Agereh Announces Closing of Non-brokered Private Placement

Executive Summary

• Agereh Technologies Inc. closed its previously announced non‑brokered private placement, issuing 6,409,259 units at $0.0675 per unit for total gross proceeds of $432,624.98.
• Each unit consists of one common share and one warrant exercisable at $0.09 per share until November 18, 2027.
• Proceeds will be used for general corporate expenses and working capital; no finder’s fees or commissions were paid.

Key Details

• Units Issued: 6,409,259 units (each = 1 common share + 1 warrant).
• Pricing: $0.0675 per unit → $432,624.98 gross proceeds.
• Warrant Terms: Exercise price $0.09 per share; exercisable until 18 Nov 2027.
• Exemptions Used: Listed issuer financing exemption (NI 45‑106 Part 5A) and other applicable exemptions; no hold period on units, common shares, or warrants under Canadian securities law.
• Use of Proceeds: General corporate expenses and working capital.
• Insider Participation: One director purchased 250,000 units; treated as a related‑party transaction but exempt from formal valuation/approval because the fair market value is < 25 % of market cap. Director abstained from voting on his participation.
• Board Approval: Unanimously approved by the board (director abstaining).
• Post‑Closing Conditions: Final acceptance by TSX‑V subject to customary post‑closing filings; insider shares subject to a four‑month hold period per TSX‑V policy and pending final TSXV approval.
• No Finder’s Fees/Commissions: The offering incurred no external placement or finder fees.

Notable Quotes

• Ken Brizel, CEO: “We are pleased to have successfully closed this financing, which provides us with the capital needed to advance our AI‑driven solutions for the transportation industry.”