BANXA Announces Buyout of Senior Secured Convertible Note

Banxa Holdings Inc. (TSXV: BNXA) (OTCQX: BNXAF) (FSE: AC00) ("

Banxa

" or the "

Company

") is pleased to announce that it has completed the payment in full of the final buyout amount of senior secured debt pursuant a convertible security funding agreement (the “Funding Agreement”) with Lind Global Fund II (“

Lind

”) announced on October 17, 2022. The buyout amount was paid in cash via the funds raised in the private placement announced on October 10, 2023. The payments remitted since inception total less than the face value of the Funding Agreement, being CAD$4.2M.

This milestone has strengthened and de-risked Banxa’s capital structure by removing restrictive covenants, reducing the cost of capital for future financing and returning flexibility to the balance sheet. Banxa can now pursue lower cost of capital to support its growing transaction volume and continued geographic expansion.

“I am extremely pleased for Banxa to have completed this buyout as it enables Banxa to be in control of its own destiny. Banxa is now well positioned for its next stage of growth,” said Chairman and CEO, Holger Arians. “We fully expect for digital assets to keep growing, and Banxa is now in a stronger position to take advantage of the catalysts to come in 2024 and beyond.”

Banxa is working through the process of terminating the Funding Agreement, which will be completed once the general security over the Company held by Lind is removed with the appropriate security counsels in the various jurisdictions.

CONTACTS

Investors:Zafer [e-mail]

ENDS

ON BEHALF OF THE BOARD OF DIRECTORSPer: "Zafer Qureshi”Zafer Qureshi = Director and Head, Corporate Affairs, [phone]

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Information

This press release contains statements including “forward-looking information” (“Forward-looking statements”). Forward-looking statements in this news release include statements regarding the date of the Meeting. In making the forward-looking statements in this release, the Company has applied certain factors and assumptions that the Company believes are reasonable, including that the Company will hold the Meeting on the expected date. However, the forward-looking statements in this release are subject to numerous risks, uncertainties and other factors that may cause future results to differ materially from those expressed or implied in such forward-looking statements. Such uncertainties and risks may include, among others that the Company will hold the Meeting on the expected date. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Readers are cautioned not to place undue reliance on forward-looking statements. The Company does not intend, and expressly disclaims any intention or obligation to, update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.