Abaxx Announces Signing of Agreements for Strategic Financing in Abaxx Singapore

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TORONTO, Jan. 03, 2024 (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 best efforts equity private placement of preferred shares (the “Preferred Shares”) and Ordinary Shares (the “Ordinary Shares”) of Abaxx Singapore (the “Offering”), signed definitive investment agreements with a group of strategic corporate investors to participate in an Offering of 953,787 Preferred Shares and 4,837,392 Ordinary Shares for aggregate gross proceeds of approximately US$27,323,013. The investors for Preferred Shares are Abaxx’s first group of globally recognized strategic participants in the market infrastructure and commodity ecosystems, while Abaxx Tech (through an indirect wholly-owned subsidiary) is the investor for the Ordinary Shares. Closing of the Offering is anticipated to occur on or about January 8, 2024.

The Preferred Shares have been offered solely to strategic corporate investors at a price of US$4.718 per Preferred Share (the “Purchase Price”). The Preferred Shares will be convertible into Ordinary Shares of Abaxx Singapore 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 Preferred Shares back to Abaxx Singapore at the Purchase Price. In addition, investors will be granted some limited pre-emptive rights in connection with any future capital raising by Abaxx Singapore. Investors of 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.

For the Ordinary Shares, Abaxx Technologies Corp. (Barbados) (“Abaxx Barbados”), an indirect wholly-owned subsidiary of the Company, has subscribed for 3,730,362 units (the “Units”) of Abaxx Singapore at the Purchase Price, with each Unit consisting of one Ordinary Share and one Ordinary Share purchase warrant (a “Warrant”) exercisable at a price of US$4.718 for a period of 12 months. Abaxx Singapore will also issue 1,107,030 Ordinary Shares to Abaxx Barbados for settlement of intercorporate debts at the deemed Purchase Price, for an aggregate total of 4,837,392 Ordinary Shares and 3,730,362 Warrants being issued to Abaxx Barbados in connection with the Offering. The issuance of the securities to Abaxx Barbados and the Preferred Shares to investors under the Offering will result in Abaxx Barbados owning not less than 86.92% 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 Warrants issued to Abaxx Barbados. Abaxx Singapore currently has 26,683,810 issued and outstanding Ordinary Shares.