Mr. Peter Pascali reports

PYROGENESIS ANNOUNCES INTENTION TO VOLUNTARILY DELIST FROM NASDAQ

PyroGenesis Canada Inc., further to its press release dated Aug. 10, 2023, has notified the Nasdaq Stock Market LLC of its intention to voluntarily delist its common shares from Nasdaq. Shares will continue to trade on the Toronto Stock Exchange. The company has also taken steps to have its shares quoted on the OTCQX Best Market.

As previously announced in its press release dated May 23, 2023, the company had received a written notification from Nasdaq Stock Market LLC indicating that the Nasdaq approves the company's request for a 180-day extension, from an original notice received on Nov. 22, 2022, to meet the minimum closing bid price of $1 (U.S.) per share listing requirement under Nasdaq Listing Rule 5550(a)(2).

Although the company has until Nov. 20, 2023, to regain compliance with the bid price rule, after careful consideration, the company has evaluated the benefits and costs of continuing its listing on Nasdaq, and has concluded that it is appropriate to voluntarily delist from Nasdaq. The company estimates that it incurs over $2-million in annual costs in connection with maintaining a dual listing, and expects a substantial increase in expenses in the future due to growing compliance and regulatory requirements. Given that the shares are concurrently traded on the TSX, the company believes the relatively high insurance, listing, reporting, accounting, legal and compliance costs that are associated with a continued United States stock exchange listing, as well as the administrative implications and requirements associated with maintaining a dual listing, are not justified at this time.

"Notwithstanding the various options available to the company to maintain a Nasdaq listing, including: (i) the outside chance of achieving compliance with the Nasdaq minimum bid price within the current extension or within a potential extension through a successful appeal; or (ii) a reverse stock split, the company has decided that a voluntarily delisting was in the best interest of our shareholders," said P. Peter Pascali, chief executive officer and president of PyroGenesis. "The Nasdaq notification served to focus our attention on the current risk/reward associated with a Nasdaq listing at this time. It is worth noting that the estimated cost, exceeding $2-million, which would require approximately $4-to-6-million in revenues, was not lost on the board. The fact that these costs are expected to increase in future years, coupled with the general market downturn, weighed heavily in this decision."

The company has initiated the Nasdaq delisting process and is expected to file a Form 25 with the SEC (Securities and Exchange Commission) for the removal of its shares from Nasdaq's listing, on or about Nov. 6, 2023. This form is anticipated to become effective 10 days following its filling, resulting in the delisting of the company's shares from Nasdaq on or about Nov. 16, 2023.

About PyroGenesis Canada Inc.

PyroGenesis Canada, a high-technology company, is a proud leader in the design, development, manufacture and commercialization of advanced plasma processes and sustainable solutions which reduce greenhouse gases (GHGs) and are economically attractive alternatives to conventional dirty processes. PyroGenesis has created proprietary, patented and advanced plasma technologies that are being vetted and adopted by multiple multibillion-dollar industry leaders in four massive markets: iron ore pelletization, aluminum, waste management and additive manufacturing. With a team of experienced engineers, scientists and technicians working out of its Montreal office and its 3,800-square-metre and 2,940-square-metre manufacturing facilities, PyroGenesis maintains its competitive advantage by remaining at the forefront of technology development and commercialization. The operations are ISO 9001:2015 and AS9100D certified, having been ISO certified since 1997.

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