Mr. Christopher Moreau reports

GREY MATTERS ANNOUNCES CAD $800K OF PRIVATE PLACEMENT EQUITY FINANCING AND CONVERTIBLE DEBENTURES

Grey Matters Health Inc. has arranged a non-brokered private placement of equity for gross proceeds of $500,000 and a non-brokered private placement of convertible debentures for gross proceeds of $300,000 from the sale of up to 300 units of unsecured convertible debentures for an aggregate total of $800,000.

Each equity unit, at an issue price of 40 cents, will consist of one Class A common share in the capital of the company and one common share purchase warrant. Each warrant will entitle the holder to acquire one common share at an exercise price of 60 cents per warrant share for a period of 36 months from the issuance date.

Each debenture unit will consist of one debenture in the principal amount of $1,000 and 2,198 common share purchase warrants. The convertible debentures will carry interest at a rate of 10 per cent per annum from the closing date, payable semi-annually in arrears until the maturity date, which will be 24 months from the closing date of the convertible debentures or the conversion date of the debentures. The outstanding principal and interest can be converted, at the option of the convertible debenture holder, into common shares at a fixed price of 45.5 cents per common share on or before the maturity date of the convertible debenture. The company may from time to time, in its sole discretion, prepay all or a part of the principal amount and accrued interest without penalty. Each debenture warrant will entitle the holder to acquire one common share at an exercise price of 55 cents per debenture warrant share for a period of 36 months from the date of issuance.

The company will use the proceeds of the offering to advance its Alzheimer's disease program toward the opening of U.S. brain-specific neuroimaging clinics, for general and administrative expenses, and for working capital purposes.

The company expects to close the offering on or before Aug. 28, 2026.

The company may pay cash finders' fees and finder warrants to eligible finders for investors introduced to the company by the eligible finders.

The securities issued and issuable from the offering, described in this news release, will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable Canadian securities legislation.

About Grey Matters Inc.

Grey Matters is a Canadian health care company focused on the provision of brain-dedicated PET (positron emission tomography) scanning services through a planned network of new neuroimaging clinics in the United States for the early-stage detection of Alzheimer's disease and other forms of neurodegenerative diseases, including frontotemporal dementia, Parkinson's disease and Lewy body dementia, and will additionally offer other select neuro-oncology imaging applications too.

We seek Safe Harbor.