Mr. Thomas Mika reports

POET TECHNOLOGIES ANNOUNCES US$25 MILLION REGISTERED DIRECT OFFERING

Poet Technologies Inc. intends to complete a registered direct offering pursuant to which the corporation expects to issue 5,555,556 common shares and warrants exercisable for 2,777,778 common shares. The combined price of one common share and the accompanying warrant in respect of one-half common share will be $4.50 (U.S.) (or approximately $6.29), to raise aggregate gross proceeds to the corporation of $25,000,002 (U.S.). The warrant will be exercisable at an exercise price of $6.00 (U.S.) (or approximately $8.39) per common share for a period of five years from the date of issuance.

The corporation anticipates using the net proceeds of the offering for working capital related to its recently announced intention to expand assembly operations into Malaysia and for other corporate purposes. It is anticipated that the offering will close on or about Dec. 3, 2024.

The offering will be made by way of a prospectus supplement to the short-form base shelf prospectus of the corporation dated Sept. 6, 2024, which will be prepared and filed by the corporation with the securities regulatory authorities in each of the provinces and territories of Canada prior to the closing of the offering, and will be filed with the United States Securities and Exchange Commission pursuant to the corporation's U.S. registration statement on Form F-10 (registration No. 333-28055), which includes the base shelf prospectus and was declared effective by the United States Securities and Exchange Commission on Sept. 10, 2024. The offering is expected to be made to a single institutional investor that qualifies as an accredited investor under National Instrument 45-106 -- Prospectus Exemptions of the Canadian Securities Administrators.

The consummation of the offering remains subject to the receipt of regulatory approvals, including the approval of the TSX Venture Exchange, and other customary closing conditions. No commission or finder's fee will be paid in connection with the offering.

About Poet Technologies Inc.

Poet is a design and development company offering high-speed optical modules, optical engines and light source products to the artificial intelligence systems market and to hyperscale data centres. Poet's photonic integration solutions are based on the Poet optical interposer, a novel, patented platform that allows the seamless integration of electronic and photonic devices into a single chip using advanced wafer-level semiconductor manufacturing techniques. Poet's optical-interposer-based products are lower cost, consume less power than comparable products, are smaller in size and are readily scalable to high production volumes. In addition to providing high-speed (800G, 1.6T and above) optical engines and optical modules for AI clusters and hyperscale data centres, Poet has designed and produced novel light source products for chip-to-chip data communication within and between AI servers, the next frontier for solving bandwidth and latency problems in AI systems. Poet's optical interposer platform also solves device integration challenges in 5G networks, machine-to-machine communication, self-contained edge computing applications and sensing applications such as lidar systems for autonomous vehicles. Poet is headquartered in Toronto, Canada, with operations in Allentown, Penn., Shenzhen, China, and Singapore.

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