nDatalyze Corp. Announces Definitive Agreement with PRISM Diversified Ltd.

Calgary, AB — May 15, 2026 — Leads & Copy —

nDatalyze Corp. (CSE: NDAT) announced it has entered a Definitive Agreement (DA) with PRISM Diversified Ltd., an arms-length party, on May 15, 2026. The agreement covers a change of business and reverse takeover (the “Transaction”), pending approval from the Canadian Securities Exchange and shareholders.

PRISM is an Alberta-based mine-to-metals producer. Its Clear Hills resource, detailed in its NI 43-101 technical resource report dated February 20, 2026, contains 149 million tonnes of iron and 903,594 tonnes of vanadium pentoxide.

PRISM recently completed a $400,000 private placement. The DA includes plans for an additional $1,600,000 in financing to further the project.

Key points of the agreement include:

Between the signing of the DA and September 15, 2026, nDatalyze will conduct a $1,600,000 subscription receipt (SR) financing at $0.10 per SR. Each SR is exchangeable for one NDAT common share without extra payment upon closing of the Transaction. PRISM and its agents will arrange the Financing.

At RTO Closing, all nDatalyze assets, both tangible (excluding $30,000.00) and intangible (including IP, technology, and databases), will be spun out to the pre-DA Company shareholders.

PRISM can choose to use their legal, accounting, or third-party Trust professionals for RTO-related documentation. If nDatalyze professionals are used, PRISM will cover the related expenses.

The DA contains a bilateral $50,000 “break fee.” The party terminating the agreement will be responsible for all costs incurred by the other party before termination, plus the break fee.

Post-Financing, the Company shareholders as of May 15, 2026, will collectively own about 9.6% of the resulting issuer.

Trading of NDAT stock is expected to remain halted due to a Fundamental Change as per CSE Policy 8.

Source: nDatalyze Corp.