nDatalyze Corp. Provides Update on Proposed Reverse Takeover with PRISM Diversified Ltd.

Calgary, AB — March 11, 2026 — Leads & Copy —

nDatalyze Corp. (CSE:NDAT) has provided an update on its proposed reverse takeover (RTO) with PRISM Diversified Ltd., according to a press release issued today. PRISM, based in Alberta, is a mine-to-metals producer aiming to use Alberta's resources to produce lower-emissions steel and critical minerals.

The definitive agreement, initially expected by March 15, 2026, is now anticipated to be executed by March 31, 2026.

PRISM and/or its agents will arrange a minimum of $2 million in financing. This includes a private placement of $400,000 by PRISM before March 31, 2026, at $0.10 per share, resulting in 4,000,000 shares in the Resulting Issuer at Closing.

Between March 31, 2026, and August 15, 2026, the Company will conduct a $1,600,000 subscription receipt (“SR”) financing. Subscribers for SRs will own 16,000,000 shares of the Resulting Issuer at Closing, with the share conversion ratio detailed in the Definitive Agreement. The proceeds from the financing will be used for general corporate purposes.

Assuming $2,000,000 in total financing, upon Closing the RTO, the 41,327,425 outstanding nDatalyze shares will convert to 15,555,555 shares of the Resulting Issuer, with the conversion ratio in the Definitive Agreement. If more than $2,000,000 is raised, the additional securities must be sold at a minimum of $0.10 per share, while the number of nDatalyze shares will remain at 15,555,555.

Post-Closing, the Resulting Issuer will have 162,560,555 shares outstanding, consisting of PRISM's existing share capital (120,000,000), fundraising and financing costs (27,005,000), and the Company’s existing shareholders (15,555,555).

Subscription Receipts cannot be exchanged for Company shares unless the RTO closes.

Before the exchange of Subscription Receipts, all Company assets, tangible (except for $30,000 in cash) and intangible (including IP, technology, and databases), will be spun out to Company shareholders on a one-for-one basis.

The RTO is subject to Canadian Securities Exchange approval and PRISM shareholder approval.

Source: nDatalyze Corp.