Abaxx Technologies Inc. Announces Signing of First Strategic Financing Investor in Abaxx Singapore and Business Update Investor Call

This news release constitutes a "designated news release" for the purposes of the Company's prospectus supplement dated April 26, 2023 to its short form base shelf prospectus dated November 4, 2021

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TORONTO, Aug. 14, 2023 (GLOBE NEWSWIRE) -- Abaxx Technologies Inc. (NEO:ABXX)(OTCQX:ABXXF) (“Abaxx Tech” or the “Company”), a financial software and market infrastructure company and majority shareholder of Abaxx Singapore Pte. Ltd. (“Abaxx Singapore”), the owner of Abaxx Commodity Exchange and Clearinghouse (individually, “Abaxx Exchange” and “Abaxx Clearing”), and producer of the SmarterMarkets Podcast, is pleased to announce that Abaxx Singapore has, as part of a US$20 million to US$35 million best efforts equity private placement of preferred shares (the “Preferred Shares”) of Abaxx Singapore (the “Offering”), signed a definitive investment agreement with an initial corporate investor to participate in an offering of 2,144,563 Preferred Shares and Ordinary Shares in the first tranche (the “First Tranche”) of the Offering. As part of the First Tranche, Abaxx Singapore will also issue 1,932,610 ordinary shares (the “Ordinary Shares”) from treasury to a fully-owned subsidiary of the Company for cash and settlement of intercorporate debts. The Offering is expected to close in September 2023. The investor for Preferred Shares in the First Tranche is a global market infrastructure operator.  

The Preferred Shares will be offered only to strategic corporate investors at a price of $4.718 (USD) per Preferred Share (the “Purchase Price”). The Preferred Shares will be convertible into Ordinary Shares at the holder’s option or upon the occurrence of specific events, as well as a put right that, upon the occurrence of certain events, will allow purchasers of Preferred Shares the ability to sell their shares back to Abaxx Singapore at the original purchase price therefor. In addition, it is anticipated investors will be granted some limited preemptive rights in connection with future capital raising by Abaxx Singapore. Investors in the Preferred Shares will also have, subject to regulatory approval, the right to nominate one director to serve on the Abaxx Singapore board of directors. The issuance of the Preferred Shares under the Offering will result in the Company owning at least 72.69% of the voting shares in Abaxx Singapore, assuming the Offering is fully-subscribed and all Preferred Shares are converted into Ordinary Shares, and assuming the exercise of any Ordinary Share purchase warrants, as referred to below. Abaxx Singapore currently has 26,683,810 issued and outstanding Ordinary Shares.