Abaxx Announces $50 Million Bought Deal Offering

/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES/

TORONTO and SINGAPORE, May 26, 2026 /CNW/ - Abaxx Technologies Inc. ("Abaxx" or the "Company") (TSX : ABXX) (OTCQX : ABXXF) is pleased to announce that it has entered into an agreement with ATB Cormark Capital Markets and Cantor, as co-lead underwriters and co-lead bookrunners on behalf of a syndicate of underwriters (collectively, the "Underwriters"), pursuant to which the Underwriters have agreed to purchase, on a "bought deal" basis, 922,000 common shares of the Company (the "Shares") at a price of $54.25 per Share (the "Issue Price") for aggregate gross proceeds of $50,018,500 (the "Underwritten Offering").

The Company has agreed to grant the Underwriters an over-allotment option to purchase up to an additional 15% of the Shares at the Issue Price (the "Underwriters' Option", and together with the Underwritten Offering, the "Offering"), exercisable in whole or in part, at any time on or prior to the date that is 30 days following the Closing Date (as defined below). If the Underwriters' Option is exercised in full, approximately $7,502,775 additional proceeds will be raised pursuant to the Offering and the aggregate proceeds of the Offering will be approximately $57,521,275.

The Company intends to use the net proceeds from the Offering for (i) the development and operation of the Company's exchange and clearinghouse in Singapore, (ii) the development of the Company's digital infrastructure business, and (iii) general corporate purposes and working capital.

The Shares will be offered for sale in all provinces and territories of Canada (except Quebec) by way of a prospectus supplement (the "Supplement") to the short form base shelf prospectus of the Company dated May 8, 2026 (the "Base Prospectus"), which Supplement is expected to be filed on or prior to May 28, 2026 with the securities commissions and other similar regulatory authorities in each of the provinces of Canada and in such other jurisdictions as are agreed to by the Company and the Underwriters, in each case provided that no prospectus, registration statement or other similar document is required to be filed in such jurisdiction and that the Company will not be or become subject to any continuous disclosure obligations in such jurisdiction. The Base Prospectus and, once filed, the Supplement can be found on SEDAR+ at www.sedarplus.ca, and contain important detailed information about the Offering. An electronic or paper copy of the Prospectus Supplement, Base Prospectus, and any amendment to such documents may be obtained, without charge, from ATB Cormark Capital Markets by email at [email protected] or Cantor by email at [email protected], by providing the contact with an email address or address, as applicable.

The Offering is expected to close on or about June 2, 2026 (the "Closing Date") and is subject to the Company receiving all necessary regulatory approvals, including the approval of the Toronto Stock Exchange.

The securities referred to herein have not been, and will not be, registered under the U.S. Securities Act, or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, any U.S. persons or any persons within the United States absent registration or available exemptions from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. 'United States' and 'U.S. person' are as defined in Regulation S under the U.S. Securities Act.

About Abaxx Technologies Inc.

Abaxx Technologies Inc. (TSX: ABXX | OTCQX: ABXXF) is building Smarter Markets: markets empowered by better tools, better benchmarks, and better technology to drive market-based solutions to the biggest challenges we face as a society, including the energy transformation and the transition to an AI-augmented economy.

In addition to developing and deploying financial technologies that make communication, trade, and transactions easier and more secure, Abaxx is the indirect majority shareholder of Abaxx Singapore, which owns Abaxx Exchange and Abaxx Clearing, and the parent company of wholly owned subsidiaries Abaxx Spot and Adaptive Infrastructure.

Abaxx Exchange delivers the market infrastructure critical to the shift toward an electrified, low-carbon economy through centrally-cleared, physically-deliverable futures contracts in LNG, carbon, battery materials, and precious metals, meeting the commercial needs of today's commodity markets and establishing the next generation of global benchmarks.

Abaxx Spot modernizes physical gold trading through a physically-backed gold pool in Singapore. As a co-located spot and futures market for gold, Abaxx Spot enables secure electronic transactions, efficient OTC transfers, and is designed to support physical delivery for Abaxx Exchange's physically-deliverable gold futures contract, providing integrated infrastructure to deliver smarter gold markets.

Adaptive Infrastructure closes critical gaps in post-trade infrastructure by providing a unified custodial foundation across environmental markets and digital title assets. Incorporated in Barbados and regulated by the Financial Services Commission of Barbados, the company delivers institutional-grade custody, settlement, and transfer agency services designed to reduce risk and improve reliability across asset classes.

Abaxx Labs is the Company's center for engaging with the developer community to create the next generation of technology that will build smarter markets through open-source software tools that promote the use of Abaxx's ID++ technologies.

For more information, visit abaxx.tech | abaxx.exchange | abaxxspot.com | basecarbon.com | smartermarkets.media

Cautionary Note Regarding Forward-Looking Statements

This press release includes certain "forward-looking statements" and "forward-looking information" (collectively, "forward-looking statements") within the meaning of applicable Canadian and United States securities laws. All statements other than statements of historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "believe", "anticipate", "estimate", "project", "intend", "expect", "may", "will", "plan", "should", "would", "could", "target", "purpose", "goal", "objective", "ongoing", "potential", "likely" or the negative thereof or similar expressions.

In particular, this press release contains forward-looking statements including, without limitation, Abaxx's objectives and future plans, anticipated closing and timing of closing of the Offering, regulatory approvals, anticipated use of proceeds, development and expansion of Abaxx's market infrastructure and Abaxx's role in the development of commodities and energy markets. Forward-looking statements are based on the reasonable assumptions, estimates, analyses and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances at the date that such statements are made, but which may prove to be incorrect. Such factors impacting forward-looking information include, among others: risks relating to the global economic climate; dilution; Abaxx's limited operating history; future capital needs and uncertainty of additional financing; the competitive nature of the industry; currency exchange risks; the need for Abaxx to manage its planned growth and expansion; the effects of product development and need for continued technology change; protection of proprietary rights; the effect of government regulation and compliance on Abaxx and the industry; acquiring and maintaining regulatory approvals for Abaxx's products and operations; the ability to list Abaxx's securities on stock exchanges in a timely fashion or at all; network security risks; the ability of Abaxx to maintain properly working systems; reliance on key personnel; global economic and financial market deterioration impeding access to capital or increasing the cost of capital; and volatile securities markets impacting security pricing unrelated to operating performance. In addition, particular factors which could impact future results of the business of Abaxx include but are not limited to: the failure of energy markets and collateral use cases to develop according to the expectations of Abaxx; operations in foreign jurisdictions; protection of intellectual property rights; contractual risk; third-party risk; clearinghouse risk; malicious actor risks; third- party software license risk; system failure risk; risk of technological change; dependence of technical infrastructure; changes in global weather patterns; changes in the price of commodities, capital market conditions, restrictions on labor and international travel and supply chains, and the risk factors identified in the Company's most recent management's discussion and analysis filed on SEDAR+. Abaxx has also assumed that no significant events occur outside of Abaxx's normal course of business.

Abaxx cautions that the foregoing list of material factors is not exhaustive. In addition, although Abaxx has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, or intended. When relying on forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Abaxx has assumed that the material factors referred to in the previous paragraphs will not cause such forward-looking statements and information to differ materially from actual results or events. However, the list of these factors is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors. The forward-looking statements and information contained in this press release represents the expectations of Abaxx as of the date of this press release and, accordingly, is subject to change after such date. Abaxx undertakes no obligation to update or revise any forward-looking statements and information, whether as a result of new information, future events or otherwise, except as required by law. Accordingly, readers are cautioned not to place undue reliance on these forward-looking statements and information. Neither the Toronto Stock Exchange nor any other securities exchange or regulatory authority accepts responsibility for the adequacy or accuracy of this release.

SOURCE Abaxx Technologies

Media and investor inquiries: Abaxx Technologies Inc., Investor Relations Team, Tel: [phone], E-mail: [email protected]