Pioneer AI Announces Private Placement

Vancouver, British Columbia–(Newsfile Corp. – February 21, 2025) – Pioneer AI Foundry Inc. (Cboe CA: JPEG) (“Pioneer” or the “Company”) announces that it intends to complete a non-brokered private placement of up to 5,600,000 units (each a “Unit”) at a price of $0.18 per Unit, for gross proceeds of up to $1,008,000 (the “Offering”). Each Unit will consist of one common share of the Company and one common share purchase warrant (a “Warrant”). Each Warrant entitles the holder to acquire one additional common share of the Company at an exercise price of $0.25 for a period of 24 months from issuance.

All securities issued in connection with the Offering will be subject to a statutory hold period of four months. Completion of the Offering is subject to, among other things, receipt of Cboe Canada approval. The Company intends to use the net proceeds from the Offering for working capital, and for expenditures towards research, development and innovation in the AI space.

Finder’s fees may be payable in connection with the Offering, subject to and in accordance with Cboe Canada policies.

ABOUT PIONEER AI FOUNDRY INC.

Pioneer AI Foundry is a next-generation Agentic AI venture builder, primarily operating via its wholly owned subsidiary Crowdform – an AI Agent technology and IP development company.

By leveraging a venture studio and technology incubator model, Pioneer AI Foundry develops and scales revenue-generating Agentic AI-driven technologies at the intersection of AI Agents and Defi/crypto, leveraging the Solana ecosystem. Pioneer specializes in autonomous revenue-generating AI Agent solutions, which are primarily developed within its wholly owned operating subsidiary Crowdform.

In addition, Pioneer has formed successful partnerships with some leading AI companies globally with several projects fully deployed and in-market delivered through operating companies in which Pioneer is a significant shareholder. These partnerships focus on the intersection of revenue-generating Agentic Ai and DeFi

Certain statements in this release are forward-looking statements, which reflect the expectations of management regarding the matters described herein. Forward-looking statements consist of statements that are not purely historical, and such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. These forward-looking statements reflect management’s current views and are based on certain expectations, estimates and assumptions which may prove to be incorrect. A number of risks and uncertainties could cause our actual results to differ materially from those expressed or implied by the forward-looking statements, including factors beyond the Company’s control. These forward-looking statements are made as of the date of this news release.

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