File: Attachment Smartwell - Inceptus news release - closing of QT June 2026 - FINAL.pdf

FOR IMMEDIATE RELEASE TSX-V:ICI.P

INCEPTUS CAPITAL ANNOUNCES CLOSING OF QUALIFYING TRANSACTION

Vancouver, British Columbia June 22, 2026 Smartwell Technology Corp. (formerly Inceptus Capital Ltd.) ("Inceptus Capital" or the "Company") is pleased to announce that it has completed the previously announced qualifying transaction involving the acquisition of Smartwell Innovations Inc. (formerly Smartwell Technology Inc. ("Smartwell"), as disclosed in its news release dated June 9, 2022, and its subsequent news releases on March 24 and June 4, 2026. As part of the qualifying transaction, Smartwell raised $3,000,000 and no funds were raised pursuant to the Company's prospectus dated March 2, 2026. As a result of the closing, the Company will be listed as a Tier 2 industrial company on the TSX Venture Exchange.

On the completion of the qualifying transaction, the Company issued 112,730,000 common shares pursuant to the share exchange agreement, of which 66,452,784 common shares will be held in escrow with 10% released on the final Exchange bulletin date and 15% on each of the 6, 12, 18, 24, 30 and 36 month anniversary. In addition, 23,997,216 common shares of the Company will be subject to seed share resale restrictions with 20% released on the final Exchange bulletin date and 20% at the 3, 6, 9 and 12 month anniversary. The Company also issued 15,000,000 warrants exercisable into one common share at an exercise price of $0.50 for a period of 24 months and granted 4,400,000 options exercisable at $0.20 for five years to directors, officers and consultants.

The directors and officers of the Company are:

Yang He Director and CEO

Peter Chen CFO

Tony Chan President

Zhongyi Li CTO

David Toyoda Director

Chris Twells Director

Paul Arnison Director

Ian Mallmann Director

Mr. Chan will not remain on the board at closing because the Company is currently limited to five directors following its recent AGM, but he remains President and is expected to be nominated for election as a director at the next AGM. Concurrently with the completion of the qualifying transaction, the Company changed its name to Smartwell Technology Corp. with the symbol SMWE and new CUSIP number 83208H108 and ISIN CA8320H1082.

About Smartwell Innovations Inc.

Smartwell is a British Columbia registered AI-powered agricultural technology company with operations across China and North America, the world's two largest agricultural markets. Smartwell is built on a single core AI algorithmic engine, which is deployed across two application-specific platforms: the Controlled Environment Agriculture (CEA) System and the Yuntong System.

The CEA System provides solutions based on AI crop growth models for high value-added agriculture with an aim to provide intelligent, efficient and environmentally friendly results for its clients, who are growers, insurance corporations, financial institutions and other agricultural enterprises, both private and government-owned.

The Yuntong System employs satellite remote sensors, unmanned aerial vehicles and Agriculture IoT (Internet of Things) to analyze data employing proprietary artificial intelligence algorithms to provide relevant information affecting all relevant crop dynamics, including crop identification, crop area, crop growth, yield estimates, pest control, soil dynamics, meteorological variables and predictive forecasting.

For additional information, please contact: Peter Chen, President Email: peterchen@proterragroup.ca

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.

This news release contains certain statements that may be deemed "forward-looking statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or realities may differ materially from those in forward looking statements. Forward looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required by law, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.

THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.

File: '\\swfile\EmailIn\20260622 104501 Attachment Smartwell - Inceptus news release - closing of QT June 2026 - FINAL.docx'

FOR IMMEDIATE RELEASE TSX-V:ICI.P

INCEPTUS CAPITAL ANNOUNCES CLOSING OF QUALIFYING TRANSACTION

Vancouver, British Columbia - June 22, 2026 - Smartwell Technology Corp. (formerly Inceptus Capital Ltd.) ("Inceptus Capital" or the "Company") is pleased to announce that it has completed the previously announced qualifying transaction involving the acquisition of Smartwell Innovations Inc. (formerly Smartwell Technology Inc. ("Smartwell"), as disclosed in its news release dated June 9, 2022, and its subsequent news releases on March 24 and June 4, 2026. As part of the qualifying transaction, Smartwell raised $3,000,000 and no funds were raised pursuant to the Company's prospectus dated March 2, 2026. As a result of the closing, the Company will be listed as a Tier 2 industrial company on the TSX Venture Exchange.

On the completion of the qualifying transaction, the Company issued 112,730,000 common shares pursuant to the share exchange agreement, of which 66,452,784 common shares will be held in escrow with 10% released on the final Exchange bulletin date and 15% on each of the 6, 12, 18, 24, 30 and 36 month anniversary. In addition, 23,997,216 common shares of the Company will be subject to seed share resale restrictions with 20% released on the final Exchange bulletin date and 20% at the 3, 6, 9 and 12 month anniversary. The Company also issued 15,000,000 warrants exercisable into one common share at an exercise price of $0.50 for a period of 24 months and granted 4,400,000 options exercisable at $0.20 for five years to directors, officers and consultants.

The directors and officers of the Company are:

Yang He

Director and CEO

Peter Chen

CFO

Tony Chan

President

Zhongyi Li

CTO

David Toyoda

Director

Chris Twells

Director

Paul Arnison

Director

Ian Mallmann

Director

Mr. Chan will not remain on the board at closing because the Company is currently limited to five directors following its recent AGM, but he remains President and is expected to be nominated for election as a director at the next AGM.

Concurrently with the completion of the qualifying transaction, the Company changed its name to Smartwell Technology Corp. with the symbol SMWE and new CUSIP number 83208H108 and ISIN CA8320H1082.

About Smartwell Innovations Inc.

Smartwell is a British Columbia-registered AI-powered agricultural technology company with operations across China and North America, the world's two largest agricultural markets. Smartwell is built on a single core AI algorithmic engine, which is deployed across two application-specific platforms: the Controlled Environment Agriculture (CEA) System and the Yuntong System.

The CEA System provides solutions based on AI crop growth models for high value-added agriculture with an aim to provide intelligent, efficient and environmentally friendly results for its clients, who are growers, insurance corporations, financial institutions and other agricultural enterprises, both private and government-owned.

The Yuntong System employs satellite remote sensors, unmanned aerial vehicles and Agriculture IoT (Internet of Things) to analyze data employing proprietary artificial intelligence algorithms to provide relevant information affecting all relevant crop dynamics, including crop identification, crop area, crop growth, yield estimates, pest control, soil dynamics, meteorological variables and predictive forecasting.

For additional information, please contact:

Peter Chen, President

Email: peterchen@proterragroup.ca

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.

This news release contains certain statements that may be deemed "forward-looking statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or realities may differ materially from those in forward looking statements. Forward looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required by law, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.

THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.