Xebra Brands Ltd. announced a non-brokered private placement of 12,000,000 units at a price of CAD 0.05 per unit for the gross proceeds of CAD 600,000 and debt units for the principal amount of CAD 400,000 for the total gross proceeds of CAD 1,000,000 on October 2, 2023. Each unit will be comprised of one common share of the company and one common share purchase warrant. Each unit warrant will entitle the holder thereof to acquire one common share at an exercise price of CAD 0.10 per unit warrant share at any time for a period of eighteen months following the closing of the unit offering.

Each convertible debenture unit issued CAD 1,000 principal amount of unsecured convertible debenture and 20,000 common share purchase warrants. Each CD warrant shall entitle the holder to acquire one common share at an exercise price of CAD 0.10 per CD warrant share at any time for a period of eighteen months following the closing of the CD offering. The debentures will mature on the date that is 36 months from the date of issuance and shall bear interest at a rate of 8% per annum, payable semi-annually in arrears, and will not be redeemable by the company.

The debentures will be convertible into common shares at the option of the holder at any time prior to the maturity date at a conversion price equal to CAD 0.05 per debenture share. The transaction is expected to close on or about October 6, 2023. The offering is subject to the receipt of all regulatory approvals, including the approval of the Canadian Securities Exchange.