Goldbelt Empires Limited (TSXV:GBE) announced a non-brokered private placement of 12% unsecured convertible debentures for the gross proceeds of $480,000 on May 16, 2018. The debentures have a one-year term, bear interest at the rate of 12% per annum, and are convertible as described herein into ordinary shares of the company at a price of CAD 0.35 per post-consolidated share. The debentures will automatically convert into ordinary shares at the conversion price immediately prior to the completion of the transaction provided the transaction occurs before the maturity date. All securities issued in connection with the offering will be subject to a hold period of four months and one day from the date of closing. On May 16, 2018, the company announced that it has raised $470,500 in its tranche. The debentures under this tranche are payable on May 15, 2019. In connection with the offering, the company entered into a finder’s fee agreement with Canaccord Genuity Corp. In consideration for services provided in connection with the offering, Canaccord received a cash fee equal to 8% of the principal amount of Debentures and ordinary Share purchase warrants equal to 8% of the principal amount of debentures. Each finder warrant entitles the holder to acquire one ordinary share at a price of CAD 0.35 per post consolidated share for a period of 12 month form the date such finder warrants were issued. All securities issued in connection with the offering will be subject to a hold period of four months and one day from the date of closing.