Right Season closes $1.2-million debenture financing

Mr. Kristian Thorlund reports RIGHT SEASON CLOSES FINANCING Right Season Investments Corp. has completed its previously announced non-brokered private placement pursuant to which the company issued 800 unsecured convertible debentures at an issue price of $1,500 per debenture for aggregate gross proceeds of $1.2-million. Each debenture is convertible, at the option of the holder, into units of the company at a price of seven cents per unit. Each unit will consist of one common share in the capital of the company and sixth-10ths (0.6) of a common share purchase warrant, with each warrant entitling the holder thereof to purchase one additional common share in the capital of the company at a price of seven cents per warrant share for a period of 48 months from their date of issue. Each debenture bears interest at a rate of 5.45 per cent per annum from the date of issue, payable in cash quarterly in arrears. Any unpaid interest payments will accrue and be added to the principal amount of the debenture. The debentures will mature on June 30, 2026, and are redeemable at 101 per cent of the face value for the financed amount, and not including the interest that may be settled in securities, as applicable, at any time after the closing date. Net proceeds from the offering will be used to pursue potential investment opportunities and for general working capital purposes. The company further announces that Kristian Thorlund and Zachary Stadnyk, insiders of the company, subscribed for $139,500 and $10,500, respectively, in the principal amount of the offering for a total of 12.5 per cent of the offering. As insiders of the company participated in this offering, it is deemed to be a related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The offering is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 (pursuant to subsections 5.5(b) and 5.7(1)(b)) as the company is not listed on the markets specified in MI 61-101 and neither the fair market value of the debentures distributed to, nor the consideration received from interested parties exceeded $2.5-million. The company did not file a material change report more than 21 days before the expected closing of the offering because the details of the participation therein by related parties of the company were not settled until shortly prior to closing of the offering and the company wished to close on an expedited basis for business reasons. The company also issued 171,429 common shares to The Back Office Inc., an arm's-length third party, under the offering, as an administrative fee for its assistance with the offering. All securities issued in connection with the offering are subject to a four-month-and-one-day statutory hold period in accordance with applicable securities laws and, as applicable, the TSX Venture Exchange hold period. Completion of the offering remains subject to the approval of the TSX Venture Exchange. The debentures were offered pursuant to exemptions from the prospectus requirements. About Right Season Investments Corp. Right Season Investments is a Canadian venture capital, investment and advisory firm that strives to actively drive innovation and accelerate growth for its shareholders. Right Season invests capital into private and public companies that offer excellent growth opportunities. We seek Safe Harbor.