Carebook Technologies Inc. has entered into a convertible loan agreement with returning investor UIL Limited for gross proceeds of CAD 2 million on December 6, 2023. The convertible loan will mature on December 22, 2026. Interest on the principal amount outstanding under the Loan Agreement will accrue at the arithmetic average of CORRA for the applicable period plus 10% per annum and will be payable in cash or common shares.

The loan is convertible, in whole or in part, at any time following the expiry of a period of six months after the closing of the transaction, at the sole option of the lender into common shares at a conversion price equal to CAD 0.10 per common share for up to 20,000,000 common shares. The common shares issuable upon such conversion will be subject to resale restrictions in accordance with applicable Canadian securities legislation. The transaction is expected to close on or about December 8, 2023, subject to customary closing conditions, including approval from the senior lender and the Exchange.