Stockwatch

Inverite Insights Inc
Symbol	INVR
Shares Issued	185,754,361
Close 2024-02-06	C$ 0.035
Market Cap	C$ 6,501,403
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Inverite closes first tranche of private placement

2024-02-06 17:25 ET - News Release

Subject: Please disseminate attached News Release PDF Document File: Attachment Inverite_PP 2024.02.06_0.05 unit - NEWS RELEASE 1st tranche FINAL.pdf Inverite Announces 1st Tranche Closing of Private Placement NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES VANCOUVER, B.C., Feb. 06, 2024 Inverite Insights Inc. ("Inverite") (CSE: INVR) (OTC: MRBLF) (FSE: 2V0), a leading AI-driven software provider that leverages real-time financial data for businesses to better transact with consumers, has closed its 1st tranche of its private placement (see news release of January 30, 2024) in the amount of 1,960,000 Units for aggregate proceeds of $98,000. The use of these proceeds will be for general working capital. Each Unit is comprised of a common share and one whole warrant, a whole warrant exercisable to purchase a common share at a price of $0.10 for a period of two years. In connection with the closing, an aggregate of 137,200 shares were issued as finder fees. All securities issued are subject to a hold period until June 07, 2024. An insider of the Company purchased 1,960,000 Units, representing the total number of Units issued pursuant to the closing, with the associated common shares representing approximately 1.0% of the then- issued common shares following closing and, if the associated warrants are exercised, an aggregate number of common shares representing approximately 2.1% of the then-issued common shares following closing. The participation by the insider constitutes a "related party transaction" within the meaning of the policies of the CSE and Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying upon the exemptions from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(a) and (b), and 5.7(1)(a), respectively, of MI 61-101 on the basis that neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction insofar as it involves interested parties (within the meaning of MI 61-101) in the Placement exceeds 25% of the Company's market capitalization calculated in accordance with MI 61-101, and on the basis that no securities of the Company are listed or quoted on a stock exchange as specified in MI 61-101. The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any state securities laws and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act), except pursuant to an exemption from the registration requirements of those laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, or for the account or benefit of U.S. persons (as such term is defined in Regulation S under the 1933 Act). About Inverite Insights Inc. Inverite Insights Inc. ("Inverite") (CSE: INVR) (OTC: MRBLF) (FSE: 2V0) is a Vancouver-based, AI-driven software provider specializing in real-time financial data. With a vast database of over seven billion financial data points from more than four million unique Canadian consumers transactions, Inverite empowers businesses to transact more effectively with consumers through innovative software-as-a- service (SaaS) and risk-model-as-a-service (RMaaS) solutions. For further information about Inverite, please visit: inverite.com. ON BEHALF OF THE BOARD 010025000-00158342; 1 Mike Marrandino, Executive Chairman T: (855) 661-2390 ext. 104 Email: ir@inverite.com Neither the Canadian Securities Exchange nor its Regulation Services Provider/Market Maker (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release, nor has in any way passed upon the merits of the proposed transaction nor approved or disapproved the contents of this press release. Forward Looking Statements This news release may include forward-looking statements that are subject to risks and uncertainties. All statements within, other than statements of historical fact, are to be considered forward looking. Although the Company believes that any forward-looking statements in this news release are reasonable, there can be no assurance that any such forward-looking statements will prove to be accurate. The Company cautions readers that all forward-looking statements, are based on assumptions none of which can be assured and are subject to certain risks and uncertainties that could cause actual events or results to differ materially from those indicated in the forward-looking statements. Such forward-looking statements represent management's best judgment based on information currently available. Readers are advised to rely on their own evaluation of such risks and uncertainties and should not place undue reliance on forward-looking statements. The forward-looking statements and information contained in this news release are made as of the date hereof and no undertaking is given to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws or the CSE. The forward-looking statements or information contained in this news release are expressly qualified by this cautionary statement. 010025000-00158342; 1