CHARBONE Engage la Societe Americaine de Relations aux Investisseurs RBMG

Executive Summary

• Charbone engaged RB Milestone Group LLC as its investor‑relations advisory firm for an initial six‑month term, at a fee of US$59,500 payable monthly.
• The company disclosed revised terms of its debt‑for‑equity settlement: it will settle US$30,000 of the original US$118,095 obligation by issuing 500,000 common shares, with the remaining balance to be reduced by the market value of the shares at closing.
• The share issuance will be subject to a four‑month lock‑up period and remains pending final approval from the TSX Venture Exchange.

Key Details

• IR Advisor Engagement
• Firm: RB Milestone Group LLC (RBMG) – U.S. corporate communications agency.
• Services: Corporate communications counsel, non‑transactional roadshow organization, competitive intelligence, facilitation of potential commercial partner introductions for Charbone’s executives.
• Term: Initial six months starting 20 Oct 2025; thereafter automatically renewed monthly until terminated.

• Fee: US$59,500 total, billed and payable in cash on a monthly basis.

• Debt‑for‑Equity Settlement Revision

• Original settlement (announced 14 Aug 2025): US$118,095 payable to an independent market maker via share issuance.
• Revised settlement: Charbone will issue 500,000 common shares to settle US$30,000 of the original amount; the remaining balance will be offset by the market value of the issued shares at closing.
• The transaction is subject to a formal agreement and final approval by the TSX Venture Exchange (TSXV).

• Issued shares will carry a four‑month legal hold period (lock‑up).

• Strategic Rationale

• Hiring RBMG aims to strengthen Charbone’s visibility and dialogue with U.S. and Canadian investors as it enters its next growth phase in North America.
• The revised settlement terms reflect negotiations with the TSXV concerning share‑exchange restrictions for market‑making services, potentially improving capital structure efficiency.

Notable Quotes

• Dave B. Gagnon, President & CEO, Charbone: “We are delighted to welcome RBMG’s team, a major asset for our communication and investor‑relations strategy in the United States and Canada… This collaboration reinforces our commitment to transparency, shareholder dialogue, and long‑term value creation.”