Vancouver, British Columbia--(Newsfile Corp. - July 14, 2025) - ReGen III Corp. (TSXV: GIII) (OTCQB: ISRJF) (FSE: PN4) ("ReGen III" or the "Company"), a leading clean technology company specializing in the upcycling of used motor oil ("UMO") into high-value Group III base oils, is pleased to announce it has closed its non-brokered private placement (the "Placement") announced May 27, 2025, issuing an aggregate of 8,750,000 Units (the "Units") at a price of $0.20 per Unit for aggregate gross proceeds of $1,750,000.

Each Unit consists of one common share in the capital of the Company (a "Share") and one-half of one common share purchase warrant (each whole warrant a "Warrant"). Each Warrant entitles the holder to purchase an additional Share (a "Warrant Share") at an exercise price of $0.45 per Warrant Share for a period of two (2) years from the date of issuance. All securities issued in the Placement are subject to a hold period expiring on November 12, 2025.

In connection with the closing of the Placement, the Company paid aggregate finders' fees of $47,450 in cash. Net proceeds from the Offering are intended to be used for general corporate purposes and working capital. The Offering is subject to the final approval of the Exchange.

Insiders of the Company purchased 3,380,000 Units, representing 38.63% of the Units issued, with the associated common shares representing approximately 2.51% of the issued common shares following the concurrent closing of the Placement and the Debt Settlement (see below) and, if the associated warrants are exercised, an aggregate number of common shares representing approximately 3.72% of the then-issued common shares following the closings and deemed exercise of the Placement Warrants held by Insiders. The participation by insiders constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company has relied upon the exemption from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(a), (b) and (c), and sections 5.7(1)(a) and (b), respectively, of MI 61-101.

The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any state securities laws and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act), except pursuant to an exemption from the registration requirements of those laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction other than as specified herein including the United States, or for the account or benefit of U.S. persons (as such term is defined in Regulation S under the 1933 Act).

CEO & President Commentary

"On behalf of the Board of Directors and the entire team at ReGen III, I would like to express my sincere gratitude to our shareholders - both new and existing - for their continued confidence and support. We are particularly encouraged by the strong participation from insiders, which reflects our team's deep conviction in ReGen III's proprietary technology, unique market opportunity, and long-term potential," stated Tony Weatherill, CEO & President. "We are committed to delivering results in 2025, and this investment positions us to advance our strategic priorities, including commercial arrangements, strategic partnerships, and other opportunities that will accelerate our market entry."

Research Coverage

ReGen III has engaged Couloir Capital Ltd. ("Couloir"), an arm's length research firm, to provide investor-focused equity research coverage. The Company will pay Couloir a one-time fee of $45,000 for three research reports. Couloir's research reports are disseminated through Bloomberg, FactSet, Capital IQ, LSEG, and other portals, as well as through their social media and email distribution lists. These research reports are intended for information purposes only.

The Company has no influence over the content, conclusions, or timing of any reports prepared by Couloir. All reports will include required disclosures under applicable securities regulations. For more information on Couloir please visit: www.couloircapital.com.

Debt Settlement Update

Further to the Company's press release dated July 2, 2025, the Company is pleased to announce that the TSX Venture Exchange has accepted the Company's application to settle certain debts through the issuance of 221,972 common shares of the Company ("Settlement Shares") at a deemed price of $0.2034 per Settlement Share (the "Debt Settlement"). The Settlement Shares were issued on July 11, 2025, and are subject to a four-month hold period until November 12, 2025. See ReGen III's news release dated July 2, 2025, with respect to additional details and related party transaction information.

About ReGen III

ReGen III is a cleantech company commercializing its patented ReGen technology to upcycle UMO into high-value Group III base oils. With a focus on creating sustainable solutions that generate better environmental outcomes and compelling economics, the Company's ReGen process is expected to reduce CO2e emissions by 82% as compared to virgin crude derived base oils combusted at end of life.

ReGen III has completed FEL2 and value engineering for the Company's 5,600 bpd UMO Texas recycling facility, with the support of world-class engineering, construction and licensed vendor teams - including Koch Project Solutions, LLC, PCL Industrial Management Ltd., Studi Tecnologie Progetti S.p.A., Koch Modular Process Systems and Duke Technologies.

Operating in an underserved segment of the base oils market, ReGen III aims to become the world's largest producer of sustainable re-refined Group III base oil.

For more information on ReGen III or to subscribe to the Company's mailing list, please visit: www.regeniii.com/investors/corporate-presentations and www.regeniii.com/newsletter-subscription.

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

Certain information other than statements of historical facts contained in this news release constitutes "forward-looking information" or "forward-looking statements" (collectively, "forward-looking information"). Without limiting the foregoing, such forward-looking information includes statements regarding the Company's business plans, expectations, capital costs and objectives. In this news release, words such as "may", "would", "could", "will", "likely", "believe", "expect", "anticipate", "intend", "plan", "estimate" and similar words and the negative form thereof are used to identify forward-looking information. Forward-looking information should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. Forward-looking information is based on information available at the time and/or the Company management's good faith belief with respect to future events and is subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond the Company's control. For additional information with respect to these and other factors and assumptions underlying the forward-looking information made in this news release, see the Company's most recent Management's Discussion and Analysis and financial statements and other documents filed by the Company with the Canadian securities commissions and the discussion of risk factors set out therein. Such documents are available at www.sedarplus.ca under the Company's profile and on the Company's website, www.ReGenIII.com. The forward-looking information set forth herein reflects the Company's expectations as at the date of this news release and is subject to change after such date. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.

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SOURCE: ReGen III Corp.