Mr. Allen Wilson reports

JERICHO TO AMEND TERMS OF DEBENTURES AND WARRANTS AND SHARES FOR INTEREST DEBT SETTLEMENT

Jericho Energy Ventures Inc. is making an application to the TSX Venture Exchange to amend the conversion price of outstanding convertible debentures and extend their maturity, and also amend the exercise price of the share purchase warrants that were previously issued concurrently with the debentures.

The debentures, in the aggregate principle amount of $5,703,568, and 8,147,954 related share purchase warrants, were issued pursuant to a private placement which closed on Jan. 7, 2022, as disclosed in a news release disseminated on that date. The debentures currently have a conversion price of 70 cents, and mature on Jan. 7, 2025. The warrants currently have an exercise price of $1.00 per share.

The company is applying to amend the conversion price of the debentures to 20 cents and extend the maturity date by one year, to Jan. 7, 2026. The company is also applying to amend the exercise price of 6,839,920 of the 8,147,954 warrants to 25 cents due to the TSX-V limitation of no more than 10 per cent of the total number of warrants eligible to be repriced for insiders of the company. All other terms of the warrants and debentures will remain the same.

The amendments are subject to the approval of the TSX-V.

The company has also arranged a shares for debt transaction to settle an aggregate of $89,891.74 in interest accrued up to March 22, 2024, on five of the debentures outstanding and disclosed in the company's financial statements and in the company's news release dated Jan. 7, 2022. The shares for debt settlement is subject to approval from the TSX-V which will be followed by the company issuing 473,114 common shares at a deemed price of 19 cents to the five holders of the debentures and who are arm's-length parties to the company. The terms of the debentures require the issuance of common shares to settle interest owing by the company and subject to TSX-V approval pursuant to TSX-V Policy 4.3 -- Shares for Debt. The settlement shares will be issued subject to prospectus exemptions available pursuant to Canadian securities laws and will be subject to a four-month-and-one-day hold period.

The shares for debt transaction was approved by the company's board of directors and did not require a formal valuation nor minority shareholder approval pursuant to Multilateral Instrument 61-101.

About Jericho Energy Ventures Inc.

Jericho is an energy company positioned for the current energy transitions, owning, operating and developing both traditional hydrocarbon joint venture assets and advancing the low-carbon energy transition, with active investments in hydrogen. Its wholly owned subsidiary, Hydrogen Technologies, delivers breakthrough, patented, zero-emission boiler technology to the commercial and industrial heat and steam industry. It also holds strategic investments and board positions in H2U Technologies (a breakthrough electrocatalyst and low-cost electrolyzer platform) and Supercritical Solutions (developing the world's first, high-pressure, ultraefficient electrolyzer). Jericho also owns and operates long-held producing oil and gas JV assets in Oklahoma, which it is currently developing from cash flows in an effort to further increase production.

We seek Safe Harbor.