Mr. Thomas Mika reports

POET TECHNOLOGIES ANNOUNCES NON-BROKERED PRIVATE PLACEMENT

Poet Technologies Inc. has arranged a non-brokered private placement of up to 1,798,561 units of the corporation at a price of $3.81 ($2.78 (U.S.)) per unit, for aggregate gross proceeds of up to approximately $6.85-million ($5-million (U.S.)). Each unit will comprise one common share of the corporation and one-half of one common share purchase warrant, with each warrant entitling the holder thereof to purchase one additional common share at a price of $4.95 ($3.61 (U.S.)) per common share for a period of three years following the closing date of the offering. The net proceeds of the offering are expected to be used for general corporate purposes.

In connection with the offering, the corporation has entered into binding subscription agreements with certain investors representing expected subscription proceeds totalling approximately $3.75-million ($2.73-million (U.S.)). The corporation is in discussions with other potential investors and may accept further subscriptions from other investors up to a total, when combined with the existing $3.75-million committed subscriptions, of approximately $6.85-million ($5-million (U.S.)).

The closing of the offering is expected to take place on or around Dec. 2, 2022. Closing of the offering is subject to the satisfaction or waiver of a number of customary closing conditions, including the approval of the TSX Venture Exchange (TSX-V). The securities issued pursuant to the offering will be subject to applicable hold periods, including the statutory four-month hold period from the date of closing of the offering. In connection with the closing, the corporation may pay cash commissions and or finder's fees to certain finders in respect of subscriptions received from certain investors in connection with the offering, subject to entering into customary arrangements with such finders and subject to the approval of the TSX-V. Further information with respect to any such commissions or fees will be provided at the time of closing.

About Poet Technologies Inc.

Poet Technologies is a design and development company offering integration solutions based on the Poet Optical Interposer, a novel platform that allows the seamless integration of electronic and photonic devices into a single multichip module using advanced wafer-level semiconductor manufacturing techniques and packaging methods. Poet's Optical Interposer eliminates costly components and labour-intensive assembly, alignment, burn-in and testing methods employed in conventional photonics. The cost-efficient integration scheme and scalability of the Poet Optical Interposer brings value to any device or system that integrates electronics and photonics, including some of the highest growth areas of computing, such as artificial intelligence (AI), the Internet of things (IoT), autonomous vehicles, and high-speed networking for cloud service providers and data centres. Poet is headquartered in Toronto, with operations in Allentown, Pa., Shenzhen, China, and Singapore.

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