Bruush Oral Care Inc. announced that it has entered into Securities Purchase Agreement led by returning investor Generating Alpha Ltd. to issue16,500,000 pre-paid common share warrant, common shares for the gross proceeds of $500,000 and convertible promissory note for the gross proceeds of $6,000,000; aggregate gross proceeds of $6,500,000 on December 28, 2023. The Company issued and sold the Pre-Funded Warrant and shares of common stock issuable upon exercise of the Pre-Funded Warrant in reliance on the exemption from the registration requirements of the Securities Act provided by Section 4(a)(2) thereof and Rule 506 thereunder. The Note is convertible at the option of the Purchaser into Common Shares at a price equal to the lesser of (i) $0.1625 per share or 80% of the lowest Volume Weighted Average Price per share during the previous ten (10) Trading Day period ending on the Trading Day prior to the Conversion Date (the ?Conversion Price?).

The Company and Investors are executing and delivering this Agreement in reliance upon an exemption from securities registration requirements of the Securities Act of 1933, as amended (the ?Securities Act?), afforded by the provisions of Section 4(a)(2) and/or Rule 506(b) of Regulation D promulgated thereunder by the U.S. Securities and Exchange Commission. The Note in the aggregate principal amount of up to $6,000,000 has a one (1) year maturity with an interest at the greater of (i) 12% and WSJ Prime Rate plus 3.5% per annum.