Markham, Ontario--(Newsfile Corp. - May 13, 2026) - iFabric Corp. (TSX: IFA) ("iFabric" or the "Company") is pleased to announce that the Company, Hylton Karon and Susan Karon (the "Selling Shareholders"), have entered into an agreement with Beacon Securities Limited (the "Lead Underwriter"), on behalf of a syndicate of underwriters (together with the Lead Underwriter, the "Underwriters"), pursuant to which the Underwriters have agreed to purchase, on a bought deal basis, an aggregate of 4,055,000 common shares (the "Treasury Shares") in the capital of the Company at a price of $3.70 per Treasury Share (the "Issue Price") for aggregate gross proceeds to the Company of $15,003,500 (the "Treasury Offering") and, from the Selling Shareholders, an aggregate of 1,352,000 common shares of the Company (the "Secondary Shares" and, together with the Treasury Shares, the "Common Shares") at the Issue Price per Secondary Share for aggregate gross proceeds to the Selling Shareholders of $5,002,400 (the "Secondary Offering" and, together with the Treasury Offering, the "Offering").

In addition, the Underwriters will have an option to purchase up to an additional 15% of the Common Shares issued under the Offering at the Issue Price per Common Share, for additional gross proceeds of up to $3,000,885, to cover over-allotments and for market stabilization purposes, such option being exercisable in whole or in part at any time until 30 days following the closing of the Offering (the "Overallotment Option").

The Selling Shareholders currently hold 19,188,850 common shares of the Company, representing approximately 63.3% of the issued and outstanding common shares. Following the closing of the Offering, the Selling Shareholders will hold 17,836,850 common shares, representing approximately 51.9% of the issued and outstanding common shares.

The Common Shares will be offered (i) in Canada by way of a short form prospectus to be filed in each of the Provinces of Canada and (ii) to eligible purchasers by way of available prospectus exemptions in certain jurisdictions outside of Canada. The Common Shares may also be offered and sold in the United States to "qualified institutional buyers" (as defined in Rule 144A under the United States Securities Act of 1933, as amended (the "1933 Act")) and to a limited number of "accredited investors" (as defined in Rule 501(a) of Regulation D under the 1933 Act, in each case by way of private placement pursuant to an exemption from the registration requirements of the 1933 Act and pursuant to any applicable securities laws of any state of the United States.

The Company intends to use the net proceeds of the Treasury Offering for product development, sales and marketing expansion, as well as for working capital and general corporate purposes. The net proceeds from the Secondary Offering will be payable to the Selling Shareholders. The Company will not receive any proceeds from the Secondary Offering.

The Offering is expected to close on or about June 4, 2026 and is subject to certain conditions including, but not limited to, the receipt of all necessary corporate and regulatory approvals, including the approval of the Toronto Stock Exchange and the applicable securities regulatory authorities. No securities regulatory authority has either approved or disapproved of the contents of this news release.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. 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 in any State in which such offer, solicitation or sale would be unlawful.

About iFabric Corp.:

Headquartered in Markham, Ontario, iFabric, www.ifabriccorp.com, is listed on the TSX and currently has 30.3 million shares issued and outstanding. Its two strategic divisions offer a variety of products and services through wholly-owned subsidiaries, namely, Intelligent Fabric Technologies (North America) Inc. ("IFTNA") and Coconut Grove Pads Inc. ("Coconut Grove").

IFTNA is focused on development and sale of high-performance sports apparel, medical protective apparel, consumer protective apparel, and proprietary treatments that provide "intelligent" properties to fabrics, foams, plastics, and numerous other surfaces, thereby improving the safety and well-being of the user. Such intelligent properties include antiviral and antibacterial characteristics, water-repellence and UV protection, among others.

Coconut Grove, operating as Coconut Grove Intimates, is a designer, manufacturer, distributor, licensor and licensee of ladies' intimate apparel products and accessories.

FORWARD-LOOKING STATEMENTS

This news release includes "forward-looking information" and "forward-looking statements" within the meaning of Canadian securities laws and United States securities laws, respectively (collectively, "forward-looking information"). All information, other than statements of historical facts, included in this news release that address activities, events or developments that the Company expects or anticipates will or may occur in the future, including such things as the completion of the Offering, the expected closing date of the Offering, the use of proceeds of the Offering, and other such matters is forward-looking information. Forward-looking information is often identified by the words "may", "would", "could", "should", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" or similar expressions.

Investors are cautioned that forward-looking information is not based on historical facts but instead is based on reasonable assumptions and estimates of management of the Company at the time they were made and involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. Such factors include, among others, risks relating to investing in the Common Shares; discretion in the use of proceeds; the ability to raise additional funds; volatility of the market price for the Common Shares generally; risk of dilution; as well as the risk factors described in the Company's annual information form dated March 30, 2026, the preliminary prospectus as of the date hereof, and other filings with the Canadian securities regulators available under the Company's profile on SEDAR+ at www.sedarplus.ca.

The forward-looking information contained in this news release is expressly qualified by this cautionary statement. We undertake no duty to update any of the forward-looking information to conform such information to actual results or to changes in our expectations except as otherwise required by applicable securities legislation. Readers are cautioned not to place undue reliance on forward-looking information.

FOR FURTHER INFORMATION, please contact:

Website: www.ifabriccorp.com

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

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/297364

Source: iFabric Corp.