NuRAN Closes Interim Private Placement in Preparation for Restructuring Transaction

Executive Summary

• NuRAN Wireless Inc. closed a non‑brokered private placement raising CA$300,000 through the issuance of 13,636,362 units at $0.022 per unit.
• The financing is an interim step in a broader restructuring approved by shareholders that may convert up to CA$25 million of debt into equity and raise an additional CA$5 million of equity.
• Proceeds will be used for working capital while the company continues to work with the BCSC on finalizing its restructuring transaction.

Key Details

• Units Issued: 13,636,362 units at $0.022 per unit (gross proceeds CA$300,000).
• Unit Composition: Each unit consists of one common share and one half of a share purchase warrant (½ warrant).
• Warrant Terms: One whole warrant (two halves) gives the holder the right to acquire one pre‑consolidation share at $0.033 per share, exercisable until three years from issuance; expiration time 5:00 p.m. Vancouver time on the expiry date.
• Hold Restrictions: Shares and warrant shares subject to a statutory four‑month‑plus‑one‑day hold period and any applicable foreign securities law restrictions.
• Purpose of Proceeds: Working capital for NuRAN Wireless.
• Restructuring Context: Interim financing supports a shareholder‑approved restructuring that may convert up to CA$25 million of debt (including accrued interest) into equity or similar instruments, and raise an additional CA$5 million of equity (or other ratio).
• Regulatory Review: BCSC Continuous Disclosure Review ongoing; both BCSC and CSE have approved the interim private placement at this stage. Full restructuring pending completion of disclosure obligations and review conclusion.

Notable Quotes

(No direct quotes were provided in the release.)