Rapid Dose to extend note maturity date

Executive Summary

• Rapid Dose Therapeutics Corp. has agreed to extend the maturity date of its outstanding secured convertible notes from November 30, 2025, to November 30, 2026.
• The extension involves $3,084,445 in principal notes and accompanying warrants, with noteholders receiving a 5% extension fee payable in common shares at $0.16 per share.
• The interest rate on the notes has increased from 12% to 18% per annum, compounded monthly, and the company intends to issue common shares to satisfy $62,860.65 of accrued interest due on the original maturity date.

Key Details

• Extension Terms: Maturity date extended by one year to November 30, 2026; warrant expiry date also extended to November 30, 2026.
• Extension Fee: Noteholders receive a 5% extension fee, payable in common shares at a price of $0.16 per share.
• Interest Rate Increase: Annual interest rate increased from 12% to 18%, calculated and compounded monthly, added to principal.
• Interest Payment: Interest is payable quarterly in arrears in common shares at the closing market price on the Canadian Securities Exchange (CSE) on the last trading day of each calendar quarter.
• Accrued Interest Settlement: Company intends to issue common shares to satisfy $62,860.65 of accrued interest due on November 30, 2025. Shares to be issued at the CSE closing price on November 28, 2025, with issuance expected no later than December 15, 2025.
• Conversion Price: Remains at $0.17 per share.
• Prepayment: Company permitted to prepay notes on 10 days' advance notice without bonus.
• Hold Period: All securities issued for the extension and accrued interest are subject to a hold period of four months and one day from the date of issue.
• Non-Participating Noteholder: One noteholder holding a $50,000 note did not agree to the extension and will have the principal repaid in cash.
• Original Financing Context: The notes were part of a private placement closed between July and December 2023, consisting of units at $1/unit. Each unit included $1 principal in notes (convertible at $0.17/share) and five warrants (exercise price $0.14–$0.17/share). Total aggregate principal issued was $3,134,445 with 15,672,225 warrants.
• Related Party Transaction: The transaction is a related party transaction under Multilateral Instrument 61-101. Insiders hold an aggregate of $1,696,371 in notes.
  • Mark Upsdell (CEO/Director): $500,000 notes, 2.5 million warrants.
  • John McKimm (Director): $346,371 notes, 1,731,855 warrants.
  • Christine Hrudka (Director): $50,000 notes, 250,000 warrants.
  • Angela O'Leary (Director): $800,000 notes, 4 million warrants.
• Regulatory Exemptions: Company relies on MI 61-101 Sections 5.5(b) and 5.7(1)(a) for exemptions from valuation and minority shareholder approval requirements.

Notable Quotes

• None provided in the text.