Mr. Hugh Rogers reports

BIONXT SOLUTIONS ANNOUNCES CLOSING OF FINAL TRANCHE OF FULLY SUBSCRIBED CONVERTIBLE DEBENTURE UNIT PRIVATE PLACEMENT

Further to the news release of Feb. 28, 2025, Bionxt Solutions Inc. has closed the final tranche of its previously announced non-brokered private placement of convertible debenture units for gross proceeds of $900,000. The company issued an aggregate of five million debenture units for aggregate proceeds of $2.5-million under the offering, comprising a first tranche of 3.2 million debenture units for $1.6-million and a second tranche of 1.8 million debenture units for $900,000.

Each debenture unit consists of: (i) 50-cent principal amount of 8.0 per cent unsecured convertible debentures; and (ii) one common share purchase warrant. Each warrant entitles the holder to acquire one common share in the capital of the company at a price of 60 cents per common share for a period of two years following the date of issuance. The debentures bear interest from their issue date at 8.0 per cent per annum on an accrual basis, calculated and payable at maturity, which is two years following the date of issuance. The debentures are convertible at the option of the holder into common shares of the company at any time prior to the maturity date at a conversion price of 50 cents per common share. The interest payable on the principal amount of the debenture may be paid through the issuance of common shares at the conversion price at the election of the company.

Each warrant issued in the second tranche of the offering is exercisable to acquire one common share at an exercise price of 60 cents per warrant share until March 14, 2027. Each warrant issued in the first tranche of the offering is exercisable to acquire one warrant share at an exercise price of 60 cents per warrant share until Feb. 28, 2027.

In connection with the offering, the company paid an aggregate cash fee of $200,000, representing a fee of $128,000 in respect of the first tranche and a fee of $72,000 in respect of the second tranche, and issued an aggregate of 400,000 finder warrants to Canaccord Genuity Corp., of which 256,000 finder warrants were issued in connection with the first tranche, each entitling the holder thereof to acquire one common share at an exercise price of 50 cents until Feb. 28, 2027, and 144,000 finder warrants were issued in connection with the second tranche, each entitling the holder thereof to purchase one common share at an exercise price of 50 cents until March 14, 2027.

The securities of the company issued in connection with the first tranche of the offering, and any common shares issuable upon conversion or exercise thereof, are subject to a statutory four-month-and-one-day hold period until July 15, 2025. The securities of the company issued in connection with the second tranche of the offering, and any common shares issuable upon conversion or exercise thereof, are subject to a statutory four-month-and-one-day hold period until July 15, 2025.

The company intends to use the net proceeds from the offering for product development and commercialization, intellectual property filings, debt repayment, and general working capital.

About Bionxt Solutions Inc.

Bionxt is a bioscience innovator focused on next-generation drug delivery technologies, diagnostic screening systems and active pharmaceutical ingredient development. The company's proprietary platforms -- sublingual (thin-film), transdermal (skin patch) and oral (enteric-coated tablets) -- target key therapeutic areas, including autoimmune diseases, neurological disorders and longevity.

With research and development operations in North America and Europe, Bionxt is advancing regulatory approvals and commercialization efforts, primarily focused on European markets. Bionxt is committed to improving health care by delivering precise, patient-centric solutions that enhance treatment outcomes worldwide.

Bionxt is listed on the Canadian Securities Exchange: BNXT and the OTC Markets: BNXTF, and trades in Germany under WKN: A3D1K3.

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