Mr. Cameron Day reports

GENCAN CAPITAL INC. ANNOUNCES CLOSING AND OVER-SUBSCRIPTION OF PRIVATE PLACEMENT OF UNITS

Gencan Capital Inc. has closed an oversubscribed non-brokered private placement of units of the corporation previously announced on Jan. 9, 2024. Under the private placement, the corporation has issued 1,314,286 units for gross proceeds of $92,000.02. No finders' fees were paid in connection with the private placement.

Each unit consists of one common share in the capital of the corporation and one common share purchase warrant. Each warrant will entitle the holder to purchase one common share at an exercise price of 10 cents for a period of 36 months following the issuance of the units.

Insiders of the corporation participated in the private placement for 78,786 units in the aggregate. Such participation represents a related party transaction subject to Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The transaction is however exempt from the formal valuation and minority shareholder approval requirements provided under subsections 5.5(a) and 5.7(a) of MI 61-101 on the basis that participation in the private placement by insiders did not exceed 25 per cent of the fair market value of the corporation's market capitalization.

All securities issued in connection with the private placement are subject to a four-month-and-one-day hold period in Canada, during which time the securities may not be traded.

The corporation intends to use the net proceeds from the private placement for general working capital and corporate purposes.

We seek Safe Harbor.