Debt Instruments - EXRO Infohub

Total as of September 30, 2024: CA$14,950,000 + CA$84,307,874 = CA$99,257,874

Debenture Financing [CA$15,000,000] 12% interest payable semi annually in cash or shares

December 30, 2022 News Release regarding debenture closing

The units are subject to the following details:

Interest can be paid in cash or in common shares at EXRO’s discretion

Payment in shares is calculated based on a price equal to the volume weighted average price (the “VWAP”) of the Company’s common shares on the Toronto Stock Exchange (the “TSX”) for the five (5) trading days immediately prior to the date of the press release issued by the Company announcing that it has elected to satisfy its Interest obligations in common shares.

Debenture purchasers were additionally given 416 purchase warrants (per unit sold) at an exercise price of $2.40 [6,240,000 total warrants]

The warrants have an acceleration clause

If the VWAP of the common shares of the Company on the TSX, or such other stock exchange where the majority of the trading volume in the Company’s common shares occurs, exceeds or is equal to $4.80 per share for a period of twenty consecutive trading days, the Company may, at its sole discretion, elect to accelerate the expiry date of the Warrants to the date that is 30 calendar days after the Company issues a press release announcing that it has exercised such acceleration right

Debentures mature Dec 31, 2027
Debenture holder may convert the debenture into common shares at a price of $2.40/share
EXRO may redeem the debentures at 105% of their value at their discretion anytime after Dec 31, 2024
The Debentures are secured by a first priority floating charge over all the Company’s present and after-acquired personal property, an assignment of all present and after-acquired intellectual property and a pledge of the securities of the Company’s material subsidiaries, provided the Company shall be permitted to incur an operating line of credit of up to $10 million, secured by inventory and/or the accounts receivable of the Company, which permitted indebtedness may rank equally with the Debentures

Interest Payments to date on debentures

June 22, 2023 News Release regarding debenture interest payment due June 30, 2023

Payment made in shares. [Shares issued: 422,533 at a deemed price of CA$2.13]

December 20, 2023 News Release regarding debenture interest payment due December 31, 2023

Payment made in shares. [Shares issued: 679,544 at a deemed price of CA$1.32]

July 16, 2024 Regulatory filing regarding debenture interest payment due June 30, 2024

Payment made in shares. [Shares issued: 1,794,000 at a deemed price of CA$0.50]

December 20, 2024 News Release regarding debenture interest payment due December 31, 2024

Payment made in shares. [Shares issued: 6,407,141 at a deemed price of CA$0.14]

Promissory Note [~~US$53,446,961~~ US$62,167,071 as at Sep 30, 2024 ] 12% interest compounded semi-annually.

Amount outstanding: CA$84,307,874 as at end of 3Q2024

Held by Vestcor
In connection with the Restructuring Agreement at merger
The outstanding principal and all accrued but unpaid interest under the Convertible Promissory Note shall be due and payable on the later of the third anniversary of (i) the Closing or (ii) the issue date of the Convertible Promissory Note unless otherwise earlier fully converted into Exro Common Shares or prepaid by Exro.
Interest shall accrue on the outstanding principal of the Convertible Promissory Notes at the annual rate of 12% per annum, compounded semi-annually on June 30 and December 31 of each year, beginning on June 30, 2024.
Beginning on the first anniversary of Closing, a holder of a Convertible Promissory Note, at any time or from time to time following thirty (30) days prior written notice delivered to Exro, may elect to convert up to ten percent (10%) of the then outstanding principal amount of the Convertible Promissory Note (the “Per Occurrence Conversion Cap”) into Exro Common Shares at a conversion price equal to 125% of the Offering Price of $0.95. Upon mutual written agreement, the holder and Exro may agree to waive or increase the Per Occurrence Conversion Cap.
With the restructuring of the notes in August 2024, the expiry became August of 2027 and they no longer have a conversion feature