Mr. Paul Baehr reports

IBEX FILES ADDENDUM TO MANAGEMENT PROXY CIRCULAR FOR SALE OF THE COMPANY AT $1.45 PER SHARE

IBEX Technologies Inc. has filed an addendum to its management proxy circular dated Feb. 23, 2024, for the annual and special meeting of shareholders to be held in Montreal, Que., on April 3, 2024. The addendum is available on IBEX's website and under IBEX's profile on SEDAR+.

The addendum provides that the proposed amalgamation of IBEX and 15720273 Canada Inc. (the purchaser), a newly incorporated, wholly owned subsidiary of BBI Solutions OEM Ltd., whereby BBI will acquire all of the issued and outstanding shares of IBEX at a price of $1.45 per share in cash, must be approved by a majority of the minority vote under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. As set out in the addendum, the only shareholder whose shares will be excluded for the purposes of such minority approval vote is Paul Baehr, chairman, president and chief executive officer of IBEX. As a result, the special resolution approving the amalgamation requires the affirmative vote of a simple majority (50 per cent plus one) of the votes cast by all holders of shares present in person or represented by proxy at the meeting and entitled to vote other than Mr. Baehr. As disclosed in IBEX's management proxy circular, Mr. Baehr held 2,456,477 shares on Feb. 22, 2024, the record date for the shareholder meeting, representing 10.02 per cent of IBEX's outstanding shares.

Under the Canada Business Corporations Act, the transaction is also subject to IBEX shareholders approving the amalgamation by a vote of at least two-thirds of all votes cast by shareholders present in person at the meeting or represented by proxy and entitled to vote.

Support and voting agreements representing 59.15 per cent of outstanding shares

IBEX also announces that three additional shareholders, holding an aggregate of 2,941,038 shares, have entered into support and voting agreements with the purchaser, under which they have each agreed irrevocably to support and vote their shares in favour of the amalgamation. When combined with previously announced support and voting agreements, shareholders holding in the aggregate approximately 59.15 per cent of IBEX's outstanding shares have now entered into support and voting agreements with the purchaser.

Unanimous board recommendation

The board of directors of IBEX unanimously recommends that shareholders vote for the special resolution approving the amalgamation. IBEX encourages all shareholders to vote by proxy prior to the meeting. Shareholders are eligible to vote their IBEX shares if they were IBEX shareholders of record at the close of business on Feb. 22, 2024. All proxy forms should be submitted well in advance of 5 p.m. Eastern Time on April 1, 2024.

About IBEX Technologies Inc.

IBEX manufactures and markets enzymes for biomedical use through its wholly owned subsidiary, IBEX Pharmaceuticals Inc. (Montreal, Que.).

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