Ms. Caroline Sawamoto reports

REGEN III PROVIDES GENERAL UPDATE AND ANNOUNCES CONVERTIBLE DEBENTURE OFFERING

ReGen III Corp. has provided the following corporate update.

OFFTAKE & STRATEGIC INVESTMENT

Subsequent to the Company's general update on August 30, 2023, ReGen III is continuing to engage with a broad spectrum of super-majors, majors, additives manufacturers and globally recognized lubricant blenders interested in advancing commercial base oils and ancillary by-products offtake arrangements and/or potential strategic equity investments at the project level.

Throughout September and October, ReGen III entered into additional non-disclosure agreements. Physical samples of ReGen III's Group III base oils were sent to these entities for their in-house laboratory testing. The Company is continuing to receive positive test results, confirming Group III synthetic base oil status, from previous sample recipients and has not received notifications of any negative test results. ReGen III looks forward to receiving continued positive Group III synthetic base oil test results from the most recent sample recipients.

Further to the Company's announcement on September 19, 2023, ReGen III executives attended the Independent Lubricant Manufacturers Association ("ILMA") Annual Meeting, between October 7 and 10, 2023, to advance offtake and strategic investment discussions. These meetings were positively received and negotiations are ongoing.

REGEN III PATENT APPLICATION ACCEPTED IN EGYPT

The Company is informed that ReGen III's 2021 patent application to the Egyptian Patent Office for the method and system for re-refining and upgrading used oil was recently accepted. Certification and issuance of the patent certificate will occur in due course.

This is the sixteenth (16th) patent issued, allowed, or accepted for the Company's ReGen(TM) process, with another sixteen (16) patents pending globally, further solidifying the Company's position not only as an industry leader, but also highlighting its propriety innovation focus on furthering its ReGen(TM) technology to recycle UMO into high-value Group III base oils.

U.S. DEPARTMENT OF ENERGY and LOAN PROGRAMS OFFICE

In addition to the Company's ongoing work with National Bank Financial and Raymond James & Associates, Inc., ReGen III has submitted additional documentation and data in response to initial drafting comments received from the U.S. Department of Energy ("DOE") in support of the Company's application to the Loan Programs Office ("LPO"). A meeting with representatives of the DOE's LPO has been scheduled for early November to review feedback on the updated draft, in advance of submitting the Company's formal application.

With funding available through the Inflation Reduction Act ("IRA") of 2022, the LPO can finance projects in the United States that support clean energy deployment and energy infrastructure reinvestment to reduce greenhouse gas emissions and air pollution.

CONVERTIBLE DEBENTURE FINANCING

To support ongoing corporate deliverables, ReGen III is launching a non-brokered private placement of up to 5,000 Convertible Debenture Units (the "Units"), at a price of $1,000 per Unit for gross proceeds of up to $5,000,000 (the "Placement").

Each Unit will consist of a $1,000 in principal amount of unsecured convertible debenture (a "Debenture") and 1,000 common share purchase warrants of the Company (a "Warrant"). Each Warrant will be exercisable to purchase one common share at a price of $0.55 for a period of 24 months after closing.

The Debentures will have a term of 24 months and will accrue interest at a rate of 14% per annum, payable in arrears on a semi-annual basis, and on the maturity date. After 12 months, the Company may elect to pay outstanding interest in common shares ("Interest Shares") at a price per share equal to the volume weighted average price of the common shares on the TSX Venture Exchange (the "Exchange") for the 5 trading days prior to the date such interest is due.

The Debentures will be convertible at the option of the holder into common shares at a price of $0.55 per common share. After 4 months, the Company may redeem the Debentures in whole or in part by payment of 115% of the principal amount being redeemed, in cash, together with payment of any accrued but unpaid interest on the principal amount being redeemed, in cash or Interest Shares or a combination thereof.

Finder fees may be paid in accordance with the policies of the Exchange, subject to compliance with applicable law and Exchange approval. The Company intends to use the net proceeds from the Placement to advance the Company's re-refinery engineering, including consulting studies, for general working capital and to evaluate potential mergers and acquisitions.

The Placement may be closed in one or more tranches. The Debentures, the Warrants and any underlying common shares will be subject to a four month hold period from closing. The certificates representing the Debentures and the Warrants will contain such additional terms and conditions as are considered necessary or advisable by the Company. The Placement, including but not limited to the payment of any finder fees and any future issuance of Interest Shares, remains subject to Exchange approval.

This press release does not constitute, and shall not be construed as, an offer to sell or a solicitation of an offer to buy any Units within the United States.

About ReGen III

ReGen III is a cleantech company commercializing its patented ReGen(TM) technology to recycle UMO into high-value Group III base oils. With a focus on creating sustainable solutions that generate better environmental outcomes and compelling economics, the Company's ReGen(TM) process is expected to reduce CO2e emissions by 82% as compared to virgin crude derived base oils combusted at end of life.

In 2022, ReGen III completed FEL2 and value engineering for the Company's 5,600 bpd UMO Texas recycling facility, where world-class engineering, construction and licensed vendor teams - including Koch Project Solutions, LLC, PCL Industrial Management Ltd., Koch Modular Process Systems and Duke Technologies - are providing detailed design, construction, commissioning, and start-up services.

Operating in an underserved segment of the base oil market, ReGen III aims to become the world's largest producer of sustainable Group III base oil.

We seek Safe Harbor.