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Abaxx to Increase Strategic Ownership in MineHub to 19.99%

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MineHub Technologies announced that Abaxx Technologies will increase its strategic ownership from 10.83% to 19.99% through the acquisition of 8,810,000 common shares at $0.35 per share. The transaction, valued at $3,083,500, will be completed either through cash payment or the issuance of 237,192 Abaxx shares. The partnership aims to explore commercial and product collaboration opportunities, including data integration, market expansion, and enhanced digital tools. The transaction is expected to close by December 31, 2024, subject to regulatory approvals.

MineHub Technologies ha annunciato che Abaxx Technologies aumenterà la sua partecipazione strategica dal 10,83% al 19,99% attraverso l'acquisizione di 8.810.000 azioni ordinarie a 0,35 $ per azione. La transazione, valutata 3.083.500 $, sarà completata tramite pagamento in contante o emettendo 237.192 azioni di Abaxx. La partnership mira a esplorare opportunità di collaborazione commerciale e di prodotto, inclusa l'integrazione dei dati, l'espansione del mercato e strumenti digitali avanzati. Si prevede che la transazione si chiuderà entro il 31 dicembre 2024, soggetta ad approvazioni normative.

MineHub Technologies anunció que Abaxx Technologies aumentará su participación estratégica del 10.83% al 19.99% mediante la adquisición de 8,810,000 acciones comunes a 0.35 $ por acción. La transacción, valorada en 3,083,500 $, se completará ya sea a través de un pago en efectivo o mediante la emisión de 237,192 acciones de Abaxx. La asociación tiene como objetivo explorar oportunidades de colaboración comercial y de producto, incluyendo la integración de datos, la expansión del mercado y herramientas digitales mejoradas. Se espera que la transacción se cierre antes del 31 de diciembre de 2024, sujeta a aprobaciones regulatorias.

MineHub TechnologiesAbaxx Technologies가 8,810,000주를 주당 0.35달러에 인수하여 전략적 지분을 10.83%에서 19.99%로 증가시킬 것이라고 발표했습니다. 이 거래는 3,083,500달러로 평가되며 현금 지급 또는 237,192주 발행을 통해 완료될 예정입니다. 파트너십은 데이터 통합, 시장 확장 및 향상된 디지털 도구를 포함한 상업 및 제품 협력 기회를 탐색하는 것을 목표로 합니다. 이 거래는 규제 승인을 조건으로 2024년 12월 31일 이전에 마감될 것으로 예상됩니다.

MineHub Technologies a annoncé que Abaxx Technologies augmentera sa participation stratégique de 10,83 % à 19,99 % grâce à l'acquisition de 8 810 000 actions ordinaires au prix de 0,35 $ par action. La transaction, d'une valeur de 3 083 500 $, sera réalisée soit par un paiement en espèces, soit par l'émission de 237 192 actions Abaxx. Le partenariat vise à explorer des opportunités de collaboration commerciale et de produit, y compris l'intégration des données, l'expansion du marché et des outils numériques améliorés. La transaction devrait être finalisée d'ici le 31 décembre 2024, sous réserve des approbations réglementaires.

MineHub Technologies gab bekannt, dass Abaxx Technologies seinen strategischen Besitzanteil von 10,83 % auf 19,99 % durch den Erwerb von 8.810.000 Stammaktien zu je 0,35 $ pro Aktie erhöhen wird. Die Transaktion, die mit 3.083.500 $ bewertet wird, wird entweder durch eine Barzahlung oder durch die Ausgabe von 237.192 Abaxx-Aktien abgeschlossen. Die Partnerschaft zielt darauf ab, kommerzielle und produktbezogene Kollaborationsmöglichkeiten zu erkunden, darunter Datenintegration, Marktexpansion und verbesserte digitale Werkzeuge. Der Abschluss der Transaktion wird bis zum 31. Dezember 2024 erwartet, vorbehaltlich der Genehmigungen durch die Aufsichtsbehörden.

Positive
  • Strategic investment of $3,083,500 strengthens company's financial position
  • Partnership enables expansion into new commodity markets beyond copper and aluminum
  • Integration of digital tools and ID++ protocol enhances product offerings
  • Strategic alliance with major industry player increases market credibility
Negative
  • Share issuance at $0.35 may cause dilution for existing shareholders
  • Transaction requires regulatory approval, posing completion risk

Vancouver, British Columbia--(Newsfile Corp. - November 18, 2024) - MineHub Technologies Inc. (TSXV: MHUB) (OTCQB: MHUBF) ("MineHub" or the "Company"), a leading provider of digital supply chain solutions for the commodity markets, is pleased to announce the Company and Abaxx Technologies Inc. (Cboe CA: ABXX) (OTCQX:ABXXF) ("Abaxx") have entered into a Letter of Intent ("LOI") wherein Abaxx will increase its strategic ownership in Minehub from its current 10.83% interest to 19.99%.

Abaxx will acquire 8,810,000 common shares of MineHub at a deemed price per share of $0.35 (the "MineHub Shares"), in exchange for $3,083,500 in cash (the "Abaxx Cash Payment") or the issuance of 237,192 Abaxx common shares (the "Abaxx Shares") at Abaxx's sole election prior to closing (the "Transaction").

Abaxx and MineHub are partnering to explore a wide range of commercial and product collaboration opportunities centered on leveraging their collective expertise and capabilities to magnify the value that they can deliver to customers, as well as to shareholders. Benefits of the collaboration include:

  • Exploring data integration between Abaxx and MineHub digital tools to broaden the value available to customers and amplify commercial traction
  • Partnering to facilitate entry into commodities markets, beyond copper and aluminum where MineHub has focused historically
  • Leveraging Abaxx's ID++ identity protocol to enrich MineHub's ability to provide customers with a secure and easy-to-use communication tool
  • Bolstering the physical commodities market's ability to meet progressing requirements related to sustainability (i.e. reporting, carbon offsetting, traceability)
  • Enabling more efficient, secure hedging by providing a bridge between physical and financial commodities data while preserving data privacy
  • Promoting compliance within a new and ever-evolving global regulatory landscape

The Transaction will close on or before December 31, 2024 (the "Closing Date"), and is subject to the satisfaction of closing conditions, including approval of the TSX Venture Exchange ("TSXV") as it relates to the issuance of the MineHub Shares to Abaxx, and the approval of Cboe Canada Inc. as it relates to the issuance of Abaxx Shares to MineHub.

Abaxx intends to file a prospectus supplement to its short form base shelf prospectus dated March 13, 2024, qualifying the issuance of the Abaxx Shares to MineHub, assuming Abaxx elects to issue the Abaxx Shares in lieu of the Abaxx Cash Payment. The MineHub Shares to be issued to Abaxx, will bear a hold period of four months and a day from the Closing Date.

Abaxx presently owns 8,333,333 MineHub common shares that were acquired under the parties' previous transactions in August and September 2024. The Transaction is considered a "related party transaction" for MineHub under MI 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101") because Abaxx holds greater than 10% of MineHub's outstanding shares. The Transaction is exempt from formal valuation requirements under subsection 5.5(a) and (b) of MI 61-101 (fair market value of Transaction is not more than 25% of MineHub's market capitalization and MineHub is listed on TSXV) and is exempt from minority shareholder approval requirements under subsection 5.7(1)(a) of MI 61-101 (fair market value of Transaction is not more than 25% of MineHub's market capitalization).

Advisors

Haywood Securities Inc. is acting as financial advisor and Cozen O'Connor LLP is acting as legal counsel to MineHub in connection with the Transaction. Peterson McVicar LLP is acting as legal counsel to Abaxx.

About Abaxx

Abaxx is building Smarter Markets - markets empowered by better financial technology and market infrastructure to address our biggest challenges, including the energy transition. In addition to developing and deploying financial technologies that make communication, trade, and transactions easier and more secure, Abaxx is an indirect majority-owner of subsidiaries Abaxx Exchange Pte. Ltd. and Abaxx Clearing Pte. Ltd., recognized by the Monetary Authority of Singapore as a "recognised market operator" (RMO) and "approved clearing house" (ACH), respectively.

Abaxx Exchange Pte. Ltd. and Abaxx Clearing Pte. Ltd. are a Singapore-based commodity futures exchange and clearinghouse, introducing centrally cleared, physically deliverable commodities futures and derivatives to provide better price discovery and risk management tools for the commodities critical to our transition to a lower-carbon economy. For more information about Abaxx, please visit abaxx.tech, abaxx.exchange and smartermarkets.media.

For more information about this press release, please contact:
Steve Fray, CFO
Tel: 647 490 1590

Media and investor inquiries:
Abaxx Technologies Inc.
Investor Relations Team
Tel: 647 490 1590
E-mail: ir@abaxx.tech

About MineHub

MineHub is the digital supply chain platform for the commodity markets, making raw material supply chains more efficient, resilient and sustainable. MineHub provides enterprise-grade digital solutions that connect buyers, sellers, laboratories and financiers within physical commodities supply chains in a digitally integrated workflow powered by data that is useable, shareable, verifiable and unforgeable. Users of MineHub solutions are in full control of their supply chains, enabling them to optimize their use of resources, respond better and faster to disruptions, and provide a better customer service. Global enterprises already use MineHub solutions as part of their logistics, compliance, trade management and financing operations.

Andrea Aranguren
CEO, MineHub Technologies Inc.

For further information regarding MineHub, please email info@minehub.com or visit our website at www.minehub.com. Tel: (778) 373-3747

Cautionary Note Regarding Forward-Looking Statements

Neither the 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 joint news release contains statements that are considered "forward-looking information" within the meaning of applicable Canadian securities legislation ("forward-looking statements") with respect to Abaxx and MineHub including, but not limited to, statements with respect to: Abaxx and MineHub's future operational plans, benefits of the proposed strategic partnership, development and implementation of new products and data integration of digital tools, anticipated timing and closing of the transaction, anticipated customers and impact of the strategic partnership on commodities markets. Forward-looking statements are statements that are not historical facts are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although MineHub and Abaxx believe the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance, are subject to risks and uncertainties, and actual results or realities may differ materially from those in the forward-looking statements. Such material risks and uncertainties include, but are not limited to, the inability of Abaxx or MineHub to raise sufficient capital to fund their operations, applications and for general working capital purposes, regulatory approvals required in connection with the Transaction, changes in economic conditions or financial markets, changes in laws or regulations that could have an impact on Abaxx or MineHub's operations, dependence on key management personnel, market competition, the need for Abaxx to manage its exchange and clearinghouse business and its planned growth and expansion, the effects of product development and need for continued technology change and the protection of proprietary rights. Other risk factors are identified in the most recent respective year-end and interim management discussion and analysis of each company, available on SEDAR+ profile at www.sedarplus.ca. There may be other risk factors not presently known that management of each of Abaxx and MineHub believe are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking statements. Although Abaxx and MineHub have attempted to identify risk factors that could cause actual actions, events or results to differ materially from those disclosed in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Also, many of the factors are beyond the control of Abaxx and MineHub. Accordingly, readers should not place undue reliance on forward-looking statements or information. The forward-looking information is made as of the date included herein, and Abaxx and MineHub assume no obligation to publicly update or revise such forward-looking information. Forward-looking statements are based on the reasonable beliefs, estimates and opinions of MineHub and Abaxx's management on the date the statements are made. However, except as required by law, Abaxx and MineHub undertake no obligation to update these forward-looking statements in the event that respective management's beliefs, estimates or opinions, or other factors should change.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/230379

FAQ

What is the value of Abaxx's investment in MineHub (MHUBF)?

Abaxx's investment in MineHub is valued at $3,083,500, acquiring 8,810,000 common shares at $0.35 per share.

What will be Abaxx's ownership percentage in MineHub (MHUBF) after the transaction?

After the transaction, Abaxx will increase its ownership in MineHub from 10.83% to 19.99%.

When is the closing date for MineHub (MHUBF) and Abaxx transaction?

The transaction is expected to close on or before December 31, 2024.

How can Abaxx pay for the MineHub (MHUBF) shares?

Abaxx can pay either through a cash payment of $3,083,500 or by issuing 237,192 Abaxx common shares.

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