Mr. Marshall Gunter reports

DATAMETREX ANNOUNCES AGREEMENT TO SELL DM EVS TO GRAPH BLOCKCHAIN INC., AND FILING OF EARLY WARNING REPORT

Datametrex AI Ltd. has entered into an agreement for the sale of its subsidiary, DataMetrex Electric Vehicle Solutions Inc. (DM EVS), to Graph Blockchain Inc. This transaction will underscore Datametrex's strategic focus on enhancing its health care, artificial intelligence and technology verticals.

Pursuant to an agreement dated Nov. 13, 2023, Graph Blockchain has agreed to acquire DM EVS from Datametrex for an aggregate purchase price of up to $3.75-million, contingent upon DM EVS's achievement of certain milestones over a three-year period. At closing, Graph Blockchain will issue to Datametrex 15 million common shares at a deemed price of five cents per share, under the terms of the agreement.

Datametrex's opportunity to receive up to an additional $3-million in earnout payments is contingent upon DM EVS's fulfilment of certain postclosing performance metrics over three years. These earnout payments incentivize and ensure continued focus on maximizing DMEVS's value under new ownership.

Datametrex has filed an early warning report today in connection with the execution of an agreement to sell DM EVS to Graph Blockchain and the shares of Graph Blockchain issuable on closing of the proposed transaction. The common shares of Graph Blockchain are listed for trading on Canadian Securities Exchange. Datametrex currently holds 3,928,936 common shares of Graph Blockchain representing 4.8 per cent of the issued and outstanding shares of Graph Blockchain.

If the proposed transaction is completed and 15 million shares of Graph Blockchain are issued to Datamatrex, Datametrex will hold 18,928,956 common shares of Graph Blockchain, representing approximately 19.66 per cent of the issued and outstanding shares of Graph Blockchain. Datametrex is acquiring the common shares for investment purposes. Depending on market conditions and other factors, Datametrex may from time to time acquire additional shares of Graph Blockchain or may dispose all or some of the common shares of Graph Blockchain that it owns at such time.

The above reference early warning report relating to this press release has been filed on SEDAR+ under Datametrex's issuer profile. For further information or to obtain a copy of the early warning report, please contact: Marshall Gunter, chief executive officer, e-mail: mgunter@datametrex.com, telephone: 514-295-2300.

Mr. Gunter commented on the transaction, stating: "The divestiture aligns with Datametrex's focus on our core strengths and markets, enhancing our pursuit of opportunities in AI, machine learning and health care. Realigning the stock options fortifies our commitment to driving shareholder value and stewarding the company towards future successes."

For additional details regarding the terms of the sale, shareholders and interested parties can refer to the company's regulatory filings.

About Datametrex AI Ltd.

Datametrex is an innovative leader in artificial intelligence, machine learning and health care. The company excels in delivering tools and solutions that enhance operational efficiencies and business outcomes. With a commitment to innovation, Datametrex is dedicated to supporting enterprises by setting a new standard for business protocols through cutting-edge technology.

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