Astron Connect Inc. Announces Closing of Non-Brokered Subscription Receipt Financing
(TheNewswire)
VANCOUVER, BRITISH COLUMBIA, February26, 2026 – TheNewswire – Astron Connect Inc. (TSXV:AST) (the “Company”) announces that, further to itsnews releases dated September 12, 2025, October 27, 2025 and December31, 2025, the Company has closed its non-brokered private placementwhereby it has issued 47,800,000 subscription receipts (each,a “SubscriptionReceipt”) of the Company at a price of $0.05per Subscription Receipt for aggregate gross proceeds of $2,390,000(the “Offering”). The Offering was oversubscribed by 1,800,000Subscription Receipts.
Each Subscription Receipt, subject to the fulfillmentof the Escrow Release Conditions (as defined below), entitles theholder thereof to receive one unit (each, a “Unit”) of theCompany, with each Unit being comprised of one common share in thecapital of the Company (each, a “Share”) and oneShare purchase warrant (each, a “Warrant”)exercisable into one additional Share (each, a “Warrant Share”) atan exercise price of $0.05 per Warrant Share for a period of three (3)years from the date of closing of the Offering (the “Closing”).
The gross proceeds from the Offering (collectively, the“EscrowedProceeds”) are held in escrow by the Companyand shall be released immediately upon the satisfaction, amongst otherthings, of (i) the completion or satisfaction or waiver of allconditions precedent to the Company’s reverse takeover transactionwith Innolink Network Ltd. (the “Transaction”),other than the release of the Escrowed Proceeds, (ii) the receipt ofall required shareholder and regulatory approvals (including anyrequired approval required by the TSX Venture Exchange (the“Exchange”)) if and as applicable, in connection with Transaction;and (iii) the distribution of the Units underlying the SubscriptionReceipts being exempt from applicable prospectus requirements ofapplicable securities laws (together, the “Escrow Release Conditions”).
In the event the Escrow Release Conditions are notsatisfied on or before 5:00 p.m. (Vancouver time) on December 31, 2026 (the “Escrow Release Deadline”), or such other date as may be agreed upon by the Companyand Innolink, the Company shall return to the holders of theSubscription Receipts their pro rata share of the Escrowed Proceedsplus any accrued interest earned thereon (less applicable withholdingtax) and the Subscription Receipts will be cancelled and of no furtherforce and effect.
Assuming the fulfillment of the Escrow ReleaseConditions on or prior to the Escrow Release Deadline, the EscrowedProceeds plus any accrued interest earned thereon will be used forhardware purchases, infrastructure and technology upgrades and generalworking capital purposes.
For more information on the Transaction, see theCompany’s News Release of October 27,2025 filed under its profile on SEDAR+.
All securities issued in relation to the Offering aresubject to a hold period expiring four months and one day after theclosing date of the Offering, in accordance with applicable securitieslaws.
The Company did not pay any finder’s fees inconnection with the Offering.
The securities issued under theOffering have not been and will not be registered under the U.S.Securities Act of 1933, as amended (the “Securities Act”), and maynot be offered or sold in the United States absent registration or anapplicable exemption from the registration requirements under theSecurities Act. This news release shall not constitute an offer tosell or the solicitation of an offer to buy nor shall there be anysale of the securities in any jurisdiction in which such offer,solicitation or sale would be unlawful.
Astron Connect Inc. (TSX-V:AST) helps Canadianenterprises in the food and beverage industry break through the noiseand bring their products to new international markets in the emergingworld. Astron Connect brings Canadian food and beverage companies tothe world through its extensive connections and export logisticscapabilities in China and emerging markets. Manna Water and SachielWater (both Astron brands) supply China and other emerging marketswith pure Canadian bottled spring water. For more information, visitwww.astronconnect.com.
ON BEHALF OF THE BOARD OF DIRECTORS
“S. RandallSmallbone”
Chairman and Director
For additional information, please contact Randy Smallbone at:
Astron Connect Inc.
Tel: 778-829-8686
Email: rsmallbone@cogeco.ca
This news release containsforward-looking statements and forward-looking information(collectively, “forward-looking statements”) within the meaning ofapplicable Canadian legislation. Forward-looking statements aretypically identified by words such as: “believes”, “expects”,“anticipates”, “intends”, “estimates”, “plans”,“may”, “should”, “would”, “will”, “potential”,“scheduled” or variations of such words and phrases and similarexpressions, which, by their nature, refer to future events or resultsthat may, could, would, might or will occur or be taken or achieved.All statements in this news release that are not purely historical areforward-looking statements and include statements regarding beliefs,plans, expectations and orientations regarding the future including,without limitation: statements with respect to the expectations ofmanagement regarding the Offering; the expectations of managementregarding the use of proceeds of the Offering; and the Company’santicipated strategies and business plans, including the Company’sability to closing the Transaction. Although the Company believes thatsuch statements are reasonable and reflect expectations of futuredevelopments and other factors which management believes to bereasonable and relevant, the Company can give no assurance that suchexpectations will prove to be correct. In making the forward-lookingstatements in this news release, the Company has applied severalmaterial assumptions, including without limitation, that marketfundamentals will support the viability of mineral exploration, thereceipt of any necessary permits, licenses and regulatory approvals inconnection with the business of the Company as well as in relation tothe Offering, including the satisfaction of the Escrow ReleaseConditions on or prior to the Escrow Release Deadline, theavailability of the financing required for the Company to carry outits planned future activities, the Company’s ability to close theTransaction and the availability of and the ability to retain andattract qualified personnel. No assurance can be given that any of theevents anticipated by the forward-looking statements will occur or, ifthey do occur, what benefits the Company will obtain from them.Readers are cautioned that forward-looking statements are notguarantees of future performance or events and, accordingly, arecautioned not to put undue reliance on forward-looking statements dueto the inherent uncertainty of such statements. The Company does notundertake any obligation to update such forward?looking information whether because of new information, futureevents or otherwise, except as expressly required by applicablelaw.
Neither the TSXVenture Exchange nor its Regulation Services Provider (as that term isdefined in the policies of the TSX Venture Exchange) acceptsresponsibility for the adequacy or accuracy of this release.
Copyright (c) 2026 TheNewswire - All rights reserved.
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