Mr. Cory Brandolini reports

RAILTOWN AI TECHNOLOGIES ANNOUNCES $3.4M PRIVATE PLACEMENT LEAD BY BLACKBERRY CO-FOUNDERS MIKE LAZARIDIS AND DOUG FREGIN, WITH LAZARIDIS JOINING ADVISORY BOARD TO DRIVE CANADIAN INNOVATION

Mike Lazaridis, co-founder of Research in Motion (now known as BlackBerry), has joined Railtown AI Technologies Inc.'s advisory board, and, along with fellow co-founder Doug Fregin, is leading a $3.4-million private placement in Railtown, further supporting the company's growth and mission to develop Canadian artificial intelligence talent and technology.

The private placement consists of up to 11,333,334 units of the company at a price of 30 cents per unit, with each unit composed of one common share in the capital of Railtown and one-half of one common share purchase warrant. Each warrant is exercisable into one share at a price of 45 cents per share for a period of 18 months from the date of issuance, subject to acceleration in certain limited circumstances.

Mr. Lazaridis and Mr. Fregin are two of Canada's most accomplished technology entrepreneurs who pioneered the modern smart phone industry. They built Research in Motion from a start-up into one of Canada's most successful technology companies with $19-billion in annual revenues, 18,000 employees worldwide and a peak market value of $68-billion.

Railtown's mission, through its agent development platform and collaborations with Telus and other Canadian AI data hosting providers, is to create a Canadian-focused AI development and deployment ecosystem, which aligns closely with both Mr. Lazaridis's and Mr. Fregin's long-standing commitment to building and retaining world-class technology talent in Canada.

"Canada develops exceptional talent, but too many feel they have to leave the country to pursue meaningful opportunities," said Mr. Lazaridis. "It's critical that we build companies, platforms and ecosystems here that allow Canadians to innovate, grow and compete globally. Railtown is building foundational AI technology in Canada, and I'm excited to support that vision."

In addition to their entrepreneurial achievements, both Mr. Lazaridis and Mr. Fregin have been a driving force behind Canada's leadership in advanced science and deep technology. Between the two of them, they are founding partners of Quantum Valley Investments, the Institute for Quantum Computing, the Perimeter Institute for Theoretical Physics and Quantum Valley Ideas Lab -- institutions that have helped position Canada as a global centre for quantum research and commercialization.

Railtown's focus on Canadian AI sovereignty, including secure, transparent, developer-centric AI infrastructure and agent platforms, closely reflects these values.

"Having spent time working in Silicon Valley, I've seen first-hand how powerful a strong technology ecosystem can be," said Cory Brandolini, chief executive officer of Railtown. "In the valley, many of the most successful founders lead by example -- actively investing in the next generation of start-ups, sharing hard-earned experience and providing valuable advisory insight. That culture of reinvestment is a major reason the ecosystem continues to thrive."

"Mike and Doug's decision to invest in Railtown sends a powerful signal about what's possible when experienced Canadian founders support the next wave of innovation. This investment, along with Mike's involvement on the advisory board, will add invaluable strategic guidance, reinforcing Railtown's mission to build a globally competitive AI company from Canada."

As described above, the warrants issuable in private placement are subject to acceleration such that, if, during a period of 10 consecutive trading days prior to their expiry date, the daily volume-weighted average trading price of the shares on the Canadian Securities Exchange or such other stock exchange where the majority of the trading volume occurs, exceeds 90 cents for each of those 10 consecutive days, the company may, within 30 days of such an occurrence, give written notice to the holders of the warrants that the securities will expire at 5 p.m. Vancouver time on the 30th day following the giving of notice unless exercised by the holders prior to such date. Any warrants which remain unexercised at 5 p.m. Vancouver time on the 30th day following the giving of such notice will expire at that time.

The company intends to use the proceeds of the private placement for general working capital purposes and may pay finders' fees to eligible finders in the form of cash and/or common share purchase warrants. The offering is subject to certain conditions, including, but not limited to, receipt of all necessary approvals, including the approval of the Canadian Securities Exchange.

All securities issued in connection with the private placement will be subject to a standard hold period of four months and one day in accordance with applicable Canadian securities laws.

About Railtown AI Technologies Inc.

Railtown AI builds AI developer tools and agentic frameworks that power the next generation of intelligent applications. Its platform -- including real-time ingestion (Railengine), agent development frameworks (Railtracks ADK) and advanced observability (Conductr) -- helps teams build, deploy and operate AI agents with confidence and at scale.

We seek Safe Harbor.