Therma Bright Closes Second & Final Tranche of Fully Subscribed Non-Brokered Private Placement

Toronto, Ontario–(Newsfile Corp. – June 21, 2024) – Therma Bright Inc. (TSXV: THRM) (OTCQB: TBRIF) (“Therma” or the “Company”), a developer and investment partner in a wide range of leading-edge, proprietary diagnostic and medical device technologies, is pleased to announce that it has completed the second and final tranche (“Final Tranche”) of its previously announced $1,000,0000 non-brokered private placement (the “Offering”). Under the Final Tranche, Therma issued 14,550,000 units priced at $0.01 per unit for total proceeds of $145,500. In accordance with the policies of the TSX Venture Exchange (the “TSXV”), the Company is relying on a minimum pricing exception to issue securities at less than $0.05 per listed security. No finder’s fee was paid in connection with the Final Tranche. All securities issued under the Final Tranche are subject to a hold period expiring October 21, 2024, in accordance with applicable securities laws and the policies of the TSXV. Together with the first tranche closing on June 10, 2024, the Company has now raised a total of $1,000,000 from the sale of 100,000,000 units.

A director and officer of the Company (the “Insider“) participated in the Final Tranche and purchased 1,100,000 Units for $11,000. Participation by the Insider in the private placement is considered a “related party transaction” pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is exempt from the requirements to obtain a formal valuation and minority shareholder approval in connection with the Insider’s participation in the private placement in reliance of sections 5.5(a) and 5.7(a) of MI 61-101, respectively, on the basis that participation in the Offering by the Insider did not exceed 25% of the fair market value of the Company’s market capitalization. The Company did not file a material change report at least 21 days prior to the closing of the Offering, as the participation of the Insider had not been confirmed at that time.

“We’ve had a great deal of interest from investors because of all the great work we have been accomplishing with our Venowave’s pending CPT and HCPCS codes from Centers of Medicare and Medicaid (CMS) and our Digital Cough Technology,” shared Rob Fia, CEO of Therma Bright. “In addition, our new investors like our investments in Inretio that has developed a novel clot retriever to treat ischemic stroke and our investment in InStatin that is researching the delivery of statins via inhaler to treat respiratory diseases such as Asthma and COPD. Furthermore, these investors shared excitement on our ideas around the strategic review that we announced in March 2024, and will be providing the marketplace an update on that initiative as we finalize the plan.”

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.

About Therma Bright Inc.

Therma Bright is a developer and partner in a wide range of leading edge, proprietary diagnostic and medical device technologies focused on providing consumers and medical professionals with quality, innovative solutions that address some of today’s most important medical and healthcare challenges. Therma Bright Inc. trades on the (TSXV: THRM) (OTCQB: TBRIF) (FSE: JNX). Visit: www.thermabright.com.

Therma Bright Inc.
Rob Fia, CEO
rfia@thermabright.com
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FORWARD-LOOKING STATEMENTS

Certain statements in this news release constitute “forward-looking” statements. These statements relate to future events such as the obtaining CPT and HCPCS codes and advancing other technology as described in the news release. All such statements involve substantial known and unknown risks, uncertainties and other factors which may cause the actual results to vary from those expressed or implied by such forward-looking statements. Forward-Looking statements involve significant risks and uncertainties, they should not be read as guarantees of future performance or results, and they will not necessarily be accurate indications of whether such results will be achieved. Actual results could differ materially from those anticipated due to several factors and risks. Although the forward-looking statements contained in this news release are based upon what management of the Company believes are reasonable assumptions on the date of this news release, the Company cannot assure investors that actual results will be consistent with these forward-looking statements. The forward-looking statements contained in this press release are made as of the date hereof and the Company disclaims any intention or obligation to update or revise any forward-looking statements whether because of new information, future events or otherwise, except as required under applicable securities regulations.

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