares to the Vendor (See note 4)
On April 9, 2026, the Company issued subordinate voting shares to directors of the Company following the vesting of RSU’s.
| -13- |
FEMTO TECHNOLOGIES INC.
Notes to the Condensed Consolidated Interim Financial Statements
For the six months ended June 30, 2026
(Expressed in Canadian dollars)
(Unaudited)
NOTE 8 – SHARE CAPITAL (continued)
During the six months ended June 30, 2025
On January 3, 2025, the Company issued subordinate voting shares ( subordinate voting shares post reverse split) following the exercise of B warrants.
On January 6, 2025, the Company issued subordinate voting shares ( subordinate voting shares post reverse split) following the exercise of B warrants.
On February 7, 2025, the Company issued subordinate voting shares subordinate voting shares post reverse split) to directors and consultants of the Company following the vesting of RSU’s.
On February 25, 2025, the Company issued subordinate voting shares ( subordinate voting shares post reverse split) following the exercise of B warrants and subordinate voting shares ( subordinate voting shares post reverse split) following the exercise of A warrants.
On February 28, 2025, the Company announced the closing of a Private Placement with gross proceeds to the Company of approximately of $ before deducting Agent placement commission and other expenses paid by the Company in the amount of $, totaling in a net amount of $. Pursuant to the Private Placement, The Company issued subordinate voting shares ( subordinate voting shares post reverse split), Pre-Funded Warrants, series A warrants and series B warrants. See note 10 for a discussion of the terms of the series A and B warrants.
On April 21, 2025, the Company issued subordinate voting shares ( subordinate voting shares post reverse split) to directors following the vesting of RSU’s.
On April 22, 2025, the Company issued subordinate voting shares to its C.E.O.
On April 25, 2025, the Company issued subordinate voting shares to directors and consultants following the vesting of RSU’s.
From April 10, 2025 and until April 24, 2025, the Company issued subordinate voting shares following the exercise of Pre-Funded Warrants and Series B Warrants that were exercised in alternative cashless method.
During the six-month period ended June 30, 2025, the Company repurchased subordinate voting shares for $ and returned them to treasury.
Stock options
The Company has a stock option plan to grant incentive stock options to directors, officers, employees and consultants. Under the plan, the aggregate number of subordinate voting shares that may be subject to option at any one time may not exceed 30% of the issued subordinate voting shares of the Company as of that date, including options granted prior to the adoption of the plan. The exercise price of these options is not less than the Company’s closing market price on the day prior to the grant of the options. Options granted .
As of June 30, 2026, and 2025 there were stock options outstanding.
NOTE 9 – REVENUE AND DEFERRED REVENUE
| June 30, 2026 | June 30, 2025 | |||||||
| Software development | $ | $ | ||||||
| Sensera devices and capsules | ||||||||
| Software license | ||||||||
| Software supports | ||||||||
| Cloud hosting | ||||||||
| Others | ||||||||
| $ | $ | |||||||
| -14- |
FEMTO TECHNOLOGIES INC.
Notes to the Condensed Consolidated Interim Financial Statements
For the six months ended June 30, 2026
(Expressed in Canadian dollars)
(Unaudited)
NOTE 9 – REVENUE AND DEFERRED REVENUE (continued)
The Company recognized revenues from contracts with customers in accordance with the following timing under IFRS 15:
| June 30, 2026 | June 30, 2025 | |||||||
| Revenue recognized over time | $ | $ | ||||||
| Revenue recognized at a point of time | ||||||||
| $ | $ | |||||||
Deferred revenue represents contract liabilities for customer payments received related to services yet to be provided subsequent to the reporting date. Significant changes in deferred revenue are as follows:
| June 30, 2026 | December 31, 2025 | |||||||
| Deferred revenue, beginning | $ | $ | ||||||
| Customer payments received attributable to contract liabilities for unearned revenue | ||||||||
| Revenue recognized from fulfilling contract liabilities | ( | ) | ( | ) | ||||
| Deferred revenue, ending | $ | $ | ||||||
The
Company derives significant revenues from one customer, which exceeds 10% of total revenues. Revenues earned from that customer were
NOTE 10 – COST OF REVENUE
Cost of revenue incurred are comprised of the following:
| June 30, 2026 | June 30, 2025 | |||||||
| Salaries and benefits | $ | $ | ||||||
| Sensera costs | ||||||||
| Subcontractors | ||||||||
| Software and other | ||||||||
| Depreciation | ||||||||
| $ | $ | |||||||
| -15- |