Mr. David MacMillan reports

DEVERON ANNOUNCES EXPECTED DELAY IN COMPLETING ANNUAL FILINGS AND UPDATE ON ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

The Ontario Securities Commission (OSC) has denied the company's application for a voluntary management cease trade order under National Policy 12-203, Management Cease Trade Orders, as the company does not meet the criteria for an MCTO.

The company filed the application for a voluntary MCTO with the OSC due to an anticipated delay in filing its audited annual financial statements, the related management discussion and analysis for the financial year ended June 30, 2024, and the chief executive officer and chief financial officer certificates, all as required by National Instrument 51-102, Continuous Disclosure Obligations, and National Instrument 52-109, Certification of Disclosure in Issuers' Annual and Interim Filings. The annual filings are required to be filed by Oct. 28, 2024. As a consequence of the anticipated delay in completing the annual filings, the OSC will impose a failure-to-file cease trade order against the company shortly after Oct. 28, 2024, which will remain in effect until the annual filings are completed. While the FFCTO is in effect, no shares of the company will be traded.

The anticipated delay in the preparation and filing of the annual filings is due to a requisition for an annual and special meeting received from a shareholder of the company (see press release dated June 24, 2024) which causes the company to incur additional expenses and delayed the financing of the company. As a result of delays in completing a financing, the company was unable to engage its auditor to audit the financial statements. The company and the requisitioning shareholder entered into a settlement agreement on Aug. 14, 2024, as amended (see press release dated Aug. 15, 2024) and completed the final tranche of a financing on Sept. 16, 2024 (see press release dated Sept. 16, 2024), which provided the company with working capital to engage its auditor. The company is working diligently with its auditor and is expecting to remedy the anticipated default within the next two months.

In addition, the company reminds its shareholders to vote at its coming annual and special meeting of its shareholders to be held on Friday, Oct. 25, 2024. The management information circular and related materials were filed on the company's profile on SEDAR+ on October 1, 2024, and were mailed to the shareholders on or about Oct. 3, 2024.

At the meeting, shareholders will be voting for the following items of business: (i) to appoint the auditor of the company; (ii) to elect the directors of the company, including Ron Patterson, the initial nominee of the requisitioning shareholder; (iii) to approve and confirm the stock option plan of the company; (iv) to approve a proposed consolidation of the company's common shares on the basis of one new common share for up to five issued common shares; and (v) the approval of the requisitioning shareholder as a control person pursuant to the settlement agreement, which ratifies certain terms of the settlement agreement, including:

• The requisitioning shareholder having the right to have one nominee serve on the board of directors of the company until the later of: (i) the 2025 annual meeting of shareholders; or (ii) the repayment of certain promissory notes issued to the requisitioning shareholder and 2733105 Ontario Inc. (the outside date), and, upon the occurrence of certain specified events, the replacement of Albert Contardi (or his successor) with an additional nominee to the board of directors, as outlined in sections 4, 5 and 6 of the settlement agreement (collectively, the nomination rights);
• The settlement parties agreed to certain negative covenants outlined in Section 8 of the settlement agreement to limit the company from taking certain actions relating to, among other things, certain financings, acquisitions and dispositions, changes to the management of the company or its subsidiaries, or material changes in the business of the company or its subsidiaries, without the approval of at least four directors (the negative covenants).

If the creation of the control person is not approved at the meeting, certain terms contemplated by the settlement agreement would not become effective, including, but not limited to, the nomination rights and the implementation of the negative covenants. If these items are not approved at the meeting, the requisitioning shareholder would not have the right to appoint an additional nominee to board of directors of the company in the event of a default under the promissory notes and management of the company would not have any restrictions on its activities, providing it with greater flexibility to pursue financings, various transactions and any changes to the management of the company and its subsidiaries.

The circular contains the statement of executive compensation required by Form 51-102F6 of NI 51-102 for the financial years ended June 30, 2024, and 2023. The statement of executive compensation for the financial year ended Dec. 31, 2022, is contained in the management information circular of the company dated June 19, 2023, which can be found on the company's profile on SEDAR+.

At the meeting, shareholders of the company will be presented with the audited annual financial statements for the financial year ended June 30, 2023. As a result of the delay in completing the annual filings, the financials statements will not be presented at the meeting.

For further details on the settlement agreement and the meeting, shareholders of the company are encouraged to review the circular and settlement agreement on the company's profile on SEDAR+.

About Deveron Corp.

Deveron is an agriculture technology company that uses data and insights to help farmers and large agriculture enterprises increase yields, reduce costs and improve farm outcomes. The company employs a digital process that leverages data collected on farms across North America to drive unbiased interpretation of production decisions, ultimately recommending how to optimize input use. The company's team of agronomists and data scientists build products that recommend ways to better manage fertilizer, seed, fungicide and other farm inputs. Additionally, Deveron has a national network of data technicians who are deployed to collect various types of farm data, from soil to drones, that build a basis of the company's best-in-class data layers. Deveron's focus is the United States and Canada, where one billion acres of farmland are actively farmed annually.

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