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TORONTO, Jan. 3, 2024 (Globe Newswire) — Abaxx Technologies Inc. (NEO:ABXX) (OTCQX:ABXXF) (“Abaxx Tech” or the “Company”) is a financial software and market infrastructure company. Ltd. (“Abaxx Singapore”), the owner of Abaxx Singapore Pte. Abaxx Commodity Exchange and Clearinghouse (individually “Abaxx Exchange” and “Abaxx Clearing”) and producer of the SmarterMarkets™ podcast, has conducted a best efforts private placement (the “Offering”) of Abaxx Singapore’s preferred shares (the “Preferred Shares”) and common shares (the “Common Shares”) and has entered into a definitive investment agreement with a group of participating strategic corporate investors. did. The offering of 953,787 preferred shares and 4,837,392 common shares will result in gross proceeds of approximately US$27,323,013. The preferred stock investors are Abaxx’s first group of globally recognized strategic participants in the market infrastructure and product ecosystem, while the common stock investors are Abaxx Tech (through an indirect wholly owned subsidiary). It is. Completion of the initial public offering is expected to occur on or about January 8, 2024.
The Preferred Shares are being offered exclusively to strategic corporate investors at a price of $4.718 per Preferred Share (the “Purchase Price”). Preference shares may be converted into ordinary shares of Abax Singapore at the option of the holder or upon the occurrence of certain events, and may also entitle purchasers of preference shares to sell their shares upon the occurrence of certain events. Masu. The preference shares will be returned to Abaxx Singapore at the purchase price. In addition, investors will have a limited right of first refusal in relation to any future financings by Abaxx Singapore. Investors of the preference shares will also have the right to nominate one director to serve on Abaxx Singapore’s board of directors, subject to regulatory approval.
For ordinary shares, Abaxx Technologies Corp. (Barbados) (“Abaxx Barbados”), an indirect wholly owned subsidiary of the Company, subscribed to 3,730,362 units of Abaxx Singapore (“Units”) at the purchase price. Units consisting of one common share and one common share purchase warrant (the “Warrant”), exercisable for a period of 12 months at a price of US$4.718. Abaxx Singapore will also issue 1,107,030 ordinary shares to Abaxx Barbados for settlement of intercompany debt at the deemed purchase price, and in total will issue 4,837,392 ordinary shares and subscription rights to Abaxx Barbados in connection with the Offering. 3,730,362 shares will be issued. Upon issuing securities to Avax Barbados and preference shares to investors pursuant to the Offering, Avax Barbados will receive the same The company will own 86.92% or more of the voting shares. Assume the exercise of the shares and warrants issued to Abaxx Barbados. Abaxx Singapore currently has 26,683,810 ordinary shares outstanding.
The net proceeds from the offering will be used for working capital and reserve purposes.
This announcement is being prepared for release in Canada and will not be published on any U.S. wire services or distributed within the United States. This announcement does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or any other jurisdiction. The securities mentioned in this announcement 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 It may not be offered or sold on a stock exchange. United States, except for transactions that are exempt from registration or not subject to registration under the Securities Act and applicable U.S. state securities laws.
About Avax Technologies
Abaxx is a development stage financial software and market infrastructure company building proprietary technology infrastructure for both global commodity exchanges and digital markets. Our formation technology increases transaction speed and data security, and facilitates improved risk management through our indirect majority-owned subsidiaries, Abaxx Exchange and Abaxx Clearing. The companies operate a commodity futures exchange and a clearinghouse, respectively, and recently received final approval for trading from regulators. We are a Recognized Market Operator (“RMO”) and an Authorized Clearing House (“ACH”) of the Monetary Authority of Singapore (“MAS”).
Abaxx is a founding shareholder of Base Carbon Inc. and the creator and producer of the SmarterMarkets™ podcast.
For more information, visit abaxx.tech, abaxx.exchange and smartermarkets.media.
For more information on this press release, please contact:
Steve Frey, CFO
Phone: 416-786-4381
Media and investor inquiries:
Avax Technologies Co., Ltd.
Investor Relations Team
Phone: +1 246 271 0082
Email: ir@abaxx.tech
Forward-looking statements
This news release contains certain “forward-looking information” (sometimes referred to as “forward-looking statements”) that is not historical fact. Forward-looking information includes estimates and statements that describe Abaxx’s or the Company’s future plans, objectives and goals. This includes language stating that Abaxx expects the stated condition or result to occur. Forward-looking information includes words such as “seek,” “think,” “anticipate,” “expect,” “estimate,” “may,” “could,” “would,” “plan,” and ” It may be identified by terms such as ‘to plan’. ”.Forward-looking information is based on assumptions and addresses future events or conditions and, by its nature, involves inherent risks and uncertainties.
Although forward-looking information is based on information currently available to Abaxx, Abaxx provides no assurance that actual results will meet management’s expectations. Risks, uncertainties and other factors associated with forward-looking information may cause actual events, results, performance, prospects and opportunities to differ from those expressed or implied by such forward-looking information. It can vary greatly. Forward-looking information in this news release includes statements regarding Abaxx’s objectives, goals or future plans, anticipated financing and expectations regarding the use of current and future proceeds, including size, pricing, terms and conditions. Including, but not limited to: the timing of the closing of the offering and subsequent tranches, the receipt and timing of regulatory approvals, the Company’s anticipated future holdings in Abaxx Singapore, the timing of commencement of operations and estimates of financial projections and market conditions; Such factors include, among others: risks related to global economic conditions; dilution; our limited operating history; the uncertainty of future capital needs and additional financing and general capital market conditions; the nature of industry competitiveness; Exchange risk. the need for Abaxx to manage its planned growth and expansion; the impact of product development and the need for continued technological change; Protection of property rights. The impact of government regulation and compliance on his Abaxx and industry. failure to obtain required regulatory approvals on a timely basis or at all; our ability to list our securities on a stock exchange on a timely basis or to be listed; Network security risks. Abaxx’s ability to maintain properly operating systems; dependence on key personnel; A deterioration in global economic and financial markets could impede access to capital or increase the cost of capital. And volatile securities markets affect security prices independent of business performance. In addition, certain factors that may affect the future performance of Abaxx’s business include, but are not limited to: Protection of intellectual property rights. Contractual and Third Party Risks. clearinghouse risks, malicious actor risks, third-party software license risks, system failure risks, technological change risks and technology infrastructure dependencies. capital market conditions and stock dilution from stock issuances; Abaxx Singapore’s inability to obtain sufficient financing; Restrictions on labor, international travel, and supply chains. Abaxx also assumes that no material events occur outside of Abaxx’s normal business operations.
Abaxx cautions that the above list of important factors is not exhaustive. In addition, although Abaxx has attempted to identify important factors that could cause actual results to differ materially, there are other factors that could cause results not to be as anticipated, estimated or intended. . When making decisions in reliance on Abaxx’s forward-looking information, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Abaxx assumes that the important factors mentioned in the previous paragraph will not cause such forward-looking information to differ materially from actual results or events. However, this list of factors is not exhaustive and is subject to change, and there can be no assurance that such assumptions will reflect the actual results of such items or factors.
The forward-looking information contained in this press release represents Abaxx’s expectations as of the date of this press release and, therefore, is subject to change after that date. Readers should not place undue importance on forward-looking information and should not rely on this information as of any other date. Abaxx does not undertake to update this information at any particular time except as required pursuant to applicable law. CBOE Canada is not responsible for the adequacy or accuracy of this press release.
