Ms. Kimberly Hedlin reports

REGEN III ANNOUNCES CONVERTIBLE DEBENTURE OFFERING

ReGen III Corp. has launched a non-brokered private placement of up to 2,000 convertible debenture units, at a price of $1,000 per unit for gross proceeds of up to $2-million.

Each unit will consist of a $1,000 in principal amount of unsecured convertible debenture and 1,000 common share purchase warrants of the company. Each warrant will be exercisable to purchase one common share at a price of 55 cents 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 cent 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 at a price per share equal to the volume-weighted average price of the common shares on the TSX Venture Exchange for the five 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 55 cents per common share. After four months, the company may redeem the debentures in whole or in part by payment of 115 per cent 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 rerefinery 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.

About ReGen III Corp.

ReGen III is a cleantech company commercializing its patented ReGen technology to upcycle 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 process is expected to reduce carbon dioxide equivalent emissions by 82 per cent as compared with virgin crude-derived base oils combusted at end of life.

We seek Safe Harbor.