TSX VENTURE EXCHANGE: AXET.P 

TORONTO , Dec. 11, 2025 /CNW/ - Axe2 Acquisitions Inc. ("Axe2" or the "Company") (TSXV: AXET.P) a capital pool company listed on the TSX Venture Exchange (the "TSXV") announces that it intends to proceed with a non-brokered private placement offering of up to 1,000,000 common shares in the capital of the Company (the "Common Shares") at a price of $0.10 per Common Share for gross proceeds of up to $100,000 (the "Offering"). After completion of the Offering, the Company will have 7,886,468 Common Shares issued and outstanding.

The net proceeds from the Offering are expected to be used for general corporate purposes. None of the proceeds from the Offering will be used for payments to Non-Arm's Length Parties (as such term is defined by the TSXV under Policy 1.1 - Interpretation).

All Common Shares issued under the Offering will be subject to a four-month hold period and escrow under applicable Canadian securities legislation and TSXV policies. No commission or finder's fees will be paid in connection with the Offering, and the Offering will not result in the creation of a control person. Closing of the Offering is subject to prior approval of the TSXV.

Certain insiders will subscribe for Common Shares under the Offering. Such subscriptions will be considered a related party transaction within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(b) respectively.

About Axe2

The Company is a CPC within the meaning of the policies of the TSXV that has not commenced commercial operations and has no assets other than cash. The current directors and officers of the Company are: David Dattels (Interim Chief Executive Officer and Corporate Secretary), Chris Rowan (Director and Chief Financial Officer), Norm Chang (Director), William Lamb (Director) and Krisztian Toth (Director). Except as specifically contemplated in the CPC policies of the TSXV, until the completion of its "Qualifying Transaction" (as defined therein), the Company will not carry on business, other than the identification and evaluation of companies, business or assets with a view to completing a proposed "Qualifying Transaction".

This news release does not constitute an offer or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to a U.S. Person unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Investors are cautioned that trading in the securities of a CPC should be considered highly speculative.

Neither 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.

Caution Regarding Forward-Looking Statements

This news release includes forward-looking statements that are subject to risks and uncertainties. All statements within, other than statements of historical fact, are to be considered forward looking. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance. Axe2 cautions that all forward-looking statements are inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond Axe2's control. Such factors include, among other things: the status and approval of the Offering, including TSXV approval, the closing of the Offering, the use of the proceeds from the Offering, its ability to identify, evaluate and complete a Qualifying Transaction and other risks and uncertainties, including those described in the Company's public filings with the Canadian Securities Administrators and available under its profile on SEDAR+ at www.sedarplus.ca.

Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information. Except as required under applicable securities legislation, the Company undertakes no obligation to publicly update or revise forward-looking information.

SOURCE Axe2 Acquisitions Inc.