The TSX Venture Exchange has accepted for filing documentation with respect to a non-brokered private placement announced July 11, 2023.

First tranche

Convertible debenture:  $3,546,000 in outstanding principal amount of secured convertible debentures

Conversion price:  convertible into 35.46 million units at 10 cents per unit (Each unit consists of one common share and one common share purchase warrant.)

Maturity date:  three years from the date of issuance

Warrants:  35.46 million share purchase warrants to purchase 35.46 million shares

Warrant price:  15 cents, exercisable for a period of three years from the date of issuance

Warrant acceleration provision:  The company may accelerate the expiry date of the warrants to a date that is not less than 15 days from delivery of such notice, in the event that the closing price of the common shares listed on the TSX Venture Exchange is greater than 30 cents for 20 consecutive trading days.

Interest rate:  18 per cent per annum

Number of placees:  12 placees

Total existing insider involvement:  $1,533,000 (three insiders)

Finder's fee:  $6,080 cash and 60,080 warrants

Finder's warrant terms:  Each finder's warrant entitles the holder to purchase one common share at the price of 10 cents for a period of three years from the date of issuance.

The company issued a news release on Sept. 11, 2023, confirming the closing of the private placement. Note that in certain circumstances the exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.