Grey Matters Announces Increase to Private Placement Financing to $1.25 Million and Closing of Offering

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VANCOUVER, British Columbia, June 18, 2026 (GLOBE NEWSWIRE) — Grey Matters Health Inc. (the “Company” or “Grey Matters”) (CSE: GREY) (FRANKFURT: AGW0) (OTC: AGNPF), a Canadian healthcare company, is pleased to announce an increase to its non-brokered private placement (the “Offering”), previously announced on April 22, 2026 and updated on May 25, 2026 and June 5, 2026 to $1,250,000 and the closing of the second and final tranche (the “Second Tranche”). Gross proceeds from the Second Tranche totalled CAD $750,000 from the sale of 1,875,000 units (the “Units”) at an issue price of CAD $0.40 per Unit. The closing of the Second Tranche brings the financing to a total of CAD $1,250,000 from the sale of 3,125,000 Units, including the closing of the first tranche on June 5, 2026. The Offering is now closed.

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Certain insiders of the Company participated in the Second Tranche of the Offering in the amount of CAD $449,000. The participation by insiders in the Second Tranche of the Offering constitutes a “related party transaction” as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (”MI 61-101”). 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 neither the fair market value of the Units purchased by insiders, nor the consideration for the Units paid by such insiders, exceeded 25% of the Company’s market capitalization. The Company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the Second Tranche of the Offering, which the Company deems reasonable in the circumstances as the details of the participation by insiders of the Company were not settled until shortly prior to closing the Second Tranche of the Offering and the Company wished to complete the Second Tranche of the Offering in an expeditious manner.

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The Company paid cash finder’s fees of $28,000 and issued 70,000 finders warrants pertaining to the Second Tranche of the Offering.

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The Company will use the proceeds of the Offering to advance its Alzheimer’s Disease program towards the opening of its first U.S. brain-specific neuroimaging clinic, general and administrative expenses, and for working capital purposes.

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The securities issued and issuable, described in this and the previous news releases from April 22, 2026, May 25, 2026, and June 5, 2026 will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable Canadian securities legislation.

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The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and may not be offered or sold within the United States or to, or for the account or benefit of, “U.S. persons” (as such term is defined in Regulation S under the U.S. Securities Act) absent registration under the U.S. Securities Act and applicable state securities laws, or an exemption from such registration.

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