Cover Technologies Inc. announced the completion of a non-brokered private placement and issued 10,679,324 common shares at a price of CAD 0.15 per share for gross proceeds of CAD 1,601,898.60 and issued Unsecured Convertible Notes for gross proceeds of CAD 1,500,000 for total gross proceeds of CAD 3,601,898.60 on July 10, 2023. The maturity date of the Unsecured Convertible Notes is the earlier of: (i) the date which is six months after the closing of the proposed acquisition by the Company of all of the outstanding common shares of PlasCred Inc. pursuant to the terms of a securities exchange agreement dated March 1, 2023, as amended May 24, 2023, with PlasCred and each of the shareholders of PlasCred and (ii) the date which is ninety days after the date on which PlasCred advises the company that it will not be proceeding with the transaction. The notes will have interest at the rate of 5 % per annum, payable on the maturity date and the right of the holder, at any time on or before the maturity date, to elect to convert the outstanding principal amount and any accrued and unpaid Interest, into shares at a price of CAD 0.15 per note share.

There were no finder’s fees associated with the Unsecured Convertible Notes and non-brokered private placement offering in the transaction. All securities issued in transaction are subject to a statutory hold period expiring four months and one day after closing of the transaction.