Mr. Thomas Mika reports

POET TECHNOLOGIES ANNOUNCES US$25 MILLION OFFERING PRICED AT A PREMIUM TO MARKET

Poet Technologies Inc. intends to complete a non-brokered public offering of five million units of the corporation at a price of $5 (U.S.) per unit for aggregate gross proceeds to the corporation of $25-million (U.S.). Each unit will comprise one common share of the corporation and one common share purchase warrant of the corporation, with each warrant being exercisable to acquire one common share at a price of $8.32 for a period of five years from the date of issuance.

The issue price represents a premium of approximately 21.8 per cent over the closing price of the common shares on the TSX Venture Exchange on Friday, April 25, 2025. The corporation anticipates using the net proceeds of the offering for working capital and general corporate purposes.

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 prospectus supplement will be prepared and filed by the corporation prior to the closing of the offering with the securities regulatory authorities in each of the provinces and territories of Canada, as well as with the United States Securities and Exchange Commission as part of the corporation's U.S. registration statement on Form F-10 (registration No. 333-280553) under the United States-Canada multijurisdictional disclosure system, with such additions thereto and deletions therefrom as may be permitted or required by Form F-10. The offering is expected to be fully subscribed by a single institutional investor in Canada 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 all regulatory approvals, including the approval of the TSX Venture Exchange, and the satisfaction of other customary closing conditions. No commission or finder's fee will be paid in connection with the offering.

The corporation had released the terms of a similar offering on Dec. 12, 2024. However, the corporation decided to postpone such offering in order to prioritize the completion of its previously announced acquisition of Quanzhou San'an Optical Communication Technology Co. Ltd.'s 24.8-per-cent interest in Super Photonics Integrated Circuit Xiamen Co. Ltd. (SPX) and meet key milestones related to establishing assembly and manufacturing capabilities in Malaysia. With the SPX acquisition now complete and the Malaysia expansion well under way, the corporation and the investor have agreed to revised offering terms and anticipate completing the offering on or about May 15, 2025. With an already-robust cash position, the completion of the current offering will be used to further establish the corporation as a leading supplier of optical engines and light sources that power connectivity in artificial-intelligence systems and networks.

About Poet Technologies Inc.

Poet is a design and development company offering high-speed optical engines, light source products and custom optical modules 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 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 across a broad range of communication, computing and sensing applications. Poet is headquartered in Toronto, Canada, with operations in Singapore, Penang, Malaysia, and Shenzhen, China.

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