Railtown AI closes $3.4-million private placement

Executive Summary

• Railtown AI Technologies Inc. has closed a fully subscribed, non-brokered private placement raising $3.4 million in gross proceeds.
• The company issued 11,333,334 units at a price of $0.30 per unit, with each unit comprising one common share and a half-warrant.
• Net proceeds are designated for general working capital purposes.

Key Details

• Gross Proceeds: $3,400,000
• Price Per Unit: $0.30
• Total Units Issued: 11,333,334
• Unit Composition: Each unit consists of one common share and one-half of one common share purchase warrant.
• Warrant Terms (Investors): Each warrant entitles the holder to acquire one additional share at an exercise price of $0.45 per share for a period of 18 months.
• Finder’s Commissions: Aggregate cash commissions of $160,000 paid to eligible arm's-length finders, representing 8% of gross proceeds from introduced purchasers.
• Finder’s Warrants: An aggregate of 533,333 non-transferable common share purchase warrants issued to finders (8% of units sold to introduced purchasers).
• Finder’s Warrant Terms: Each finder's warrant entitles the holder to acquire one share at an exercise price of $0.30 per share for a period of 18 months from issuance.
• Hold Period: All securities are subject to a standard hold period of four months and one day under Canadian securities laws.
• Use of Proceeds: General working capital purposes.
• Acceleration Clause: Warrants are subject to acceleration in certain limited circumstances as detailed in a prior news release dated Feb. 9, 2026.