Mr. Andrew Skafel reports

EDGEWATER ANNOUNCES CLOSING OF PRIVATE PLACEMENT

Edgewater Wireless Systems Inc. has closed its previously announced non-brokered private placement. Pursuant to the private placement, the company has issued a total of 38.3 million units at a price of five cents per unit for gross proceeds of $1,915,000. Please see the company's news releases dated Dec. 6, 2024, Dec. 13, 2024, and Dec. 16, 2024.

Each unit consists of one common share in the capital of the company and one common share purchase warrant. Each warrant is exercisable for two years from the date of issuance and entitles the holder to purchase one additional common share at an exercise price of eight cents.

The company intends to use the net proceeds of the private placement for product commercialization and general working capital. Depending on the development of its business, the company may reallocate the proceeds from the private placement as needed.

In connection with closing of the private placement, the company paid cash finders' fees totalling $17,150, issued 1,533,000 common shares and issued an aggregate of 2,314,000 finders' warrants to certain finders. Each finder's warrant is exercisable for two years from the date of issuance and entitles the holder to purchase one additional common share at an exercise price of eight cents.

All securities issued in connection with the private placement are subject to a statutory hold period of four months from the date of issuance in accordance with applicable securities legislation and the policies of the TSX Venture Exchange.

Pursuant to Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, the company advises that certain directors and officers of the company participated in the private placement for aggregate proceeds of $150,000 and are considered to be related parties of the company. Each subscription by a related party of the company is considered to be a related party transaction for purposes of MI 61-101 and TSX-V Policy 5.9, Protection of Minority Security Holders in Special Transactions. The company is relying on the exemptions from the formal valuation requirements contained in Section 5.5(a) of MI 61-101 and the minority shareholder approval requirements contained in Section 5.7(1)(a) of MI 61-101 as the fair market value of the related parties' participation is not more than 25 per cent of the company's market capitalization.

About Edgewater Wireless Systems Inc.

Edgewater Wireless is the industry leader in innovative spectrum slicing technology for residential and commercial markets. The company develop advanced Wi-Fi silicon solutions, access points and IP (intellectual property) licensing designed to meet the high-density and high-quality-of-service needs of service providers and their customers. With 26 granted patents, Edgewater's in-band multichannel Wi-Fi technology revolutionizes Wi-Fi, delivering next-generation Wi-Fi today.

Edgewater's physical layer spectrum slicing allows a frequency band to be divided or sliced to enable more radios to operate in a given area. Think of spectrum slicing like moving from a single-lane road to a multilane highway, regardless of Wi-Fi technology. The recently completed proof of concept (PoC) with a major Tier 1 service provider showed seven to 18 times performance gains in 75 per cent of homes surveyed. Interestingly, homes with the most devices saw the greatest improvements.

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