Not for Distribution to United States Newswire Services or for Dissemination in the United States
LAS VEGAS–(BUSINESS WIRE)–Realbotix Corp. (“Realbotix” or the “Company”) (TSX-V: XBOT) (Frankfurt: 76M0.F) is pleased to announce the closing of its previously announced brokered, upsized private placement of 14,000,000 units of the Company (collectively, the “Units”) at a price of C$0.50 per Unit for aggregate gross proceeds of C$7,000,000 (the “Offering”). A.G.P. Canada Investments ULC (the “Agent”) acted as the sole bookrunner and agent in connection with the Offering, and A.G.P./Alliance Global Partners acted as sole U.S. placement agent for the Offering.
Each Unit consists of one common share in the capital of the Company (each, a “Common Share”) and one Common Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to acquire one Common Share (a “Warrant Share”) at an exercise price of C$0.75 per Warrant Share at any time on or before October 24, 2030, subject to adjustment in certain events.
The Company intends to use the net proceeds from the Offering to advance the engineering, design and commercialization of its AI-powered humanoid robots, and for working capital and general corporate purposes.
Andrew Kiguel, Executive Chairman and Chief Executive Officer of the Company, noted, “We are pleased to successfully complete this Offering, which provides Realbotix with the capital to achieve our objectives for the foreseeable future. This strengthened financial position empowers us to accelerate growth across our products, services, and target markets. With a strong balance sheet, we are confident in our ability to deploy this capital strategically to deliver strong returns on investment.”
The Units were offered and issued pursuant to Part 5A of National Instrument 45-106 – Prospectus Exemptions (“NI 45-106”), as amended and supplemented by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (collectively, the “Listed Issuer Financing Exemption”). An amended and restated offering document dated October 22, 2025 related to the Offering can be accessed under the Company’s profile on SEDAR+ at www.sedarplus.ca and on the Company’s website at www.realbotix.ai. The Offering remains subject to final acceptance of the TSX Venture Exchange.
As the Offering was completed pursuant to the Listed Issuer Financing Exemption, the securities issued pursuant to the Offering, including the Common Shares and Warrants underlying the Units, and the Warrant Shares issuable upon the due exercise of the Warrants, will not be subject to a hold period under applicable Canadian securities laws.
In connection with the Offering and as consideration for their services, the Company paid to the Agent a cash commission equal to 7.0% of the Offering amount and issued to the Agent 980,000 non-transferable warrants of the Company (the “Broker Warrants”). Each Broker Warrant entitles the holder thereof to acquire one Common Share at a price of C$0.75 at any time on or before October 24, 2030, subject to adjustment in certain events. The Broker Warrants are subject to a hold period of four months under applicable Canadian securities laws.
The securities have not been and will not be registered under the United States 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” (as such term is defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable U.S. state securities laws or an exemption from such registration is available. This news 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 in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Realbotix
Realbotix designs and manufactures AI-powered intelligent humanoid robots for entertainment, customer service, and companionship.
Manufactured in the United States, Realbotix’s patented AI and robotics technologies enable lifelike expressions, motion, vision, and social engagement, positioning us as a category leader in the rapidly evolving field of human-centric robotics.
Realbotix.com: Product site
Realbotix.AI: Corporate and Investor site
Keep up-to-date on Realbotix developments by joining our online communities on Twitter, LinkedIn, and YouTube.
Follow Aria, our humanoid robot, on Instagram and TikTok.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.
Forward-Looking Information
This news release contains forward-looking information within the meaning of Canadian securities legislation (collectively, “forward-looking statements”) that relate to Realbotix’s current expectations and views of future events. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of words or phrases such as “will likely result”, “are expected to”, “expects”, “will continue”, “is anticipated”, “anticipates”, “believes”, “estimated”, “intends”, “plans”, “forecast”, “projection”, “strategy”, “objective” and “outlook”) are not historical facts and may be forward-looking statements and may involve estimates, assumptions and uncertainties which could cause actual results or outcomes to differ materially from those expressed in such forward-looking statements. Forward-looking statements in this news release include, but are not limited to, the intended use of the net proceeds from the Offering. The Company believes that the expectations reflected in those forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be unduly relied upon. These statements speak only as of the date of this news release.
Forward-looking statements are based on a number of assumptions and are subject to a number of risks and uncertainties, many of which are beyond Realbotix’s control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking statements. Realbotix undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. New factors emerge from time to time, and it is not possible for Realbotix to predict all of them, or assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. Any forward-looking statements contained in this news release are expressly qualified in their entirety by this cautionary statement.
Contacts
Andrew Kiguel, CEO
Email: [email protected]
Jennifer Karkula, Head of Communications
Email: [email protected]
[email protected]
[email protected]
Telephone: 647-578-7490
