Mr. Tony Weatherill reports

REGEN III CLOSES $1.75 MILLION PRIVATE PLACEMENT

ReGen III Corp. has closed its non-brokered private placement announced May 27, 2025, issuing an aggregate of 8.75 million units at a price of 20 cents per unit for aggregate gross proceeds of $1.75-million.

Each unit consists of one common share in the capital of the company and one-half of one common share purchase warrant. Each warrant entitles the holder to purchase an additional share at an exercise price of 45 cents per warrant share for a period of two years from the date of issuance. All securities issued in the placement are subject to a hold period expiring on Nov. 12, 2025.

In connection with the closing of the placement, the company paid aggregate finders' fees of $47,450 in cash. Net proceeds from the offering are intended to be used for general corporate purposes and working capital. The offering is subject to the final approval of the exchange.

Insiders of the company purchased 3.38 million units, representing 38.63 per cent of the units issued, with the associated common shares representing approximately 2.51 per cent of the issued common shares following the concurrent closing of the placement and the debt settlement (see below) and, if the associated warrants are exercised, an aggregate number of common shares representing approximately 3.72 per cent of the then-issued common shares following the closings and deemed exercise of the placement warrants held by insiders. The participation by insiders constitutes a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company has relied upon the exemption from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(a), (b) and (c) and sections 5.7(1)(a) and (b), respectively, of MI 61-101.

Chief executive officer and president commentary

"On behalf of the board of directors and the entire team at ReGen III, I would like to express my sincere gratitude to our shareholders -- both new and existing -- for their continued confidence and support. We are particularly encouraged by the strong participation from insiders, which reflects our team's deep conviction in ReGen III's proprietary technology, unique market opportunity and long-term potential," stated Tony Weatherill, chief executive officer and president. "We are committed to delivering results in 2025, and this investment positions us to advance our strategic priorities, including commercial arrangements, strategic partnerships and other opportunities that will accelerate our market entry."

Research coverage

ReGen III has engaged Couloir Capital Ltd., an arm's-length research firm, to provide investor-focused equity research coverage. The company will pay Couloir a one-time fee of $45,000 for three research reports. Couloir's research reports are disseminated through Bloomberg, FactSet, Capital IQ, LSEG and other portals, as well as through its social media and e-mail distribution lists. These research reports are intended for information purposes only.

The company has no influence over the content, conclusions or timing of any reports prepared by Couloir. All reports will include required disclosures under applicable securities regulations.

Debt settlement update

Further to the company's press release dated July 2, 2025, the company is pleased to announce that the TSX Venture Exchange has accepted the company's application to settle certain debts through the issuance of 221,972 common shares of the company at a deemed price of 20.34 cents per settlement share. The settlement shares were issued on July 11, 2025, and are subject to a four-month hold period until Nov. 12, 2025. See ReGen III's news release dated July 2, 2025, with respect to additional details and related party transaction information.

About ReGen III Corp.

ReGen III is a clean technology company commercializing its patented ReGen technology to upcycle UMO (used motor oil) 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 CO2e (carbon dioxide equivalent) emissions by 82 per cent as compared with virgin crude-derived base oils combusted at end of life.

ReGen III has completed FEL2 (front-end loading) and value engineering for the company's 5,600-barrel-per-day UMO Texas recycling facility, with the support of world-class engineering, construction and licensed vendor teams -- including Koch Project Solutions LLC, PCL Industrial Management Ltd., Studi Tecnologie Progetti SpA, Koch Modular Process Systems and Duke Technologies.

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

We seek Safe Harbor.