Tiny Announces Issuer Bid for Convertible Debentures

Victoria, British Columbia--(Newsfile Corp. - February 5, 2026) - Tiny Ltd. (TSX: TINY) ("Tiny" or the "Company"), a Canadian technology holding company that acquires wonderful businesses for the long term, announces the launch, as of the date hereof, of its previously announced issuer bid (the "Offer"), pursuant to which Tiny will purchase for cancellation up to all of its issued and outstanding secured convertible debentures due May 12, 2030 (the "Debentures") from the holders thereof (each, a "Debentureholder").

Debentureholders who validly tender and do not withdraw their Debentures under the Offer will receive aggregate consideration comprising, for each $1,000 of principal amount of Debentures taken-up by the Company: (i) subject to compliance with applicable securities laws, an aggregate of 12.5 Class A common share purchase warrants (each whole warrant, a "Warrant"); and $1,181.73 in cash plus interest accrued on the Debentures up to the day that is three days prior to the payment date (the "Cash Consideration"). Each Warrant will entitle the holder thereof to acquire one Class A common share in the capital of the Company (each, a "Warrant Share") at a price of $12.00 per Warrant Share for a period of five (5) years following the date of issuance. All amounts are denominated in Canadian dollars.

The Offer will provide Debentureholders with the opportunity to realize immediate liquidity for their Debentures through the receipt of the Cash Consideration, while also allowing them to participate in the potential future value creation of the Company through their ownership of the Warrants.

The Offer commences today and expires on March 12, 2026 at 5:00 p.m. (Toronto time) (the "Expiry Time"), unless terminated, extended or varied by the Company. Assuming that (i) the Offer is not withdrawn by the Company, (ii) the Expiry Time is not terminated, extended or varied by the Company, and (iii) all the conditions to the Offer are complied with (or waived), it is expected that the Debentures tendered under Offer will be taken-up and paid for by the Company as soon as practicable after the Expiry Time, and, in any event, within 10 days after the Expiry Time (the "Closing Date"). The Offer is conditional upon certain conditions, including the closing of a concurrent private placement by the Company (the "Bond Offering") of up to US$110,000,000 of fixed rate senior secured bonds due in 2031. The Company intends to use the net proceeds from the Bond Offering to re-finance its existing debt, including the Cash Consideration for the repurchase of the Debentures under the Offer. The Company reserves the right, subject to applicable laws, to withdraw or amend the Offer, at any time prior to the closing of the Offer.