Subject: Innovotech Inc. Press Release for Immediate Dissemination - Innovotech Announces Closing of $200,000 Convertible Debenture
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News Release
November 20, 2025
Innovotech Announces Closing of $200,000 Convertible Debenture
Edmonton, Alberta, November 20, 2025 Innovotech Inc. (TSX-V IOT) ("Innovotech") is
pleased to announce that, further to its press release of October 15, 2025, it has closed on
the convertible debenture ("Debenture") for an aggregate principal amount of $200,000 (the
"Offering"). The Debenture is unsecured with an interest rate of eight percent (8%) to be paid
quarterly in cash only. The Debenture and all accrued and unpaid interest shall mature on
October 15, 2030, being sixty (60) months from the date of issuance of the Debenture (the
"Maturity Date"). The principal amount of the Debenture may, at the option of the debenture
holder, be converted, in whole or in part, at any time before the Maturity Date into common
shares of Innovotech ("Common Shares") at a price of $0.25 per Common Share.
The proceeds of the Offering will be applied to expand Innovotech's analytical services and
capabilities through Keystone Labs Inc., a wholly owned subsidiary of Innovotech, including
the purchase of state-of-the-art laboratory equipment to enable hazardous drug testing and
further analytical and identification capabilities. This investment substantially enhances
Innovotech's technical capacity and strategically positions Innovotech to serve increasingly
complex and regulated markets in health product commercialization, pharmaceuticals, and
natural health product validation.
As a result of a control person participating in the Offering, it constitutes a "related party
transaction" pursuant to the policies of the TSX Venture Exchange and Multilateral
Instrument 61-101, Protection of Minority Security Holders in Special Transactions ("MI 61-
101"). The Offering is exempt from the formal valuation and minority shareholder approval
requirements of MI 61-101. In particular, Innovotech determined that the exemptions set
out in paragraph (a) and (b) in section 5.5 of MI 61-101 are applicable since the aggregate
consideration to be paid by the related party does not exceed 25% of the market
capitalization of Innovotech and Innovotech is not listed on the Toronto Stock Exchange, but
only on the TSX Venture Exchange. In addition, regarding the minority shareholder approval
exemptions, the independent directors have determined that the exemptions set out in
paragraphs (1)(a) and (b) in section 5.7 of MI 61-101 are applicable in that the aggregate
consideration to be paid by the related party does not exceed 25% of the market
capitalization of Innovotech, the distribution of the securities to the related party has a fair
market value of not more than $2,500,000 and Innovotech is not listed on the Toronto Stock
Exchange, but only on the TSX Venture Exchange.
No finder's fees were paid with respect to the Offering.
About Innovotech:
Innovotech Inc. is a diversified Canadian technology company with business operations in a
growing portfolio of specialized laboratory services, biotechnology businesses, and
proprietary intellectual property. Innovotech Inc. manages several subsidiary companies.
Innovotech Labs Corporation is a contract research organization that owns and provides
proprietary devices for antimicrobial testing in multiple applications and commercializes
antimicrobial silver solutions. Learn more at www.innovotech.ca. Keystone Labs Inc. is a DEL-
accredited lab serving the Canadian pharmaceutical industry and industrial markets. Learn
more at www.keystonelabs.ca. Innovotech Inc. owns a 60% stake in NouLifeSciences Inc., a
company holding intellectual property related to antioxidant molecules with potential
applications in cosmetics and various medical conditions including neuropathies.
Craig Milne, CEO Innovotech Inc.
+1-604-239-1819 craig.milne@innovotech.ca
This document may contain forward-looking statements that are predictive in nature and subject
to risks and uncertainties that cannot be predicted or quantified; consequently, actual results may
differ materially from past results and those expressed or implied by any forward-looking
statements. Factors that could cause or contribute to such risks or uncertainties include, but are
not limited to: the regulatory environment including the difficulty of predicting regulatory
outcomes; changes in the value of the Canadian dollar; the Company's reliance on a small number
of customers including government organizations; fluctuations in operating results; government
policies or actions; progress and cost of clinical trials; reliance on key strategic relationships;
uncertainty related to intellectual property protection and potential costs associated with its
defense; the Company's exposure to lawsuits and other matters beyond the control of
management. Should known or unknown risks or uncertainties materialize, or should
management's assumptions prove inaccurate, actual results could vary materially from those
anticipated. The Company undertakes no obligation to publicly make or update any forward-
looking statements, except as required by applicable law.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is
defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy
or accuracy of this release.
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