Jasper Commerce Inc. announced a non-brokered private placement of units for gross aggregate proceeds of up to CAD 500,000 plus an overallotment option of up to 50 per cent at the sole discretion of the company on January 26, 2023. Each unit is comprised of CAD 1,000 principal amount of 12% secured convertible debentures issued by the company with a maturity date of five years from the date of issuance and 20,000 common share purchase warrants of the company. Each convertible debenture is convertible at the holder's option into fully-paid common shares of the company at any time prior to the maturity date at a conversion price of CAD 0.05 per common share, being a ratio of 20,000 common shares per CAD 1,000 principal amount of convertible debentures. If the volume weighted average price of the common shares for any 60 day period prior to the maturity date equals or exceeds CAD 0.35 per common share then any outstanding convertible debentures at that time automatically will be converted into common shares at CAD 0.05 per common share effective the 60th day of such period. Each warrant is exercisable into one common share of the company at an exercise price of CAD 0.10 for a period of 48 months following the closing date of the transaction. Closing of the transaction is intended to occur in one or more tranches with the first tranche expected to close on or around February 7, 2023. Closing is subject to approval by the TSX Venture Exchange.

On February 4, 2023, the company announced that the conversion price of the Debentures during the first year following issuance is $0.05 per common share and, thereafter, will be CAD 0.10 per common share.