MARKET WIRE NEWS

Sabio Confirms Additional Information Regarding Previously Issued Debentures

MWN-AI** Summary

Sabio Holdings Inc. (TSXV: SBIO; OTCQB: SABOF) recently announced a six-month extension of its unsecured debentures, moving the original maturity date from February 25, 2026, to August 25, 2026. This extension concerns debentures totaling CAD$1,802,850. Additionally, Sabio confirmed the issuance of 581,561 common shares, referred to as "Bonus Shares," at a price of $0.31 each, contingent on approval by the TSX Venture Exchange. These shares are subject to standard hold periods.

The announcement highlights that an insider investor holds some of the debentures, influencing the transaction as a "related party" under Canadian regulations. Sabio is utilizing exemptions from Multilateral Instrument 61-101, avoiding the need for formal valuation or minority shareholder approval since the transaction does not exceed the 25% market capitalization threshold.

It is also important to note that none of the securities involved will be registered under the U.S. Securities Act of 1933 and cannot be offered or sold in the United States without proper registration or exemption.

Sabio Holdings operates in the rapidly expanding ad-supported streaming landscape, providing a robust cloud-based technology stack that aids major brands and their agencies in reaching diverse audiences. The company’s portfolio includes proprietary ad-serving technology and the non-cookie-based analytics platform "App Science™." Additionally, Sabio produces "Creator Television®," a creator-driven streaming network focused on authentic content derived from social media storytelling.

This announcement is characterized by its forward-looking nature, with implications regarding the extension and share issuance based on certain business assumptions and market conditions, reflecting the dynamic environment in which Sabio operates.

MWN-AI** Analysis

Sabio Holdings Inc. (TSXV: SBIO, OTCQB: SABOF) has recently announced the extension of its unsecured debentures to August 25, 2026, while also confirming the issuance of 581,561 common shares, known as Bonus Shares. This move, raising a substantial CAD$1,802,850, appears to be strategically aimed at strengthening its financial position amidst a competitive ad-supported streaming market.

From an investment perspective, the decision to extend the maturity date is generally a sign of management pushing for liquidity, which can be a positive indicator if the funds are utilized effectively to bolster growth initiatives. Moreover, the issuance of Bonus Shares at $0.31, based on a 10-day volume-weighted average price, enhances investor appeal by potentially increasing liquidity once the shares are listed.

However, there are notable factors to consider. The insider involvement in the Debenture scenario raises cautionary flags under Multilateral Instrument 61-101, which necessitates scrutiny to ensure minority shareholders are not disadvantaged. This transaction structure—relying on exemptions for formal valuation—could lead to skepticism in the market about governance practices.

For investors, while Sabio's innovative positioning in tech and services within the swiftly evolving streaming sector holds promise, a keen eye must be kept on performance metrics, especially given potential risks tied to insider transactions and market volatility.

Potential investors may want to approach this opportunity with caution. Existing shareholders should consider the implications of additional share issuance on their stake's value and remain vigilant about any shifts in corporate governance that could impact long-term performance. Monitoring Sabio’s upcoming performance and market positioning will be crucial.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: Canada Newswire

Canada NewsWire

Not for distribution to the United States wire services or dissemination in or into the United States.

TORONTO, Feb. 25, 2026 /CNW/ -- Sabio Holdings Inc. (TSXV: SBIO) (OTCQB: SABOF) (the "Company" or "Sabio"), further to its news release dated February 24, 2026 announcing the six-month extension ("Debenture Extension") of its unsecured debentures ("Debentures") for aggregate gross proceeds of CAD$1,802,850 from February 25, 2026 ("Original Maturity Date") to August 25, 2026,  confirms that 581,561 common shares in the capital of the Company ("Bonus Shares") are expected to be issued at a price of $0.31 per Bonus Share, based on the 10?day-VWAP, subject to acceptance by the TSX Venture Exchange. Any Bonus Shares issued will be subject to applicable hold periods.

An insider of the Company holds Debentures and will receive Bonus Shares in connection with the Debenture Extension, which constitutes a "related party transaction" under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying on the exemptions in sections 5.5(b) (issuer not listed on a specified market) and 5.7(a) (fair market value not more than 25% of market capitalization) of MI 61?101. Accordingly, no formal valuation or minority shareholder approval is required.

None of the securities issued in connection with the Offering will be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), and none of them may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act. This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of the securities in any state where such offer, solicitation, or sale would be unlawful.

About Sabio

Sabio Holdings Inc. (TSXV: SBIO, OTCQB: SABOF) is a technology and services leader in the fast-growing ad-supported streaming space. Its cloud-based, end-to-end technology stack works with top blue- chip, global brands and the agencies that represent them to reach, engage, and validate (R.E.V.) streaming audiences.

Sabio consists of a proprietary ad-serving technology platform that partners with the top ad- supported streaming platforms and apps in the world and App Science™, a non-cookie-based software as a service (SAAS) analytics and insights platform with AI natural language capabilities, and Creator Television® (Creator TV), the first creator-led streaming network and content studio dedicated to bringing the authenticity and energy of social media storytelling to TV.

For more information, visit: sabioctv.com.

Forward-Looking Statements

This press release contains "forward?looking information" within the meaning of applicable Canadian securities laws. Forward?looking information includes statements regarding the Debenture Extension, the expected issuance of Bonus Shares, the acceptance of such matters by the TSX Venture Exchange, and related timing. Forward?looking information is based on assumptions, estimates, expectations, and projections that may prove to be incorrect and is subject to risks and uncertainties beyond the Company's control, including those described in the Company's annual information form and MD&A available on SEDAR+ at www.sedarplus.ca. Actual results may differ materially from those expressed or implied. The Company undertakes no obligation to update forward?looking information except as required by law.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.

Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

For further information:

Sajid Premji, Chief Financial Officer
Sam Wang, Investor Relations
Email: [email protected]
Phone: 1.844.974.2662

SOURCE Sabio Inc.

View original content: http://www.newswire.ca/en/releases/archive/February2026/25/c7716.html

FAQ**

What are the implications of the six-month extension of the debentures for Sabio Holdings Inc. SABOF's financial performance and liquidity going forward?

The six-month extension of the debentures for Sabio Holdings Inc. SABOF may improve liquidity and short-term financial stability, allowing the company more time to strengthen its operations and manage debts, but it could also indicate ongoing financial challenges.

How will the issuance of 581,561 common shares as Bonus Shares affect the total outstanding shares and market perception of Sabio Holdings Inc. SABOF?

The issuance of 581,561 common shares as Bonus Shares will increase the total outstanding shares of Sabio Holdings Inc. (SABOF), potentially diluting existing shareholders' equity but could also enhance market perception by signaling confidence in the company's growth prospects.

Can you elaborate on the related party transaction involving an insider holding debentures in Sabio Holdings Inc. SABOF, and how it impacts minority shareholders?

The related party transaction involving an insider holding debentures in Sabio Holdings Inc. (SABOF) may raise concerns about potential conflicts of interest and preferential treatment, which could adversely affect minority shareholders by limiting their influence and returns.

What steps is Sabio Holdings Inc. SABOF taking to mitigate risks associated with the forward-looking information mentioned in the press release?

Sabio Holdings Inc. (SABOF) is addressing risks associated with forward-looking information by implementing robust financial controls, enhancing communication with stakeholders, conducting thorough market analysis, and continuously monitoring operational performance.

**MWN-AI FAQ is based on asking OpenAI questions about Sabio Holdings Inc. (OTC: SABOF).

Sabio Holdings Inc.

NASDAQ: SABOF

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