Nuran Wireless closes $1.5-million private placement

Mr. Francis Letourneau reports NURAN CLOSES PRIVATE PLACEMENT OF SHARES WHILE IT CONTINUES NEGOTIATIONS TO REPLACE OR RESTRUCTURE ITS CURRENT DEBT Nuran Wireless Inc. has closed a non-brokered private placement financing for gross proceeds of $1.5-million through the issuance of 30 million common shares of the company at a price of five cents per share. The proceeds raised from the private placement will be used by the company for working capital purposes and payment of all outstanding short-term promissory notes issued from April to August, 2025. The cash flow from the company's African operations is allocated to site maintenance, upgrades and deployments. Additionally, due to delays in accessing funds from its $5-million (U.S.) facility, this private placement addresses the company's short-term financial requirements. The common shares issued under the private placement are subject to a statutory hold period expiring Dec. 26, 2025. Further to the company's news release dated July 18, 2025, the company is negotiating with its current debt holders and with new potential institutional investors and lenders to raise additional operating funds to potentially restructure or replace much of its outstanding current debt instruments with better terms and provide the company with additional working capital. The company is pursuing two main tracks broadly to include either 1) replacing the existing debt with longer-term, non-convertible or hybrid instruments or 2) a debt for equity swap which would replace debt with equity on the company's balance sheet. The company's negotiations with the new potential institutional lenders and investors are continuing and include governmental agencies that require sufficient time to complete their process. This first option might also include other private lenders and investors who know the company well and are working in parallel. Current debt holders are an integral part of the process and terms of potential repayment, conversion and writeoff, or a combination of these, is being discussed. The second option includes a potential restructuring of most of their outstanding current debt instruments with significantly better terms which to allow the company to reduce their interest obligations and clean up its balance sheet. Both proposals would include additional tranches of the private placement to raise cash and achieve a more streamlined capital structure suited to future fundraising and value creation. The company decided to close this private placement at this time to ensure that it has sufficient working capital for the duration of the discussions. Any elements of the proposals that require shareholder approval will be included in the company's information circular for its annual general and special shareholders meeting to be held on Sept. 30, 2025, which will be mailed in the coming days. The company will provide an update if and when terms have been settled. About Nuran Wireless Inc. Nuran Wireless is a leading rural telecommunications company that meets the growing demand for wireless network coverage in remote and rural regions around the globe. With its affordable and innovative scalable solutions of 2G, 3G and 4G technologies, Nuran Wireless offers a new possibility for more than one billion people to communicate effectively over long distances efficiently and affordably. We seek Safe Harbor.