Mr. Francis Letourneau reports

NURAN PROVIDES CORPORATE UPDATE

Nuran Wireless Inc. has provided the following corporate update on business:

Extension of bridge loan for $1.5-million (U.S.)

Nuran is pleased to announce that it has received an extension from the United States-based institution that provided the bridge loan (as announced on April 4, 2023, and April 24, 2023) that it has agreed to extend the bridge loan until Oct. 21, 2024, to allow the company sufficient time to complete other financing aimed at building out NaaS (network-as-a-service) infrastructure. As consideration, the company has agreed to increase the principal amount on the loan by 10 per cent as an extension fee and issue the lender five million share purchase warrants to replace the existing warrants held by the lender, with each warrant exercisable to acquire a share of the company at an exercise price of 25 cents for a period of two years. In addition, the company has agreed to add a conversion feature to the loan, at 22.5 cents per common shares of the company. Any securities issuable upon exercise of these warrants or conversion of the loan will be subject to a statutory hold period of four months and one day.

Update on the factoring agreement

Nuran is pleased to announce that it has amended the terms of the factoring agreement dated Aug. 28, 2023. Pursuant to the amendment, the company has sold receivables (as defined in the company's news release dated Aug. 28, 2023) valued at $1,425,000 for proceeds of $865,000 consisting of: (i) a cash payment of $215,000 that have been received by the company; and (ii) a cash payment $650,000 on or before Dec. 31, 2023, for the purpose of financing working capital requirements leading up to the finalization of other loans. Included in the amendment, the factoring company agreed to extend various deadlines until Jan. 31, 2024. Furthermore, pursuant to the amendment, if the company chooses to satisfy the recourse account (as defined in the company's news release dated Aug. 28, 2023) by issuing units (as defined in the company's news release dated Aug. 28, 2023), which is entirely at the discretion of the company, the deemed price per unit will be 22.5 cents per unit and the warrant exercise price will be 25 cents. Finally, the amendment adjusted the timing and quantum of the fee shares (as defined in the company's news release dated Aug. 28, 2023) so that the remaining balance of 1.3 million fee shares has increased to 1.9 million, one million of which will be issued on or before Jan. 31, 2024, and the remainder will be issued on or before March 15, 2024. The fee shares will be subject to a statutory hold period in Canada of four months and a day from issuance.

Update on the secured convertible debentures

Nuran is also pleased to announce that the holders of its convertible secured debentures issued in August, 2023, have agreed to waive certain rights pursuant to the debentures, including relating to events of default and extending those deadlines to Feb. 28, 2024. As consideration to these debenture holders, the company has agreed to a new conversion price of 22.5 cents per unit, with each unit comprising one common share and three-quarters of one warrant, with each whole warrant exercisable to acquire an additional common share at a price of 25 cents until Aug. 28, 2026. As additional consideration to the debenture holders, the company has agreed to issue 120,000 common shares, which are subject to a statutory hold period in Canada of four months and a day.

About Nuran Wireless Inc.

Nuran Wireless is a leading rural telecommunications company that meets the growing demand for wireless network coverage in remote and rural regions around the globe. With its affordable and innovative scalable solutions of 2G, 3G and 4G technologies, Nuran Wireless offers a new possibility for more than one billion people to communicate effectively over long distances efficiently and affordably.

We seek Safe Harbor.