ReGen III closes $600,000 final tranche of financing

Mr. Tony Weatherill reports REGEN III CLOSES OVERSUBSCRIBED PRIVATE PLACEMENT Further to its press releases dated March 4, 2026, March 23, 2026, and March 27, 2026, ReGen III Corp. has closed the third and final tranche of its non-brokered private placement. In connection with the final tranche, the company issued three million units at a price of 20 cents per unit for aggregate gross proceeds of $600,000. Over the course of closing the three tranches of the offering, the company has issued 20,187,860 units for aggregate gross proceeds of $4,037,572. Quote from Tony Weatherill, chief executive officer and president of ReGen III "On behalf of the entire ReGen III team, I want to extend my gratitude to our shareholders for their continued support," stated Mr. Weatherill, CEO and president of ReGen III. "With Middle Eastern energy infrastructure severely impacted by regional conflict, global supplies of Group III base oils have tightened dramatically, driving sharp price increases and exposing vulnerabilities in traditional supply chains. This event underscores the growing importance of ReGen III's circular, domestically sourced base oils. With our balance sheet strengthened, our focus is on near-term commercialization opportunities to capture long-term value in a growing and increasingly strategic market." Private placement details Each unit consists of one common share in the capital of the company and one-half of one common share purchase warrant. Each warrant entitles the holder to purchase an additional share at an exercise price of 30 cents per warrant share for a period of three years from the date of issuance. All securities issued in the final tranche will be subject to a statutory four-month hold period ending Aug. 2, 2026. Concurrent with the closing of the final tranche, the company paid finders' fees of $5,000 in cash, for a total of $80,750 finders' fees related to the offering. ATB Cormark Capital Markets, Canaccord Genuity Corp., Hampton Securities Ltd., Haywood Securities Inc., PowerOne Capital Markets Ltd., and Ullman Wealth Management Inc. acted as finders in connection with a portion of the offering. Wildeboer Dellelce LLP acted as legal counsel to the company. The net proceeds from the offering are intended to be used for working capital, general corporate purposes and the repayment of debt. The closing of the offering is subject to receipt of all necessary regulatory approvals, including final approval by the TSX Venture Exchange. Insiders of the company purchased 2,875,000 units, representing 14.24 per cent of aggregate units issued in the offering, with the associated common shares representing approximately 1.86 per cent of the issued and outstanding common shares following the closing of the final tranche. If their associated warrants are then exercised, the aggregate number of common shares held by insiders would represent approximately 2.62 per cent of the then-issued common shares on a partially diluted basis. The participation by insiders constitutes a related party transaction (as such term is defined in Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions). The company has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party participation in the offering as neither the fair market value (as determined under MI 61-101) of the subject matter of the transaction nor the fair market value of the consideration for the transaction, insofar as it involved the related parties, exceeded 25 per cent of the company's market capitalization (as determined under MI 61-101). About ReGen III Corp. ReGen III is driving a new era in high-performance, sustainable lubricants. Harnessing its patented ReGen technology, the company is commercializing an advanced process to transform used motor oil (UMO) into premium Group II and Group III base oils. These high-quality base oils are essential to high-performance engines, turbines, industrial applications and emerging applications such as data centre dielectric fluids. As a circular technology, the ReGen process is designed to deliver up to 82 per cent lower CO2e (carbon dioxide equivalent) emissions than virgin crude-derived oils combusted at end of life. With the vision of becoming the world's largest producer of sustainable, rerefined Group III base oils, ReGen III is positioning itself at the intersection of the energy transition and the data-driven economy, through the production of circular, domestically sourced Group III base oils. We seek Safe Harbor.