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Fobi AI Announces Extension of Non-Brokered Private Placement

MWN-AI** Summary

Fobi AI Inc. (TSXV:FOBI) has announced an extension to its previously disclosed non-brokered private placement financing, allowing the closure to occur on or before March 12, 2026. Initially announced on December 12, 2025, this Offering has seen two tranches closed in January and early February 2026. The proceeds from the Offering will be allocated towards sales and marketing initiatives, product expansion, market growth, as well as general working capital and corporate expenses.

This announcement comes amid ongoing scrutiny from the British Columbia Securities Commission (BCSC), which issued a cease trade order (CTO) against Fobi for failing to file certain continuous disclosure documents timely. However, a partial revocation order allows Fobi to proceed with the current Offering while it works on rectifying its compliance issues. The company aims to apply for full revocation of the CTO once it completes the necessary filings.

Fobi AI specializes in AI and data intelligence technologies aimed at driving digital transformation in various sectors such as retail, healthcare, and sports. The company's unique proposition lies in enhancing mobile-wallet engagement and providing Web3-ready solutions, which are increasingly relevant in today’s digital landscape.

It’s important to note that Fobi’s securities will not be registered under the U.S. Securities Act, and trading is subject to restrictions until the CTO is fully revoked. The company’s forward-looking statements highlight its commitment to overcoming regulatory hurdles and achieving its business goals, though they are inherently subject to various risks and uncertainties. Investors are advised to consider these factors carefully as they evaluate the Offering and the company’s growth potential.

MWN-AI** Analysis

Fobi AI Inc. has recently announced the extension of its non-brokered private placement until March 12, 2026, which is an important development for investors keeping an eye on the company’s financial health and strategic direction. The concurrent issuance of a cease trade order (CTO) by the British Columbia Securities Commission highlights a critical concern: Fobi's prior failure to comply with continuous disclosure obligations. While the company has made progress by securing a partial revocation order, the market must remain cautious until a full revocation is achieved.

For investors, the upcoming offering represents an opportunity to capitalize on potential upside if Fobi can successfully navigate these regulatory hurdles. The intended use of proceeds—primarily for sales and marketing, product expansion, and market integration—is indicative of Fobi’s ambition to enhance its offerings within the AI and digital transformation space. As the company operates within a rapidly growing sector, momentum could build if these initiatives succeed.

However, the trading restrictions imposed under the CTO suggest increased risk. Investors should assess their risk tolerance before considering any positions in Fobi, looking particularly at the company’s capacity to fulfill its outstanding filings and to secure final approval from the TSXV. A successful completion of the offering could lead to reinvigorated trading momentum, enhancing investor sentiment.

Looking ahead, the volatile landscape characterized by evolving regulatory frameworks presents both challenges and opportunities. Investors should closely monitor not only Fobi's compliance efforts and operational execution but also broader market conditions that can affect investor confidence and capital availability. A prudent approach would include diversification to mitigate risks associated with potential fluctuations in Fobi’s stock price, particularly in light of the ongoing CTO context.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: GlobeNewswire

VANCOUVER, BC, Feb. 26, 2026 (GLOBE NEWSWIRE) -- Fobi AI Inc. (TSXV:FOBI) (Pink: FOBIF(the "Company" or "Fobi"), an industry leader in harnessing AI and data intelligence to enable digital transformation, advises that its previously announced non-brokered private placement financing (“Offering”) has been granted an extension to close on or before March 12, 2026, or such other date or dates as may be determined by Fobi and acceptable to the TSXV.

The Offering was first announced on December 12, 2025, with closing of the first two tranches of the Offering announced on January 23, 2026, and February 4, 2026, respectively. 

The Company intends to use the net proceeds of the Offering for sales and marketing, product expansion and integration, market expansion, and general working capital and corporate expenses.

The Offering is subject to the final approval of the TSXV.

As previously disclosed, the Company is currently subject to a CTO issued by the British Columbia Securities Commission (“BCSC”) as a result of the Company’s failure to file certain continuous disclosure documents within the prescribed time periods. The BCSC has granted a partial revocation order dated December 12, 2025 (the “Partial Revocation Order”) CTO to permit the Company to complete the Offering. The Company is actively working to remedy the default and expects to apply for a full revocation of the CTO upon completion of its outstanding filings. Until the CTO is revoked, the Company’s securities will remain subject to trading restrictions and may not be traded by the public.

The securities of the Company have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an available exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referenced in this press release, in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Fobi AI

Fobi AI Inc. (TSXV: FOBI, Pink: FOBIF) is a data and AI technology company that enables digital transformation through real-time data, mobile-wallet engagement, and Web3-ready solutions. By integrating strategy, technical architecture, and execution, Fobi helps clients across retail, sports, healthcare, and regulated industries translate digital initiatives into measurable business results.

For more information, visit www.fobi.ai

Fobi AI Inc.
Fobi Website: www.fobi.ai
Rob Anson, CEO
rob@fobi.ai

Facebook: @Fobiinc
T: +1 877-754-5336 Ext. 3
Twitter: @Fobi_inc
E: ir@fobi.ai
LinkedIn: @Fobiinc

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

Forward Looking Statements/Information:

This news release contains forward looking information or statements within the meaning of applicable securities laws, which may include, without limitation, statements relating to the size, terms and completion of the Offering, the use of proceeds of the Offering, the receipt of TSXV approval in respect of the Offering, the completion of the necessary filings to cure the Company’s existing defaults under applicable securities legislation, the resumption of trade of the Shares on the TSXV and the grant of a full revocation in respect of the CTO, the continued availability of the Partial Revocation Order, the technical, financial and business prospects of the Company, its assets and other matters. All statements in this news release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward looking information or statements. Although the Company believes the expectations expressed in such forward looking information or statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward looking information or statements. Such statements and information are based on numerous assumptions including those regarding investor interest in the Offering, timing of receipt of regulatory approvals, general market conditions, present and future business strategies and the environment in which the Company will operate in the future, including the price of inputs including labour costs, the ability to achieve its goals, expected costs and timelines to achieve the Company’s goals, that general business and economic conditions will not change in a material adverse manner, and that financing will be available if and when needed and on reasonable terms. Such forward looking information or statements reflects the Company’s views with respect to future events and is subject to risks, uncertainties and assumptions, including the risks and uncertainties relating to litigation and arbitration and the costs and timelines associated with the same, regulatory, TSXV, British Columbia Securities Commission and other approvals in respect of the Offering and the full revocation of the CTO, the continued availability of the Partial Revocation Order, the potential for unexpected costs and expenses and those other risks filed under the Company’s profile on SEDAR+ at www.sedarplus.ca. While such estimates and assumptions are considered reasonable by the management of the Company, they are inherently subject to significant business, economic, competitive and regulatory uncertainties and risks. Factors that could cause actual results to differ materially from those in forward looking information or statements include, but are not limited to, the ability of the Company to complete the Offering on the terms described herein, including obtaining the requisite approval of the TSXV and other regulatory agencies, the ability of the Company to complete the necessary filings to cure its defaults under applicable securities legislation, the ability of the Company to resume trading on the TSXV, the ability of the Company to obtain a full revocation order in respect of the CTO, continued availability of capital and financing and general economic, market or business conditions, failure to compete effectively with competitors, failure to protect the Company’s intellectual property, failure to maintain or obtain all necessary permits, approvals and authorizations, failure to comply with applicable laws, risks relating to unanticipated operational difficulties (including failure of equipment or processes, cost escalation, unavailability of personnel, materials and equipment, regulatory action or delays in the receipt of regulatory approvals, work stoppages or disturbances or other job action, and unanticipated events related to health, safety and other legal matters), decreases in demand for the Company’s products and services, the impact of COVID-19 or other viruses and diseases on the Company’s ability to operate, an inability to predict and counteract the effects of COVID-19 on the business of the Company, including but not limited to, the effects of COVID-19 on the price of inputs, capital market conditions, restriction on labour and international travel and supply chains, loss of key employees, consultants, or directors, increase in costs, delayed results, litigation, and failure of counterparties to perform their contractual obligations. The Company does not undertake to update forward looking statements or forward-looking information, except as required by law.


FAQ**

How does Fobi AI Inc. (FOBIF) plan to use the proceeds from the private placement financing to enhance product expansion and integration in 2026?

Fobi AI Inc. (FOBIF) plans to utilize the proceeds from the private placement financing to enhance product expansion and integration in 2026 by focusing on developing new features, improving existing technologies, and expanding partnerships across various industry verticals.

What steps is Fobi AI Inc. (FOBIF) taking to remedy the disclosure defaults that led to the CTO issued by the British Columbia Securities Commission?

Fobi AI Inc. (FOBIF) is actively addressing the disclosure defaults that prompted the CTO by enhancing their financial reporting processes, bolstering compliance protocols, and engaging with the British Columbia Securities Commission to restore investor confidence and regain full operational status.

Can Fobi AI Inc. (FOBIF) provide insights on investor interest in the ongoing private placement and its expectations for the Offering's final approval by TSXV?

Fobi AI Inc. (FOBIF) has not publicly disclosed specific insights on investor interest in the ongoing private placement or expectations regarding the final approval of the Offering by TSXV, as such details typically remain proprietary until officially announced.

How does Fobi AI Inc. (FOBIF) anticipate overcoming the trading restrictions imposed by the CTO to ensure a successful resumption of share trading on the TSXV?

Fobi AI Inc. (FOBIF) plans to address the trading restrictions imposed by the CTO through enhanced compliance measures, improved transparency, and by executing a strategic plan to meet regulatory requirements for a successful resumption of share trading on the TSXV.

**MWN-AI FAQ is based on asking OpenAI questions about Fobi Ai Inc (OTC: FOBIF).

Fobi Ai Inc

NASDAQ: FOBIF

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