An anonymous director reports

NANALYSIS ANNOUNCES UPSIZE TO PRIVATE PLACEMENT AND CLOSING OF THE FIRST TRANCHE

Nanalysis Scientific Corp. has closed the first tranche of its previously announced non-brokered private placement of units, issuing an aggregate of 16,526,283 units of the company at a price of 15 cents per unit for gross proceeds of approximately $2.5-million. The net proceeds of the offering will be used by the company for debt reduction as previously disclosed in the Dec. 8, 2025, press release. The company expects to close the second tranche of the offering in January, 2026.

Additionally, the company is pleased to announce that, due to strong investor demand, the company has increased the size of the offering. The company will issue up to an additional 23,333,333 units at a price of 15 cents per unit for aggregate gross proceeds of up to $3.5-million. The upsize of the offering remains subject to approval of the TSX Venture Exchange. Additional proceeds will also be used for debt reduction, as well as magnet inventory purchases. The company may pay a finder's fee of up to 5 per cent on parts of proceeds of the offering in relation to purchasers introduced to the company by registered investment advisers, payable in cash.

Each unit consists of one common share of the company and one-half of one common share purchase warrant. Each warrant entitles the holder to acquire one additional share at an exercise price of 20 cents per share at any time up to 4 p.m. Calgary time on or before the date that is two years from the applicable closing date. The warrants are subject to an acceleration provision whereby, if the closing price of the shares on the TSX Venture Exchange equals or exceeds 30 cents for any 10 consecutive trading days, the company may accelerate the expiry date of the warrants to the date that is 30 days after the company provides notice of or issues a press release announcing such acceleration.

In connection with the first tranche of the offering, the company paid an aggregate of $1,500 in a cash commission finder's fee to Haywood Securities Inc. The first tranche of the offering remains subject to final acceptance of the TSX Venture Exchange. All securities issued under the first tranche are subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable securities laws. As previously disclosed, the company anticipates completing one or more additional tranches of the offering, subject to market conditions and regulatory approvals.

Sean Krakiwsky, an insider of the company, subscribed for $52,500 under the first tranche of the offering. The insider participation for 350,000 units constitutes a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The company is relying on the exemptions from the formal valuation and minority shareholder approval requirements under sections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, on the basis that the fair market value of the insider's participation does not exceed 25 per cent of the company's market capitalization.

About Nanalysis Scientific Corp.

Nanalysis develops and manufactures portable nuclear magnetic resonance spectrometers used worldwide in pharma, biotech, energy, food, materials and security industries, as well as in academic and government labs. The company also operates a growing service division that maintains both its own products and third party imaging equipment, anchored by a $160-million long-term contract with the Canadian Air Transport Security Authority to maintain security scanners at more than 80 Canadian airports.

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