Cloud DX Inc. announced a a brokered private placement of up to 3,000 convertible debenture units at a price of CAD 1,000 per unit for gross proceeds of up to CAD 3,000,000 on January 4, 2022. Each debenture unit will be comprised of CAD 1,000 principal amount unsecured convertible debenture and 1,250 common share purchase warrants of the company. The debentures will mature on the date that is 36 months from the date of issuance and shall bear fixed interest at a simple rate of 10% per annum, payable quarterly on the last business day of each quarter, commencing on March 31, 2022.

The principal amount of the debentures, or any portion thereof, may be converted at the election of the holder thereof into common shares of the company at a conversion price of CAD 0.40 per share at any time prior to the maturity date. Each warrant will entitle the holder thereof to acquire one common share at a price of CAD 0.50 per share for a period of 24 months from the closing date. The company has granted the agent an option to sell up to 450 additional debenture units for maximum gross proceeds of CAD 3,450,000.

All securities to be issued in the transaction will be subject to a statutory hold period of four months and one day from the date of issuance. The transaction is subject to final approval by the TSX Venture Exchange. The transaction is expected to close on or about January 18, 2022.