Frequency Exchange arranges $1.5M private placement

Mr. Stephen Davis reports FREQUENCY EXCHANGE ANNOUNCES PRIVATE PLACEMENT Frequency Exchange Corp. has arranged a private placement of up to six million units at a price of 25 cents per unit for gross proceeds of up to $1.5-million. Each unit comprises one common share and one common share purchase warrant having an exercise price of 40 cents per warrant and a term of 24 months from the date of closing of the private placement. In the event that during the 24 month period following the closing date, the volume-weighted average trading price of the common shares on the TSX Venture Exchange is at least 70 cents per common share for any period of 10 consecutive trading days, the company may, at its sole option, accelerate the expiry date of warrants to the date that is not less than 21 days following the date upon which notice of the accelerated expiry date is provided by the company by way of news release. Finders' fees of up to 8 per cent cash and 8 per cent finder warrants, having the same terms as the warrants, may be paid if applicable in respect of the private placement closing. The private placement is subject to TSX-V approval, and all securities issued will be subject to a four-month hold period. The capital will be used to expand the company's team, cover general operating costs, provide a technology upgrade, pay down accrued debt, and support marketing initiatives in both the consumer and public markets. Capital will also purchase increased inventory prompted by greater demand following the expansion of Fremedica patented technology rights to include all general wellness markets for wearables for humans and animals worldwide. All terms remain the same. Stephen Davis, chairman of Frequency Exchange, commented: "The funds currently being raised will advance the company on many levels. Continuing to expand our team is critical to strengthening our marketing effort in support of the rapid growth we anticipate. The expansion of these exclusive rights provides the ability to partner with other groups to combine our technology with their own or license to third parties. With this potential, and in the light of present success, having a world exclusive licence will increase revenues significantly. We can now provide one million Nikkis every 90 to 120 days. We are poised for growth and cleared to sell in the United States, Europe, United Kingdom, Middle East, Australia and Asia. About Frequency Exchange Corp. Based in British Columbia, Canada, Frequency Exchange is publicly traded under the trading symbols FREQ on the TSX-V and FRECF on the OTC (over-the-counter) market. Frequency Exchange acquired Fremedica Technologies Inc. in 2022. Fremedica is now a wholly owned and operating subsidiary of Frequency Exchange. Fremedica's business is focused on the development and wellness programs. Nikki means "victor of the people," bringing wellness programs to all walks of life. Fremedica began with the development of a specialized Lyme support program designed to help people struggling with Lyme disease. Now, Fremedica, through Nikki, delivers wellness programs to assist with issues including sleep, pain, energy, immunity and many more. Nikki delivers wellness programs to restore and improve communication in the network of trillions of cells that make up the human body. Strong cell communication is essential to good health. Health can be disrupted by physical, mental and emotional trauma. For example, poor sleep can be a symptom of pain, stress and fatigue stemming from poor cell communication. Nikki delivers specific frequencies into the body for the purpose of restoring proper cell function. Categories of wellness programs continue to grow. The Nikki wellness technology, combined with frequency-based wellness programs, is the result of years of development and experimentation with advanced bioenergetic technology. In third party quality-of-life testing over an eight-week period, Nikki proved to provide an unprecedented level of benefits ranging from better sleep and reduced pain to less anxiety and greater energy, with 90 per cent of the test subjects experiencing improvement in overall wellness. We seek Safe Harbor.