NeuPath Health Inc. announced a brokered private placement of up to 1,400 units at a price of CAD 1,000 per unit for gross proceeds of up to CAD 1.4 million on April 11, 2023. Each Unit will be comprised of CAD 1,000 principal amount of subordinated and postponed unsecured non-convertible debentures of the company and for no additional consideration, such number of common shares is equal to 10% of the principal amount of the debentures purchased divided by CAD 0.09, being the closing market price of the common shares of the company on the TSX Venture Exchange on April 10, 2023. In the event that the maximum CAD 1,400,000 amount of debentures are issued in connection with the transaction, a maximum of 1,555,555 bonus shares will be issuable.

The debentures will mature on the date that is 24 months from the closing date of the transaction and bear interest at a rate of 10% per annum payable quarterly in arrears in cash. The debentures and the bonus shares to be issued pursuant to the transaction, will be subject to a hold period of four months plus one day from the closing date, except as permitted by applicable securities legislation and the rules of the TSXV. The transaction is subject to approval by the TSXV.

The transaction will include participation from certain insiders and Joseph Walewicz. The company has agreed to pay the agents, a commission comprised of a cash fee equal to 7% of the gross proceeds raised from the sale of units sold pursuant to the transaction and that number of broker warrants of the company equal to 7% of the aggregate gross proceeds from the transaction divided by CAD 0.09. Each Broker Warrant shall be exercisable for one common share of the company at an exercise price equal to CAD 0.15 per common share for a period of 24 months from the closing date, subject to approval from the TSXV.