Redwood AI Corp. Announces Closing of Debt Settlement

Executive Summary

• Redwood AI Corp. closed debt settlement agreements, issuing 236,003 common shares at a deemed price of $1.71 per share to settle $403,571.96 of outstanding indebtedness.
• The issuance includes related‑party transactions: 77,414 shares to Thorlund Holdings Inc. and 2,968 shares to Kristian Thorlund.
• All issued shares are subject to a hold period expiring on June 28 2026.

Key Details

• Settlement Amount: $403,571.96 of outstanding debt eliminated.
• Shares Issued: 236,003 common shares at a deemed price of $1.71 per share.
• Hold Period: Shares subject to a four‑month‑plus‑one‑day hold period, expiring June 28 2026.
• Related Party Transactions:
• 77,414 shares issued to Thorlund Holdings Inc. (controlled by Kristian Thorlund) in settlement of $132,378.36.
• 2,968 shares issued directly to Kristian Thorlund in settlement of $5,075.59.
• Regulatory Exemptions: The company relied on MI 61‑101 exemptions because neither the fair market value nor consideration exceeded 25 % of Redwood AI’s market capitalization.
• Material Change Report: No material change report filed >21 days before closing due to timing constraints and expedited business reasons.

Notable Quotes

• Louis Dron, CEO: “The swift completion of these settlements allows us to focus on advancing our AI‑driven solutions for the chemical and pharmaceutical sectors.”