Redwood AI Announces Pricing of $3.5 Million Private Placement

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VANCOUVER, BC / ACCESS Newswire / July 17, 2026 / Redwood AI Corp. (CSE:AIRX)(OTCQB:RDWCF)(Frankfurt:Y0N, WKN:A422EZ) ("Redwood" or the "Company"), an artificial intelligence (AI)-based software and analytics solutions provider for chemical and pharmaceutical development, is pleased to announce the pricing of its private placement offering (the "Offering") with a single U.S. fundamental institutional investor of 1,663,000 special warrants of the Company ("Special Warrants") at a price of $2.11 per Special Warrant, for gross proceeds of approximately $3.5 million.

Each Special Warrant shall be exercisable into one unit of the Company (the "Units") without any further action on the part of the holder and for no additional consideration. Each Unit will consist of one common share (each, a "Common Share") and one common share purchase warrant (each, a "Warrant"). Each Warrant shall entitle the holder thereof to acquire one common share (each, a "Warrant Share") at a price of $2.48 per Warrant Share for a period of 60 months following the closing of the Offering.

Maxim Group LLC is acting as the exclusive placement agent in connection with the Offering. The Offering is expected to close on July 20, 2026.

The Company expects to use the net proceeds from the Offering to fund working capital and for general corporate purposes. The closing of the Offering remains subject to the approval of the Canadian Securities Exchange (the "CSE").

The securities issued pursuant to the Offering will be subject to applicable Canadian and U.S. resale restrictions.

The Company has filed with each of the securities regulatory authorities in the provinces of Canada a preliminary short form base shelf prospectus (the "Base Prospectus"). Following the issuance of a receipt for the final Base Prospectus ("Final Prospectus"), and as soon as practicable, the Company will use commercially reasonable efforts to file a prospectus supplement to the Final Prospectus (the "Prospectus Supplement"), qualifying the distribution of the Units issuable upon exercise of the Special Warrants.

Each Special Warrant will be automatically exercised, without the payment of any additional consideration, into one Unit on the date (the "Qualification Date") that is the earlier of: (i) four (4) months and a day following the closing of the Offering, and (ii) the date that the Prospectus Supplement is filed. However, if the Prospectus Supplement has not been filed on or before the date that is 90 days following the closing of the Offering, then each Special Warrant will be exercisable, at no additional consideration, for 1.10 Units (instead of one (1) Unit).

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act), and may not be offered or sold in the "United States" or to "U.S. Persons" (as such terms are defined in Regulation S under S under the U.S. Securities Act) absent registration under the U.S. Securities Act and all applicable U.S. state securities laws or in compliance with applicable exemptions therefrom. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Redwood AI Corp.

Redwood uses advanced artificial intelligence to accelerate chemistry R&D, with the aim of assisting in drug discovery and development, and furthering defense and safety solutions. The Company combines expertise in chemistry, AI, and manufacturing to streamline drug synthesis and scale-up. Redwood's platform is designed to enable faster, more efficient development of new therapies and chemistry-driven applications.

ON BEHALF OF REDWOOD AI CORP.,

"Louis Dron"
Chief Executive Officer

For more information, please contact:

Louis Dron
Chief Executive Officer
Tel: +1 888 530 8488
investors@redwoodai.com

The Canadian Securities Exchange has not reviewed the contents of this press release and do not accept responsibility for the accuracy or adequacy of this release.

Forward-Looking Statements Caution

This news release contains certain statements and information that may constitute "forward-looking information" within the meaning of applicable securities legislation (collectively, "forward-looking statements"). Forward-looking statements in this news release include, but are not limited to, statements regarding: the completion and timing of the Offering; the anticipated closing date of the Offering; the anticipated gross proceeds of the Offering; the intended use of proceeds from the Offering; receipt of all required regulatory approvals, including approval of the CSE; the filing and timing of the Final Prospectus and the Prospectus Supplement; the qualification of the distribution of the Units issuable upon exercise of the Special Warrants; the exercise of the Special Warrants into Units; and the Qualification Date.

Forward-looking statements are often identified by words such as "expects", "anticipates", "believes", "intends", "plans", "estimates", "may", "will", "would", "could", "potential", "subject to" and similar expressions, including the negative forms thereof.

Forward-looking statements are based on a number of assumptions that management believes are reasonable as of the date hereof, including, without limitation, assumptions that: the conditions to closing of the Offering will be satisfied in a timely manner; the Company will obtain all required regulatory approvals, including approval of the CSE; the Company will be able to obtain a receipt for the Final Prospectus and file the Prospectus Supplement within anticipated timeframes; and general economic, market and industry conditions will not materially change.

Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation: the risk that the Offering may not be completed on the terms described herein or at all; the risk that all conditions to closing of the Offering may not be satisfied; the risk that required regulatory approvals, including approval of the CSE, may not be obtained or may be delayed; the risk that the Company may not obtain a receipt for the Final Prospectus or may not file the Prospectus Supplement as contemplated or within anticipated timeframes; changes in market conditions; and risks relating to the Company's business, operations and financial condition.

Although the Company believes that the forward-looking statements contained in this news release are reasonable, there can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Readers are therefore cautioned not to place undue reliance on forward-looking statements. The forward-looking statements contained in this news release are made as of the date hereof, and the Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

SOURCE: Redwood AI Corp.

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