Venzee Technologies Inc. announced a non-brokered private placement of 5% unsecured convertible debentures for the gross proceeds of CAD 160,000 on March 30, 2023. The debentures bear 5% interest rate per annum and matures three years from the date of issuance, The principal sum of the Debentures, or any portion thereof, are convertible at the option of the holder, anytime after six months, into debenture units at CAD 0.05 per Debenture Unit. The conversion within the first year can occur at CAD 0.05 per Debenture Unit, but for the second and third year conversion will be at a minimum of CAD 0.10.

Each Debenture Unit will consist of one common share and one common share purchase warrant with each Warrant exercisable at CAD 0.08 for five years from the date of issuance of Debenture Certificates. In connection with the transaction, the Company will pay finder's fees to certain registered brokerage firms, as permitted by the policies of the Exchange and in accordance with applicable securities laws. The Debentures, Debenture Units, Warrants, finders' warrants and any Shares resulting from the conversion of the Debentures or the exercise of Debenture Warrants or finders' warrants will be subject to a hold period of four months and one day after the date of issuance thereof.

The transaction will be subject to customary closing conditions, including the approval of the Exchange, and there is no assurance that the Company will complete the Offering upon the terms set out above, or at all.