BANXA Announces Marketing Services Agreement

TORONTO, June 28, 2023 (GLOBE NEWSWIRE) -- Banxa Holdings Inc. (TSXV: BNXA) (OTCQX: BNXAF) (FSE: AC00) ("Banxa'' or the "Company") is pleased to announce that it has entered into an agreement (the "Agreement") with Outside the Box Capital Inc. ("Outside the Box"), an arm's length party to the Company, to provide marketing services to enhance its investor relations and marketing functions including and not limited to managing the company's social media accounts and helping create compelling content in order to attract new customers to the Banxa service. Outside the Box is a unique marketing and consulting firm focused on viral social media based out of Toronto, Ontario, Canada. The Agreement is for an initial period of 6-months (the "Initial Term"). If the Agreement is not terminated during the Initial Term, the term shall automatically be extended for an additional 6-month period (the "Additional Term"). During the Initial Term the Company has agreed to pay Outside the Box a fee of CAD $16,667 (plus applicable taxes) per month for a total of CAD $100,000 (plus applicable taxes), to be paid from the Company's existing working capital. Subject to availability under the Company's stock option plan (the "Plan"), the Company shall also issue Outside the Box 100,000 stock options to purchase common shares of the Company with an exercise price of the greater of (i) $1.00; and (ii) the Market Price (as defined in the Plan) at the time of grant. The stock options shall vest in accordance with the policies of the TSX Venture Exchange (the "TSXV"). The stock options will be granted once the Company's shares resume trading on the TSXV. Compensation for the Additional Term will be determined if the Agreement is not terminated after the Initial Term. Outside the Box does not currently own any securities of the Company. The Agreement is subject TSXV approval.

UPDATE ON RESUMPTION OF TRADING

The Company is currently finalizing the various approvals required for the resumption of trading and expects trading on the TSXV to recommence imminently.

CONTACTS

Media:
Wachsman
Ethan Lyle
[email protected]

ENDS

ON BEHALF OF THE BOARD OF DIRECTORS
Per: "DOMENIC CAROSA" https://twitter.com/DomCarosa
Domenic Carosa = Chairman (1-888-218-6863)

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

Forward-Looking Information

This press release contains statements including "forward-looking information" ("Forward-looking statements"). Forward-looking statements in this news release include statements regarding the Company's payment of the fee and issuance of stock options to Outside the Box. In making the forward-looking statements in this release, the Company has applied certain factors and assumptions that the Company believes are reasonable, including that the TSXV will approve the Agreement, the Company's shares will resume trading on the TSXV and the Company will be able to pay the fee and issue stock options to Outside the Box. However, the forward-looking statements in this release are subject to numerous risks, uncertainties and other factors that may cause future results to differ materially from those expressed or implied in such forward-looking statements. Such uncertainties and risks may include, among others that the TSXV will not approve the Agreement and that the Company's shares will not resume trading on the TSXV. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Readers are cautioned not to place undue reliance on forward-looking statements. The Company does not intend, and expressly disclaims any intention or obligation to, update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.