Mr. Cory Brandolini reports

RAILTOWN AI TECHNOLOGIES INC. ANNOUNCES $2.1 MILLION NON-BROKERED PRIVATE PLACEMENT

Railtown AI Technologies Inc. has arranged a non-brokered private placement of up to seven million units of the company at a price of 30 cents per unit for aggregate gross proceeds of up to $2.1-million. Each unit will consist of one common share in the capital of the company and one-half of one common share purchase warrant. Each warrant will entitle the holder thereof to acquire one additional share at an exercise price of 60 cents per share for a period of 24 months from the closing date of the offering.

The offering is being completed pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 (Prospectus Exemptions). Any securities issuable under the LIFE exemption will not be subject to a hold period in accordance with applicable Canadian securities laws.

The company may pay eligible finders a cash commission equal to 8 per cent of the gross proceeds raised from purchasers introduced by such finders and/or issue to such finders that number of non-transferable common share purchase warrants equal to 8 per cent of the number of units sold to purchasers introduced by such finders. Each finder's warrant will entitle the holder thereof to acquire one share at an exercise price of 30 cents per share for a period of 24 months from the date of issuance.

Both the warrants and the finders' warrants will be subject to acceleration such that, if, during a period of 10 consecutive trading days prior to their respective expiry dates, 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 $1.20 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 and the finders' 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 or finders' 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.

An offering document related to the offering will be available under the company's profile at SEDAR+ and on the company's website. Prospective purchasers should read this offering document before making an investment decision.

The company intends to use the proceeds of the offering to accelerate user acquisition, to facilitate revenue growth, to generate capital market awareness, and for general corporate and working capital purposes. The offering may close in tranches, with the first tranche expected to close on or around Dec. 5, 2024. The offering is subject to certain conditions, including, but not limited to, receipt of all necessary approvals, including the approval of the CSE.

Railtown AI engages international business development adviser

Additionally, the company is pleased to announce that Ari & Co. Capital, a merchant bank based in New York and Vancouver, Canada, has been appointed as a corporate liaison, representing Railtown AI's global business interests, including Europe, Asia, Middle East and North America. The engagement is effective immediately unless terminated by either Railtown AI or Ari & Co. Capital for an initial term of six months, and includes standard indemnity and confidentiality provisions.

Railtown AI co-founder and chief executive officer Cory Brandolini commented: "Achieving SOC 2 certification marks a significant milestone for our company, showcasing our unwavering commitment to security, transparency and operational excellence. With this foundation in place, we are poised to enter an exciting new phase of growth, empowering us to deliver even greater value to our customers and stakeholders as we scale."

About Railtown AI Technologies Inc.

Railtown AI, a Microsoft partner, has developed a cloud-based application general intelligence platform called Conductor. Artificial intelligence and automation perform tasks as well as streamlining, enhancing and accelerating developer productivity engineering through speed, quality, automation and best practices, which are the cornerstones and foundation of the Conductor platform.

It purposely built the Conductor platform to help software companies and software developers save time on redundant tasks, improve productivity, drive down costs and accelerate developer velocity. Railtown AI's proprietary AI technology, designed to enable clients to be more productive and profitable, is accessible on Microsoft's Azure marketplace.

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