***NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES.***

Vancouver, British Columbia--(Newsfile Corp. - February 11, 2026) - Railtown AI Technologies Inc. (CSE: RAIL) ("Railtown" or the "Company"), a Canadian company building advanced AI developer and agentic platforms, is pleased to announce that the company's previously disclosed $3.4 million private placement of units (the "Private Placement") has now been fully subscribed. As described in the company's news release dated February 9, 2026, the Private Placement consists of up to 11,333,334 units (each, a "Unit") at a price of $0.30 per Unit, with each Unit comprised of one common share in the capital of the Company (each, a "Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant is exercisable into one Share at a price of $0.45 per Share for a period of 18 months from the date of issuance, subject to acceleration in certain limited circumstances.

The Company intends to use the proceeds of the Private Placement for general working capital purposes and may pay finder's fees to eligible finders in the form of cash and/or common share purchase warrants. The Offering is subject to certain conditions including, but not limited to, receipt of all necessary approvals including the approval of the CSE.

All securities issued in connection with the Private Placement will be subject to a standard hold period of four months and one day in accordance with applicable Canadian securities laws.

For additional information regarding the acceleration of the Warrants, please refer to Railtown's news release dated February 9, 2026.

None of the securities referenced in this news release have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any applicable state securities laws and may not be offered or sold in 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) or persons in the United States absent registration or an applicable exemption from such registration requirements. This news release does not constitute an offer to sell or the solicitation of an offer to buy any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Railtown

Railtown AI Technologies Inc. builds AI developer tools and agentic frameworks that power the next generation of intelligent applications. Its Platform - including real-time ingestion (Railengine), agent development frameworks (Railtracks ADK), and advanced observability (Conductr) - helps teams build, deploy, and operate AI agents with confidence and at scale.

For more information, visit www.railtown.ai.

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ON BEHALF OF THE BOARD

"Cory Brandolini"
Cory Brandolini, Chief Executive Officer

This news release contains forward-looking statements relating to the future operations of the Company and other statements that are not historical facts. Forward-looking statements are often identified by terms such as "will," "may", "should", "intends", "anticipates", "expects" and similar expressions. All statements other than statements of historical fact included in this release, including, without limitation, statements regarding the anticipated closing of the Private Placement, the use of proceeds from the Private Placement, and the future plans and objectives of the Company, are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations are risks detailed from time to time in the filings made by the Company with securities regulators.

Readers are cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company. As a result, the Company cannot guarantee that any forward-looking statement will materialize, and readers should not place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and the Company will only update or revise publicly any of the included forward-looking statements as expressly required by Canadian securities law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/283536

Source: Railtown AI Technologies Inc.