Core AI Holdings, Inc. Registered Direct Offering

Core AI Holdings, Inc. announced a registered direct offering on June 10, 2026. The company entered into a securities purchase agreement with an institutional investor to sell up to 1,969,444 common shares and pre-funded warrants to purchase up to 3,975,000 common shares. The combined purchase price is $0.90 per share and $0.89999 per pre-funded warrant. The offering is expected to yield approximately $5.4 million in gross proceeds before expenses. The closing is scheduled for June 11, 2026. The company also entered into a placement agency agreement with D. Boral Capital LLC, agreeing to pay a 7.0% cash fee and reimburse expenses. The agreement includes customary representations, warranties, and closing conditions. A lock-up period is in effect for 30 days post-closing, restricting the company from issuing additional equity securities, with certain exceptions.