Mr. Colin Frost reports
CREDISSENTIAL ANNOUNCES CLOSING OF FINAL TRANCHE OF CONVERTIBLE NOTE FINANCING
Credissential Inc. has closed the final tranche of its previously announced convertible note offering for gross proceeds of $150,000 through the issuance of senior unsecured convertible notes pursuant to a subscription agreement dated Oct. 23, 2025.
Under the terms of the agreement, the convertible notes bear interest at a rate of 20 per cent per annum, calculated and payable in accordance with their terms, and have a maturity date of 12 months from the date of issuance. The convertible notes are convertible into common shares of the company at a price equal to 100 per cent of the closing price of the common shares on the Canadian Securities Exchange on the trading day immediately preceding the submission of a conversion notice, subject to a minimum conversion price of five cents per share or such other price as may be permitted under the policies of the CSE.
The convertible notes constitute senior unsecured obligations of the company, ranking pari passu with all other existing and future senior unsecured indebtedness, senior to all subordinated indebtedness and junior to all secured indebtedness.
The company retains the right, at its option, to redeem all or part of the convertible notes prior to maturity by providing 10 trading days written notice to the holder and paying 110 per cent of the principal amount being redeemed, during which period RPS may continue to exercise its conversion rights.
The convertible notes also include a 9.99-per-cent ownership limitation, preventing the holder and any joint actors from beneficially owning more than 9.99 per cent of the company's issued and outstanding common shares following any conversion.
The net proceeds from this offering were used to repay certain debts owed to creditors and for working capital purposes.
The securities issued in connection with the offering were being issued in accordance with the requirements of the Alberta Securities Commission Rule 72-501 (Distributions to Purchasers outside of Alberta) and are not subject to a hold period. The company would also like to clarify that the convertible notes issued pursuant to the first tranche of the offering were also issued pursuant to ASC Rule 72-501.
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