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Edgewater Announces Extension of Term of Convertible Debentures

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OTTAWA, Ontario--(BUSINESS WIRE)-- Edgewater Wireless Systems Inc. (TSX-V: YFI) (OTC: KPIFF) (the 鈥�Company鈥� or 鈥�Edgewater Wireless鈥�) announces that it is seeking TSX Venture Exchange (鈥�TSXV鈥�) acceptance for an extension of the maturity date of unsecured convertible debentures issued pursuant to a private placement completed on September 1, 2022 (the 鈥�Issue Date鈥�).

The Debentures are due to mature on September 1, 2025 (the 鈥�Original Maturity Date鈥�), being three years from the Issue Date. The principal amount of the Debentures is currently convertible at the election of either the Debenture holders or the Company at any time before the Original Maturity Date into units (the 鈥�Units鈥�) at a price of $0.12 per Unit. Each Unit is comprised of one common share and one common share purchase warrant (the 鈥�Warrants鈥�). Each Warrant will entitle the holder to purchase one additional common share at an exercise price of $0.23 per share for a period of three years from the Issue Date, subject to an acceleration provision that is triggered at the Company鈥檚 election if the daily volume weighted average trading price of the Company鈥檚 common shares exceeds $0.30 for ten consecutive trading days. The Debentures bear interest at a rate of 10% per annum (non-compounded) payable quarterly in arrears in cash or, at the election of the Company, in common shares of the Company.

The Company is seeking TSXV approval to extend the Original Maturity Date by two years, to September 1, 2027 (the 鈥�Amended Maturity Date鈥�). The Company also proposes to add an acceleration provision to the Debentures, pursuant to which it would be permitted, at its election, to convert the Debentures into Units if the daily volume weighted average trading price of the Company鈥檚 common shares is $0.18 or greater for ten consecutive trading days. In order to align with the Amended Maturity Date, the Company also proposes to amend the expiry date of the Warrants such that if issued, the Warrants would expire on the Amended Maturity Date. All other terms of the Debentures will remain the same.

The proposed amendments to the Debentures outlined above are subject to the consent of the Debenture holders and TSXV approval.

About Edgewater Wireless

We make Wi-Fi. Better.

Edgewater Wireless delivers unmatched Wi-Fi QoS鈥攂ar none鈥攂y intelligently mitigating congestion, managing spectrum allocation in real-time, and autonomously reconfiguring channel and link density鈥攄riving economic gains for service providers and their customers through reduced churn, improved efficiency, and high-performance connectivity in dense environments. Redefining Wi-Fi from the silicon up, Edgewater鈥檚 patented, AI-powered Spectrum Slicing platform鈥攄elivered through the 笔谤颈蝉尘滨蚕鈩� product family鈥攂reaks the limits of legacy Wi-Fi by enabling multiple concurrent channels in a single band. Wi-Fi Spectrum Slicing delivers 10x performance and up to 50% lower latency, even for legacy devices. With 26 patents and a fabless model, Edgewater is transforming the economics of Wi-Fi for service providers, OEMs, and enterprises鈥攑owering scalable, standards-aligned/leading connectivity across residential, enterprise, and Industrial IoT markets. A Silicon Catalyst portfolio company, Edgewater is building the intelligence wireless foundation for the next era of global connectivity.

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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.

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Edgewater Wireless:

Andrew Skafel, President and CEO

E: [email protected]

Bill Mitoulas, Investor Relations

E: [email protected]

T: +1.416.479.9547

Source: Edgewater Wireless Systems Inc.