Early Warning Report Disclosure

TORONTO, Aug. 30, 2021 /CNW/ - This press release is being issued pursuant to National Instrument 62-103 ? The Early Warning System and Related Take-Over Bid and Insider Reporting Issuers in connection with the filing of an Early Warning Report by Mr. Dan Bordessa as a result of Enablence Technologies Inc. (the "Issuer") calling a meeting of its shareholders to seek the requisite shareholder approvals to complete the Recapitalization Transaction (as defined below), which the Issuer announced on August 23, 2021.

Mr. Bordessa, together with his joint actor (collectively, the "Acquiror"), is a participant in the recapitalization plan (the "Recapitalization Transaction") announced by the Issuer on August 23, 2021. The Recapitalization Plan is comprised of a restructuring of the Issuer's secured debt, a shares-for-debt settlement with certain unsecured creditors ("Shares-for-Debt Settlements"), the Shares-for-Services Settlement (as defined below), a concurrent $11 million private placement of subscription receipts that will convert into units, each unit comprised of one post-consolidation Common Share and one-fifth of a warrant (the "Private Placement"), and a share consolidation. A copy of the Issuer's press release describing the Recapitalization Transaction in more detail has been filed by the Issuer on SEDAR at www.sedar.com.

The Acquiror is among the creditors that are parties to Shares-for-Debt Settlements, and he agreed to exchange $574,727 of the unsecured debt owed to him by the Issuer for common shares of the Issuer ("Common Share") (of which $535,170 was subsequently acquired by Vortex ENA LP ("Vortex")), at a deemed price of $0.025 per Common Share being the closing price of the Common Shares on the TSX Venture Exchange on August 20, 2021 (the "Recap Price") and $20,895,356 of the unsecured debt owed to him by the Issuer at a discount of 20% to such amount owed, in exchange for units of the Issuer ("Units") at a deemed price equal to the Recap Price, whereby each Unit entitles the holder to receive one Common Share and one-fifth of a warrant (the "Debt Settlement Warrants"). Each full Debt Settlement Warrant entitles the holder to purchase one Common Share at a price of $0.03 per share for a period of 36 months following the closing date of the Recapitalization Transaction.

On July 30, 2021, the Issuer entered into an engagement letter (the "Engagement Letter") with the Acquiror in relation to a proposed financial restructuring of the Issuer's balance sheet. Pursuant to the Engagement Letter, the Acquiror is entitled to receive a fee equal to $1 million upon the announcement of the Recapitalization Transaction, payable in Common Shares at the Recap Price, subject to the completion of the Recapitalization Transaction (the "Shares-for-Services Settlement"). The Acquiror will also be reimbursed in cash for up to $25,000 in third party expenses incurred in the performance of the services. Where tax is applicable, an additional amount equal to the amount of the tax owing will also be paid in cash by the Issuer to the Acquiror at the same time the Shares-for-Services Settlement fee is paid. It is expected that all securities issued pursuant to the Shares-for-Service Settlement will be subject to a hold period of four months and one day from the date of issuance, in accordance with applicable securities legislation. In addition, the securities issued pursuant to the Shares-for-Services Settlement will be subject to a contractual restriction on resale, which will be released to the Acquiror in increments of 25% on each of the 6-month, 9-month, 12-month and 15- month anniversaries of the closing date of the Recapitalization Transaction.

As of the date hereof, the Acquiror does not have ownership and control of any Common Shares. Following completion of the Recapitalization Transaction, the Acquiror will have ownership and control of 710,233,337 Common Shares and 133,730,200 Debt Settlement Warrants. Assuming all of the remaining Shares-for-Debt Settlements provide for creditors exchanging 100% of their debt for Common Shares at the Recap Price: (a) if no funds are advanced under the Vortex grid note (the "Grid Note"), this represents approximately 33.1% of the issued and outstanding Common Shares and approximately 37.1% on a partially-diluted prior to completion of the Private Placement, and approximately 27.5% of the issued and outstanding Common Shares and approximately 31.1% on a partially-diluted basis following completion of a fully subscribed Private Placement, and (b) if the full $3 million is advanced under the Grid Note and the entire amount is converted into Common Shares in connection with the Recapitalization Transaction, this represents approximately 30.4% of the issued and outstanding Common Shares and approximately 34.2% on a partially-diluted prior to completion of the Private Placement, and approximately 25.6% of the issued and outstanding Common Shares and approximately 29.0% on a partially-diluted basis following completion of a fully subscribed Private Placement.

The Acquiror is participating in the Recapitalization Transaction in the ordinary course of business and agreed to acquire Common Shares for investment purposes and not for the purpose of influencing the control or direction of the Issuer. Depending on various factors including, without limitation, the Issuer's financial position, the price levels of the Common Shares, conditions in the securities markets and general economic and industry conditions, the Issuer's business or financial condition and other factors and conditions the Acquiror deems appropriate, the Acquiror may increase or decrease its beneficial ownership of Common Shares or other securities of the Issuer whether in the open market, by privately negotiated agreement or otherwise.

The Issuer is located at 390 March Road, Ottawa, Ontario, K2K 0G7. The Acquiror is located at 95 Roxborough Street East, Toronto, Ontario, M4W 1V9. A copy of the Early Warning Report can be obtained from Mr. Bordessa (647) 546-7304 or on the SEDAR profile of the Issuer at www.sedar.com.

SOURCE Dan Bordessa