ADRABBIT PROVIDES UPDATE REGARDING ITS ANNUAL FINANCIAL STATEMENTS AND ANNOUNCES NEW DIRECTOR APPOINTMENT

VANCOUVER, BC, May 8, 2024 /CNW/ - AdRabbit Limited (the "Company") (TSXV: RABI) announces that they are not able to file their annual financial statements, accompanying management's discussion and analysis ("MD&A") and related CEO and CFO certifications for the financial year ended December 31, 2023 (collectively, the "2023 Annual Financial Statements"), within the period prescribed for the filing of such documents under Parts 4 and 5 of National Instrument 51-102 - Continuous Disclosure Obligations and pursuant to National Instrument 52-109 - Certification of Disclosure in Issuers' Annual and Interim Filings, namely within 120 days of year-end.

Despite their efforts, the Company is not currently in a position to timely file the 2023 Annual Financial Statements, primarily due to its difficulty in raising capital to pay its auditors, because of challenging market conditions. The Company has been noted a default by the British Columbia Securities Commission and Alberta Securities Commission. A Cease Trade Order was issued by the British Columbia Securities Commission on May 6, 2024.

Appointment of New Director

The Company is pleased to announce the appointment of Sarwar "Sazz" Nasimi to the Company's Board of Directors (the "Board"), effective March 31, 2024.

Mr. Nasimi's appointment as a director of the Company shall be until the next annual general meeting of the Company's shareholders, when his continuation as a director shall be subject to nomination and election by the Company's shareholders. Mr. Nasimi's appointment is subject to regulatory approval and the filing and clearing of a personal information form with the TSX Venture Exchange.

Biography of Sazz Nasimi

Sazz Nasimi is a highly skilled commercial litigation and insolvency lawyer in the Melbourne office of Moray & Agnew with a proven record of delivering results on the most complex of matters. In addition to his insolvency work, Mr. Nasimi also has substantial experience in commercial disputes in both state and federal jurisdictions and is regularly called to advise liquidators, company directors and corporations in various commercial disputes. Throughout his career, Mr. Nasimi has been involved in numerous high-profile commercial disputes including having acted for individuals and corporations in corporate and personal insolvency; landlords and tenants in Retail Leasing disputes; individual and corporations in matter pertaining to breach of director's duties; misleading and deceptive conduct and shareholders in shareholder oppression matters.

About AdRabbit

AdRabbit develops an AI-based advertising and marketing platform for small and medium companies that enables them to run automated large-scale advertising and marketing campaigns both online and on social media, including top-tier networks such as Facebook, Google, and TikTok. The AdRabbit platform provides the complete advertising cycle, from ad design and creation, budget and channel recommendations, analytics, and campaign management, to the lead funnel. The AdRabbit platform integrates directly with e-commerce sites such as Shopify and WooCommerce and is accessible as a mobile application on iOS and Android.

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

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

Forward-Looking Information

The information in this news release includes certain information and statements about management's view of future events, expectations, plans and prospects that constitute forward-looking statements. Forward- looking statements are statements that relate to future, not past, events. In this context, forward-looking statements often address expected future events, plans, prospects, business, and financial performance, and often contain words such as "anticipate", "believe", "plan", "estimate", "expect", and "intend", statements that an action or event "may", "might", "could", "should", or "will" be taken or occur, or other similar expressions. All statements, other than statements of historical fact, included herein are forward-looking statements, including, without limitation, statements regarding the expected completion of the audit and the filing of 2023 Annual Financial Statements and the expected remediation of the continuous disclosure default, including the expected revocation of the Cease Trade Order at a future date. There are a number of risks and uncertainties related to these forward-looking statements, which include, but are not limited to: further delays related to the completion of the audit, lack of availability of key persons, auditors or staff required to complete the Required Filings by the anticipated date, and other unexpected items arising relating to the audit.

Although the Company has attempted to identify important factors that could cause actual actions, events, conditions, results, performance, or achievements to differ materially from those described in forward- looking statements, there may be other factors that cause actions, events, conditions, results, performance, or achievements to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements are provided for the purpose of providing information about management's expectations and plans relating to the future, as at the date they are provided. The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, or to explain any material difference between subsequent actual events and such forward-looking statements, except to the extent required by applicable law. Accordingly, investors should not place undue reliance on forward- looking statements. All the forward-looking statements are expressly qualified by the foregoing cautionary statements.

SOURCE AdRabbit Limited

Moshe Cohen, Interim CEO, Interim CFO, and Director, Tel: [phone], Email: [email protected]