Shareholder Increases Interest in Baylin Technologies

Shareholder Increases Interest in Baylin Technologies

TORONTO, June 24, 2026 /CNW/ - Mr. Jeffrey C. Royer, Chairman of the Board of Baylin Technologies Inc. (the "Company"), announced that 2385796 Ontario Inc. ("238") has entered into agreements to acquire an aggregate of an additional 17,139,616 common shares ("Common Shares") in the Company.

On June 24, 2026, 238 entered into an exchange agreement with the Company pursuant to which the Company has agreed to exchange all of its $3,950,000 outstanding 10% Cumulative Redeemable Retractable Series A and Series B Preferred Shares held by 238, together with accrued and unpaid dividends thereon in the amount of $594,297.41, for an aggregate of 16,171,876 Common Shares, issued on a private placement basis at $0.281 per Common Share, plus a cash payment of approximately $0.25 in lieu of fractional shares (the "Exchange Transaction").

Separately, also on June 24, 2026, 238 entered into a private agreement with a third party to acquire an additional 967,740 Common Shares at a price of $0.335 per Common Share (the "Private Agreement Transaction" and, together with the Exchange Transaction, the "Transactions").

The aggregate 17,139,616 Common Shares acquired by 238 pursuant to the Transactions represent approximately 6.94% of the 246,933,341 Common Shares outstanding before giving effect to the Transactions.

Prior to giving effect to the Transactions, Mr. Royer exercised control and direction over approximately 50.3% of the outstanding Common Shares. After giving effect to the Transactions, 238 will hold an aggregate 135,896,242 Common Shares, representing approximately 51.7% of the 263,105,217 Common Shares that will be outstanding after giving effect to the Exchange Transaction. An Associate of Mr. Royer holds an additional 5,496,900 Common Shares. Mr. Royer exercises exclusive control and direction over the Common Shares held by 238 and by the Associate. Together, after giving effect to the Transactions, the Associate and 238 hold an aggregate of 141,393,142 Common Shares, representing approximately 53.7% of the Common Shares outstanding.

The Common Shares are being acquired for investment purposes. Mr. Royer may direct the purchase of additional Common Shares or other securities of the Company or direct the sale of Common Shares or other securities of the Company, in each case, based on market and other conditions or other circumstances.

A copy of the early warning report required by National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues incorporating this and other information will be available under the Company's issuer profile on SEDAR+ at www.sedarplus.ca and by contacting Kelly Myles, Marketing and Communications Director at the Company, at Kelly.myles@baylintech.com.

SOURCE Baylin Technologies Inc.