Agereh Cancels Previously Announced Non-Brokered Private Placement and Announces Proposed New Private Placement and Issuance of Stock Options

Rhea-AI Summary

Agereh (OTCQB:CRBAF) cancelled its previously announced non‑brokered placement and announced a proposed new non‑brokered private placement to raise up to $500,000 by issuing up to 7,407,407 Units at $0.0675 per Unit. Each Unit includes one share and one warrant exercisable at $0.09 for 24 months. Units will be offered under the LIFE exemption in Canada (except Québec) and will not be subject to resale restrictions. The New Offering requires necessary approvals, including conditional TSXV approval; an offering document will be filed on Sedarplus and the company website. The company also granted 400,000 stock options at $0.12 (200,000 vest immediately; 200,000 vest Jan 1, 2026), subject to TSXV approval.

Positive

• Up to $500,000 gross proceeds via the New Offering
• Offering uses the LIFE exemption to access Canadian investors
• Units and underlying securities not subject to resale restrictions
• 200,000 stock options vested immediately

Negative

• Issuance of up to 7,407,407 Unit Shares may dilute existing holders
• Each Unit warrant exercisable for 7,407,407 additional shares at $0.09
• 400,000 stock options granted at $0.12 add potential dilution
• New Offering subject to TSXV conditional approval; not guaranteed

EDMONTON, AB / ACCESS Newswire / November 5, 2025 / Agereh Technologies Inc. ("Agereh" or the "Company") (TSXV:AUTO)(OTCQB:CRBAF) announces that it will not be proceeding with the non-brokered private placement of units previously announced on August 27 and October 14, 2025.

The Company now intends to complete a non-brokered private placement for aggregate gross proceeds of up to $500,000 through the issuance of up to 7,407,407 units of the Company ("Units") at a price of $0.0675 per Unit (the "New Offering"). Each Unit will consist of one common share (each, a "Unit Share") and one common share purchase warrant (each, a "Unit Warrant"), with each Unit Warrant being exercisable to purchase one additional Unit Share at a price of $0.09 for twenty-four (24) months from the date of issuance.

The Units to be issued under the New Offering will be offered to purchasers pursuant to the listed issuer financing exemption (LIFE) under Part 5A of National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"), in all the provinces of Canada, except Québec. The Units, including the Unit Shares and Unit Warrants underlying the Unit, will not be subject to resale restrictions pursuant to applicable Canadian securities laws.

The New Offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the conditional approval of the TSX Venture Exchange (the "TSXV").

An offering document relating to the New Offering will be filed and accessible under the Company's profile at www.sedarplus.ca and on the Company's website at www.agereh.com. Prospective investors should read this offering document before making an investment decision.

Issuance of Stock Options

The Company also announces that it has granted an aggregate of 400,000 stock options (the "Options") to directors the Company to purchase common shares of the Company at a price of $0.12 per share for a period of five years from issuance. Of the Options, 200,000 options vest immediately, with an additional 200,000 vesting on January 1, 2026. The issuance of the Options is subject to approval by the TSXV, where necessary.

About Agereh Technologies Inc.

Agereh is a Canadian-based AI technology company whose platforms target advanced technology solutions for the transportation industry. The first application developed is harnessing the power of Artificial Intelligence to accurately predict the best financing scenario for consumers, all while keeping the consumer anonymous. Upcoming products will continue to deliver advanced technology solutions that address critical challenges in the transportation industry.

ON BEHALF OF THE BOARD OF DIRECTORS OF AGEREH TECHNOLOGIES INC.

Ken Brizel, CEO

Neither the TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

For further information please contact:

Ken Brizel
CEO
info@agereh.com
Website: www.agereh.com

Notice Regarding Forward-Looking Information:

This news release contains forward-looking statements including but not limited to statements regarding the Company's business, assets or investments, as well other statements that are not historical facts. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections and other forward-looking statements will not occur, which may cause actual performance and results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking statements. These assumptions, risks and uncertainties include, among other things, the state of the economy in general and capital markets in particular, investor interest in the business and prospects of the Company.

The forward-looking statements contained in this news release are made as of the date of this news release. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable securities law. Additionally, the Company undertakes no obligation to comment on the expectations of, or statements made, by third parties in respect of the matters discussed above.

SOURCE: Agereh Technologies Inc.

View the original press release on ACCESS Newswire

FAQ

What is Agereh proposing to raise in the November 5, 2025 private placement (CRBAF)?

Agereh proposes to raise up to $500,000 by issuing up to 7,407,407 Units at $0.0675 per Unit.

What does each Unit in Agereh's (CRBAF) new placement include and what are the warrant terms?

Each Unit includes one share and one warrant; each warrant is exercisable at $0.09 for 24 months from issuance.

Are the Units from Agereh's (CRBAF) New Offering subject to Canadian resale restrictions?

No; the Units and underlying securities will not be subject to resale restrictions under applicable Canadian securities laws.

What approvals does Agereh (CRBAF) need before completing the New Offering?

The New Offering is subject to necessary approvals, including conditional approval from the TSX Venture Exchange.

How many stock options did Agereh (CRBAF) grant and what are the vesting terms?

Agereh granted 400,000 options at $0.12; 200,000 vest immediately and 200,000 vest on Jan 1, 2026.

Where can investors find the offering document for Agereh's (CRBAF) New Offering?

An offering document will be filed and accessible under the company's profile on Sedarplus and at www.agereh.com.