Q2 Highlights

–  SaaS revenue grew by 24.2%; 21.8% year-over-year

–  ARR exceeded US$10.3 million, UP 11.9% year-over-year.

– Revenue for the quarter was US$3.9 million

VANCOUVER, B.C. and PRINCETON, N.J., November 28, 2022 — Xybion Digital Inc. (XYBN:TSXV) (“Xybion” or the “Company”), a global, low-code SaaS company that enables digital transformation in highly regulated industries like Life Sciences, today reported Q2 F2023 financial results for its second quarter ended on September 30, 2022. Financial references are expressed in US dollars unless otherwise indicated. Please refer to the MD&A and Financial Statements posted onto SEDAR (www.sedar.com) for information relating to non-IFRS measures and risk factors.

“We continue to execute our core strategy of helping our clients in their digital transformation journey, growing our SaaS revenue and moving away from legacy perpetual license sales.” Said Dr. Pradip K. Banerjee, Chairman and CEO.

Financial Summary for the Quarter:

Recurring software revenues – which include revenue from SaaS and maintenance – increased by 13.4% to $2.56 million, as compared to $2.26 million in Q2 of fiscal 2022.

Recurring revenue as a percentage of total revenue for the second quarter was 66% for Q2 2023, as compared to 51% in Q2 2022.

Revenue from SaaS increased by 24.2% to $1.25 million.

Annual Recurring Revenue from Software reached $10.3 million at September  30, 2022, an increase of 11.9%, as compared to $9.24 million at September 30, 2021.

Overall Q2 2023 Revenues were lower by 12.1%  from Q2 2022 at $3.9 million.  Except for license revenue, all other categories revenue were higher.

Gross profit for Q2 2023 totaled $2.15 million, a decrease of 29.6% or ($.90) million compared to $3.05 million in Q2 of fiscal 2022.  Quarter-over-quarter gross margin is affected by the mix of quarterly revenue for licenses, SaaS and Services and the revenues from Q2 of fiscal 2022 included a single large license sale to an existing customer On a comparative basis, total operating expenses grew by 59.7% over the prior year’s  second quarter.

We recorded a Net Loss of $(1.40)million in Q2 2023, as compared to Net Income of $0.35 million for Q2 2022. The reasons for the decrease were a combination of multiple factors:  lower perpetual license revenue resulting from our strategic decisions to sell only SaaS subscriptions and not offer perpetual licenses to any new clients, higher-than-expected project costs and increased operating expenses. In Q2 2022, we had  $1,115,857 from perpetual license revenue compared to $65,250 in Q2 2023. The drivers of the increased operating expenses were an investment to expand revenue, including recruiting and hiring business development and account management staff, costs and expenses related to investing and financing activities, increased bonus payments and wage increases due to labor market conditions, the re-structuring of certain executive compensation and the on-going increased costs associated with being a publicly listed company that did not exist in Q2 of 2022

The loss, on an adjusted EBITDA basis, a non-IFRS measure, was $(1.53) million in Q2 2023 and that compares to an adjusted EBITDA of $0.61 million in Q2 2022; a decrease of $2.14 million.

As of September 30, 2022, the Company had $5.42 million in cash on the balance sheet and zero debt.

Conference Call

The Company will hold a conference call to discuss these results. Details are as follows:

Date: November 29, 2022

Time: 8:30am Eastern Time

Canada/USA TF: 1-800-319-4610

International Toll: +1-604-638-5340

A transcript of the call will be posted on the Company’s website at www.xybion.com within 72 hours of the call.

Non- IFRS Financial Measures

EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin

EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin are non-IFRS financial measures. EBITDA is defined as net income or loss before net finance expenses, depreciation and amortization expense and income tax expense. Adjusted EBITDA is defined as net income or loss before income taxes, net finance costs, depreciation and amortization, Paycheck Protection Payment (PPP) loan forgiveness, one-time Reverse Takeover (RTO) expenses and stock-based compensation, and Adjusted EBITDA Margin is defined as the percentage of Adjusted EBITDA to revenues. Since the Company capitalizes its operating leases as right of use assets, the amount of amortization related to these right of use (ROU) assets was not added back to earnings in determining Adjusted EBITDA.   We believe that Adjusted EBITDA and Adjusted EBITDA Margin are useful measures of financial performance because they provide an indication of the Company’s ability to seize growth opportunities in a cost-effective manner and finance its ongoing operations.  Each of these non-IFRS financial measures are not recognized measures under IFRS and do not have a standardized meaning prescribed by IFRS. These measures are unlikely to be comparable to similar measures presented by other companies. Rather, non-IFRS measures are provided as additional information to complement financial statements by providing further understanding of our results of operations from management’s perspective. Accordingly, these measures should not be considered in isolation nor as a substitute for analysis of our financial information reported under IFRS.

Termination of Offering

Further to the Company’s news release dated October 3, 2022, the Company announces that is has decided not to proceed with the offering.

About Xybion Digital Inc.

Xybion is a global SaaS company that helps enterprise life sciences organizations accelerate new drug development into approved medicines that may save lives and keep employees safe. We digitize drug research and development, laboratory testing, regulatory approvals, and pharmaceutical manufacturing on a single, unified cloud platform that is cost-effective, ready to deploy, and easy to use. Xybion has over 160 clients in 29 countries using its low-code software to accelerate timelines, improve compliance, expand capacity, minimize operating risks, and reduce expenses while keeping employees safe.

Learn more about Xybion at https://www.xybion.com/

For further information: For more information regarding Xybion Digital Inc., please contact Pradip Banerjee, Chief Executive Officer, [email protected], 609-512-5790 x122

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

Forward-Looking Statements

Certain statements (“forward-looking statements”) in this news release may contain forward-looking information concerning relating to the release of financial results, plans related to the Company’s business and other matters that may occur in the future, made as of the date of this news release. In making the forward-looking statements included in this news release, the Company has applied several material assumptions, including with respect to the timing of such release. Although management considers these assumptions to be reasonable based on information available to it, they may prove to be incorrect.

Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or results to differ from those expressed or implied by the forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the expectations expressed in them. Such factors include, among others, the risks described in disclosure documents filed by the Company on SEDAR. There can be no assurance that forward-looking statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as otherwise required by applicable securities legislation.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein in the United States. The securities described herein have not been registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), or any state securities law and may not be offered or sold in the “United States”, as such term is defined in Regulation S promulgated under the U.S. Securities Act, unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration requirements is available.