Noveris converts $8.18-million in debentures

Executive Summary

• Noveris Health Sciences Inc. converted debentures with an aggregate principal amount of $8,188,628 into 47,687,939 common shares, initiated by debenture holders.
• The conversion occurred at a price of 19.2682432 cents per share, based on the 20-day trailing volume-weighted average trading price.
• Significant ownership changes occurred: JJK Holdings Ltd. (via its subsidiary) now holds 7.86% of the company, and CEO Joshua Bartch now holds 13.95% of the company, triggering early warning report filings.

Key Details

• Total Conversion Volume: 47,687,939 common shares issued.
• Total Principal Converted: $8,188,628.
• Conversion Price: 19.2682432 cents per share (20-day trailing VWAP).
• Original Issuance Date of Debentures: October 14, 2025.
• JJK Holdings Ltd. Transaction:
  • Acquired debenture principal of $7,878,792 from Pioneer Garage Ltd. (announced Feb 27, 2026).
  • Converted full amount into 40,890,039 common shares.
  • Transferred debenture to 23 arm's length parties prior to conversion.
  • Post-conversion holding: 3,848,706 shares (7.86% of issued and outstanding shares) via a wholly owned subsidiary.
• Joshua Bartch Transaction:
  • Converted debenture principal of $1,309,836.
  • Converted into 6,797,900 common shares.
  • Pre-conversion holding: 29,519 shares.
  • Post-conversion holding: 6,827,419 shares (13.95% of issued and outstanding shares).
• Pre-Conversion Share Count: 1,235,061 common shares issued and outstanding.
• Regulatory Filings: Early Warning Reports filed pursuant to National Instrument 62-103 and 62-104 by JJK Holdings Ltd. and Joshua Bartch.