Mr. Ken Brizel reports

AGEREH TECHNOLOGIES ANNOUNCES CONVERTIBLE DEBENTURE OFFERING

Agereh Technologies Inc. has arranged a non-brokered private placement on a commercially reasonable efforts basis of 5 per cent convertible unsecured debentures for gross aggregate proceeds of up to $200,000. The net proceeds of the debenture offering will be used by the company for sales and marketing expenses, and for general working capital purposes. The debentures have an issue price of $1,000 per debenture and will bear interest at a rate of 5 per cent per annum, payable in arrears on the maturity date. The debentures will mature on the date that is 24 months from the date of issuance, on which date the principal amount of the debentures then outstanding and all accrued but unpaid interest shall become immediately due and payable in cash by the company to the holder thereof in full.

The debentures will be convertible at any time prior to maturity at the option of the holders into units of the company at a conversion price of six cents per unit, subject to adjustment for share splits, consolidations and similar events occurring after the issuance of the debentures. The units will consist of one common share and one full common share purchase warrant. Each warrant will be exercisable into one share at an exercise price of seven cents per warrant for a period of 24 months from the date of its issuance.

The debentures will also be subject to forced conversion in certain circumstances. In the event of a change of control, change of control for value or liquidity event (as such terms are defined in the debentures), and provided that no event of default has occurred and is continuing, the company may, at its option, force the conversion of all or a portion of the outstanding principal amount of the debentures into units prior to maturity on not less than 30 days of prior written notice to the holders. In addition, at any time after the date that is one year following the closing of the private placement, the company may force the conversion of the principal amount of the then outstanding debentures at the conversion price on not less than 30 days of notice if the daily volume weighted average trading price of the company's common shares exceeds 30 cents for any 20 consecutive trading days on the TSX Venture Exchange. Any conversion of the debentures is subject to a beneficial ownership limitation prohibiting conversion to the extent that it would result in a holder and its affiliates holding greater than 10 per cent of the company's issued and outstanding common shares.

The debentures, common shares and the warrant shares will be subject to a four-month-and-one-day hold period from the date of issuance in accordance with applicable securities laws and the policies of the exchange.

The private placement will be conducted pursuant to available prospectus exemptions, including sales to accredited investors (in all provinces of Canada, except Quebec), family members, close friends and business associates of directors and officers of the company, and to existing shareholders of the company pursuant to the exemption set out in Alberta Securities Commission Rule 45-516 (Prospectus Exemptions for Retail Investors and Existing Security Holders).

The closing of the private placement is subject to regulatory approval, including, but not limited to, the approval of the TSX-V. The remaining tranches of the private placement are expected to close on such date(s) as may be determined by the directors of the company. The closing of the private placement is subject to regulatory approval, including, but not limited to, the approval of the TSX-V.

About Agereh Technologies Inc.

Agereh Technologies is a Canadian-based artificial intelligence and advanced technology company delivering AI-enabled platforms and sensor solutions to address critical challenges in the transportation industry. By combining accurate data collection, predictive intelligence and data-driven decision-making for transportation and infrastructure applications, Agereh continues to expand its portfolio with solutions designed to enhance efficiency, optimize operations and enable the next generation of intelligent transportation systems.

We seek Safe Harbor.