Not for distribution to U.S. news wire services or for dissemination in the United States 

Vancouver, British Columbia – September 19, 2024 – Principal Technologies Inc. (the “Company”) (TSXV: PTEC; FSE: J07), is pleased to announce a non-brokered financing of up to 4,000,000 units at $0.25 for gross proceeds of up to $1,000,000 (the “Private Placement). Each unit (a “Unit”) will consist of one common share (a ‘Share”) of the Company and one common share purchase warrant (a “Warrant”). Each Warrant entitles the holder to purchase one additional Share of the Company at $0.30 for a period of two (2) years from the date of closing. Proceeds of the Private Placement will be used for general working capital and corporate purposes. 

The Company anticipates that the Private Placement will close on or about October 16, 2024, subject to the receipt of all necessary regulatory approvals, including approval from the TSX Venture Exchange. All securities issued in connection with the Private Placement will be subject to a four-month hold period in accordance with applicable Canadian securities laws. 

The securities referred to herein 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 defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. 

ON BEHALF OF THE BOARD 

Jerry Trent, Chief Executive Officer  

Principal Technologies Inc. 

For investor inquiries or further information, please contact: 

Office@principal-technologies.com 

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. 

Forward-looking statements:  

Certain statements contained in this news release constitute “forward-looking statements”. These forward-looking statements include statements in respect closing of the Private Placement and use of proceeds of the Private Placement.  When used in this document, the words “anticipated”, “expect”, “estimated”, “forecast”, “planned”, and similar expressions are intended to identify forward-looking statements or information. These statements are based on current expectations of management; however, they are subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from the forward-looking statements in this news release. Readers are cautioned not to place undue reliance on these statements. Principal Technologies Inc. does not undertake any obligation to revise or update any forward- looking statements as a result of new information, future events or otherwise after the date hereof, except as required by securities laws. The Company seeks safe harbour.