Hydreight closes $11.5-million debenture offering

Mr. Shane Madden reports HYDREIGHT ANNOUNCES CLOSING OF ITS OVERSUBSCRIBED $11.5 MILLION CONVERTIBLE DEBENTURE OFFERING, INCLUDING FULL EXERCISE OF OVER-ALLOTMENT OPTION Hydreight Technologies Inc. has closed its previously announced private placement of unsecured convertible debentures. Canaccord Genuity Corp. acted as lead agent and sole bookrunner, for and on behalf of a syndicate of agents which included Beacon Securities Ltd., in connection with the private placement, pursuant to which the company issued an aggregate of 11,500 convertible debentures at an issue price of $1,000 per debenture, including 1,500 debentures sold pursuant to the exercise in full by the agent's overallotment option for aggregate gross proceeds of $11.5-million. The debentures are issued pursuant to the terms of a debenture indenture dated Sept. 4, 2024, between the company and Odyssey Trust Company, as debenture trustee, are unsecured obligations of the company that mature Sept. 4, 2028, and bear interest at a rate of 9.0 per cent per annum. The principal outstanding under the debentures is convertible into common shares of the company, at the option of the holder, at a conversion price of $4.06 per debenture share. Interest will be payable semi-annually in arrears in cash on the last day of June and December of each year, with the first interest payment date being Dec. 31, 2025. The company may, at its option, force the conversion of the debentures on 10 days notice if the volume-weighted average trading price of the common shares on the TSX Venture Exchange is greater than $5.08 for the preceding 20 consecutive trading days. In the event the forced conversion right is exercised, the company will provide notice to the holders of the debentures by disseminating a press release within 10 days of the end of the period during which the conversion trigger was met, announcing that the forced conversion right is being exercised and specifying the date on which the force conversion of the debentures shall occur, provided such date shall not be fewer than 30 calendar days following the date of the forced conversion press release. Shane Madden, chief executive officer and a director of the company, commented: "As reflected in our Q2 financials, our company has now reached profitability, and we remain focused on growing the business with discipline and efficiency. This raise provides additional fuel to accelerate that growth and support our long-term strategy. We are very excited about the opportunities ahead in the remainder of 2025 and into 2026. I am deeply grateful to our investors, partners, clients and our incredible team whose support and dedication have made these achievements possible." In consideration for their services, the agents received an aggregate $690,000 in cash, composed of a cash commission of $685,800 and an advisory fee of $4,200 and an aggregate 168,916 compensation warrants and 1,034 advisory fee warrants. Each broker warrant shall be exercisable to acquire one common share at a price of $3.74 per common share for a period of 24 months following the date of issuance. All securities issued in connection with the offering -- the debentures, debenture shares, broker warrants and compensation shares -- are subject to a statutory hold period expiring four months and one day following the date of issuance, in accordance with applicable Canadian securities legislation. The net proceeds of the offering are expected to be used for general corporate and working capital purposes. The offering remains subject to the final approval of the TSX Venture Exchange. About Hydreight Technologies Inc. Hydreight is building one of the largest mobile clinic networks in the United States. Its proprietary, fully integrated platform hosts a network of over 2,500 nurses, over 100 doctors and a pharmacy network across 50 states. The platform includes a built-in, easy-to-use suite of fully integrated tools for accounting, documentation, sales, inventory, booking and managing patient data, which enable licensed health care professionals to provide services directly to patients at home, office or hotel. Hydreight is bridging the gap between provider compliance and patient convenience, empowering nurses, medspa technicians, and other licensed health care professionals. The Hydreight platform allows health care professionals to deliver services independently, on their own terms, or to add mobile services to existing location-based operations. Hydreight has a 503B pharmacy network servicing all 50 states and is closely affiliated with a U.S. certified e-script and telemedicine provider network. We seek Safe Harbor.