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AGEDB Technology Limited Capital/Financing Update 2022

Dec 21, 2022

48395_rns_2022-12-21_8835dddd-96e5-4b5f-a589-bc434d8c29a0.pdf

Capital/Financing Update

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ADAGIO CAPITAL INC.

PRESS RELEASE TSXV: ADC.P FOR IMMEDIATE DISTRIBUTION December 21, 2022

ADAGIO CAPITAL INC. COMPLETES INITIAL PUBLIC OFFERING AS A CAPITAL POOL COMPANY

Vancouver, British Columbia, Canada – Adagio Capital Inc. (“ Adagio ”) is pleased to announce that it has completed its initial public offering of 2,000,000 common shares (the “ IPO”) raising gross proceeds of $200,000 (the “ Proceeds ”) pursuant to a prospectus dated October 11, 2022 (the “ Prospectus ”). A total of 2,000,000 common shares in the capital of Adagio (the “ Shares ”) were subscribed for at a price of $0.10 per Share.

Pursuant to the agency agreement dated October 11, 2022, Leede Jones Gable Inc. acted as agent for the IPO (the “ Agent ”). In connection therewith, the Agent received a cash commission equal to 10% of the Proceeds and a corporate finance fee as well as options to purchase up to 200,000 Shares at a price of $0.10 per share (“ Agent’s Options ”) for a period of 36 months from the date the Shares are listed on the TSX Venture Exchange.

Adagio is a capital pool company (“ CPC ”) within the meaning of the policies of the TSX Venture Exchange (the “ Exchange ”). Adagio has not commenced operations and has no assets other than cash. The Shares are listed on the Exchange but are currently halted pending the satisfaction of certain customary closing conditions. Adagio expects that the halt will be lifted and that trading will commence on or about December 29, 2022 under the stock symbol ADC.P .

The net proceeds of the IPO, together with the proceeds from prior sales of Shares, will be used by Adagio to identify and evaluate assets or businesses for acquisition with a view to completing a Qualifying Transaction under the Exchange’s CPC program.

As a result of the IPO, Adagio now has 5,000,000 Shares issued and outstanding with 466,667 Shares reserved for issuance upon the exercise of the Directors’ Options and 200,000 Shares reserved for issuance upon the exercise of the Agent’s Options. Pursuant to the policies of the Exchange, 3,000,000 Shares will be held in escrow, as disclosed in the Prospectus.

For further information, please see the Prospectus, available under Adagio’s profile on SEDAR at www.sedar.com.

About Adagio

Adagio is a newly formed CPC created to identify and evaluate potential acquisitions of commercially viable businesses and assets that have the potential to generate profits and add shareholder value. The current directors and officers of Adagio are Azim Dhalla (President, CEO, CFO, Corporate Secretary, Director, and Promoter), Christopher Cherry (Director), James Mustard (Director), and Nizar Bharmal (Director). Except as specifically contemplated in the CPC Policy of the Exchange, until the completion of the qualifying transaction, Adagio will not carry on business, other than the identification and evaluation of companies, businesses or assets with a view to completing a proposed qualifying transaction.

For further information, please contact:

Azim Dhalla

President, CEO, CFO, Corporate Secretary, Director Telephone: (604) 728-7715