Vancouver, British Columbia--(Newsfile Corp. - December 5, 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 that the Company and Abaxx Technologies Inc. (Cboe CA:ABXX) (OTCQX: ABXXF) ("Abaxx") have entered into a definitive agreement dated December 3, 2024 (the "Definitive Agreement") wherein Abaxx will increase its strategic ownership in Minehub from its current 10.83% interest to 19.99%. This formalizes the LOI that the parties announced on November 18, 2024.
Under the terms of the Definitive Agreement, 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").
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, if applicable, the approval of Cboe Canada Inc. as it relates to the issuance of Abaxx Shares to MineHub, if the Transaction closes by way of the issuance of the Abaxx Shares to MineHub rather than the Abaxx Cash Payment.
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.
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.
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 and timing to close 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.
