VIPZ · VIP Play, Inc. · Exempt Offerings

Substantial doubt about the company's ability to continue as a going concern.

“As of June 30, 2026, the Company had an accumulated deficit of $72.6 million, a working capital deficit of $41.3 million, incurred a net loss of $9.5 million and negative cash flows from operating activities of $8.9 million for the year ended June 30, 2026. These conditions raise substantial doubt about the Company's ability to continue as a going concern within one year after the date these consolidated financial statements are issued. Management's plans to address these conditions include continuing to obtain financing through related-party credit facilities and debt and equity financings, pursuing strategic partnerships, and advancing the development and commercialization of its artificial intelligence ("AI") technologies and related products. Management also continues to evaluate opportunities to reduce operating costs and improve liquidity. There can be no assurance that the Company's plans will be successfully implemented or that additional financing will be available on acceptable terms, if at all. Accordingly, substantial doubt about the Company's ability to continue as a going concern has not been alleviated.”