A2Z Smart (AZ) Announces Proposed Share Offering

A2Z Smart Technologies Corp. (NASDAQ: AZ) ("A2Z Smart Technologies Corp." or the "Company") today announced that it intends to offer to sell common shares (and/or pre-funded warrants ("Pre-funded Warrants") in lieu thereof) in a best efforts public offering. All of the common shares (and/or Pre-funded Warrants) are to be sold by the Company.

ThinkEquity is acting as sole placement agent for the offering.

The Company intends to use the net proceeds from the offering primarily for continued development and expansion of existing business, including fulfilment of contracted smart cart backlog orders and acceleration of the onboarding process for new clients, and for working capital purposes.

The securities will be offered and sold pursuant to a shelf registration statement on Form F-3(File No. 333-271226), including a base prospectus, filed with the U.S. Securities and Exchange Commission (the "SEC") on April, 12, 2023 and declared effective on April, 21, 2023. The offering will be made only by means of a written prospectus. A preliminary prospectus supplement and accompanying prospectus describing the terms of the offering has been or will be filed with the SEC on its website at www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus relating to the offering may also be obtained from the offices of ThinkEquity, 17 State Street, 41^st Floor, New York, New York 10004. Before investing in this offering, interested parties should read in their entirety the preliminary prospectus supplement and the accompanying prospectus and the other documents that the Company has filed with the SEC that are incorporated by reference in such preliminary prospectus supplement and the accompanying prospectus, which provide more information about the Company and such offering.

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 these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

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