Mr. Brian Kalish reports

XIGEM TECHNOLOGIES ANNOUNCES CLOSING OF PRIVATE PLACEMENT AND SHARES FOR DEBT TRANSACTIONS

Pursuant to Xigem Technologies Corp.'s previously announced shares for debt settlement and private placement on Feb. 26, 2024, it has now closed both of these transactions.

Debt settlement

The company has entered into debt settlement agreements with certain of its creditors to issue 3,155,000 common shares to such creditors in exchange for outstanding accounts payable totalling $157,750 owing to the creditors. The settlement shares are being issued at a price of five cents, in accordance with the policies of the Canadian Securities Exchange (the CSE). The creditors include certain related parties of the company, being: Brian Kalish, the chief executive officer and a director of the company, Igor Kostioutchenko, the chief financial officer of the company, and Stephen Coates, a director of the company, who will receive an aggregate of 2,687,000 settlement shares. Every other creditor is an arm's-length party. The company is completing the shares for debt transaction in an effort to continually improve its financial position for its intended future development.

Private placement

The company also announces that it has closed its non-brokered private placement by issuing 2.5 million units at a price of 4.2 cents per unit for aggregate proceeds to the company of $105,000. Each unit consists of one common share in the capital of the company and one common share purchase warrant, with each warrant entitling the holder to acquire an additional common share for a period of 24 months from closing at an exercise price of 6.5 cents. The subscribers include certain related parties of the company, being: Brian Kalish, the CEO and a director of the company, who has subscribed for $25,000 worth of units and will receive will receive 595,238 units. Proceeds of the offering are anticipated to be used for working capital purposes.

All settlement shares and common shares will be subject to a four-month-and-one-day hold period. No new control person of the company will be created pursuant to the shares for debt and private placement transaction.

The private placement and shares for Debt constituted a related party transaction as defined in Multilateral Instrument 61-101 -- Protection of Minority Securityholders in Special Transactions as certain insiders of the company acquired an aggregate of 595,238 units and 2,687,000 settlement shares. The company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the participation in the offering by insiders does not exceed 25 per cent of the market capitalization of the company, as determined in accordance with MI 61-101.

About Xigem Technologies Corp.

Established in Toronto, Ont., Xigem is positioning itself to become a leading technology provider for the emerging near trillion-dollar remote economy, with software capable of improving the capacity, productivity and overall remote operations for businesses, consumers and other organizations. iAgent, the company's patented technology, FOOi, its proprietary peer-to-peer mobile payment app, and EchoDigital, a software-as-a-service (SaaS) automotive shopping platform, are intended to provide organizations, businesses and consumers with the tools necessary to thrive in a vast array of remote working, learning, shopping and treatment environments as the company looks to aggregate a portfolio of innovative technologies capable of disrupting traditional business models.

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