AnalytixInsight Announces Proposed Private Placement

Toronto, Ontario–(Newsfile Corp. – December 5, 2024) – AnalytixInsight Inc. (TSXV: ALY) (OTC Pink: ATIXF) (“AnalytixInsight“, or the “Company“) the Company proposes to complete a non-brokered private placement (the “Private Placement“) of up to 27,000,000 common shares in the capital of the Company (the “Common Shares”) at a price of $0.01 per Common Share for aggregate gross proceeds of up to CAD $270,000.

The proceeds raised pursuant to the Private Placement will be used for general working capital purposes.

All Common Shares issued in connection with the closing of the Private Placement will be subject to a statutory hold period of four months plus a day from the date of issuance, as applicable, and in accordance with applicable securities legislation.

Closing of the Private Placement is subject to a number of conditions, including receipt of all necessary corporate and regulatory approvals, including that of the TSX Venture Exchange.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such an offer, solicitation or sale would be unlawful.

Shares for Debt Issuance

Additionally, the Company is pleased to announce that, further to its news release dated November 18, 2024, it has settled C$117,500.00 of accrued directors’ and officers’ fees owed to certain directors and officers of the Company through the issuance of an aggregate of 11,750,000 Common Shares of the Company at a price of C$0.01 per Common Share (the “Shares for Debt“). The Shares for Debt transaction was approved by the TSX Venture Exchange on December 04, 2024. The Common Shares issued pursuant to the Shares for Debt are subject to a statutory four-month hold period from the date of issuance.

The Shares for Debt with each of the certain directors and the Chief Executive Officer and Chief Financial Officer constitutes a “related party transaction” under Policy 5.9 of the TSX Venture Exchange and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). The Shares for Debt with each of these individuals is exempt from the minority approval and formal valuation requirements of MI 61-101 pursuant to subsections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of the debt, nor the fair market value of the shares to be issued in settlement of the debt, exceeds 25% of the Company’s market capitalization.

ABOUT ANALYTIXINSIGHT

AnalytixInsight is a data analytics and enterprise software solutions provider. AnalytixInsight develops and markets cloud-based platforms providing financial content, company analysis and stock research solutions to the financial services industry. AnalytixInsight holds a 49% interest in MarketWall S.R.L., a developer of fintech solutions for financial institutions in Italy.

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

Cautionary Note Regarding Forward-Looking Statements

Certain statements contained in this news release constitute “forward-looking information” within the meaning of applicable securities laws and the respective policies, regulations and rules under such laws (“forward-looking statements“). These forward-looking statements generally are identified by words such as “anticipate”, “expect”, “intend”, “will” and similar expressions, although not all forward-looking statements contain these identifying words. Specific forward-looking statements in this news release include, but are not limited to, statements regarding the Private Placement, use of proceeds, and other matters. Although the Company believes that the expectations and assumptions on which such forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this news release including, without limitation, general business, economic, competitive, geopolitical and social uncertainties; the Company’s technology and revenue generation; risks associated with operation in the technology sector; the Company’s ability to successfully develop a go-forward strategy, raise capital, and extract value from MarketWall; foreign operations risks; the risk that funding options are not available to the Company, on reasonable terms or at all, to address its funding needs; the receipt of necessary regulatory, court, and corporate approvals to pursue funding options; the risk that the previously disclosed court-ordered inspector may uncover unexpected issues and/or the investigation may not be completed in a timely manner or at all, the risk that the issues to be addressed by the previously disclosed interim orders and the court-ordered inspector are not resolved in a timely manner or at all, and other risks inherent in the technology industry. Additionally, there are uncertainties inherent in forward-looking information, including factors beyond the Company’s control. Readers are cautioned that the foregoing list of factors is not exhaustive. The forward-looking statements included in this news release are expressly qualified by this cautionary note. The forward-looking statements contained in this news release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless so required by applicable laws.

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