RYU Apparel Inc. announced a non-brokered private placement financing of up to 12,500 units at a price of CAD 1,000 per unit for aggregate gross proceeds of up to CAD 12,500,000 on August 17, 2021. Each unit will consist of a CAD 1,000 principal amount three-year 12% debenture and 8,333 transferrable common share purchase warrants. The debentures will bear interest at 12% per annum from the date of issuance, such interest to be payable annually until the maturity date. The debentures will mature on the date that is 3 years from the date of closing. The debentures may be prepaid in whole or in part at any time, without penalty, on not less than 5 business days prior written notice by the company to the holder. Each warrant is exercisable into one common share at a price of CAD 0.12 per warrant share for a period of three years from the date of closing. In the event that the company's common shares trade at a volume weighted average price on the TSX of CAD 0.25 or greater per common share for a period of 5 consecutive trading days after four months and one day from the date of closing, the company may accelerate the expiry of the warrants by giving notice to the holders thereof and, in such case, the warrant will expire on the 30th day after the date of such notice. If the aggregate gross proceeds of the transaction are equal to or less than CAD 10,000,000 then the debentures will be issued on an unsecured basis, but if the aggregate gross proceeds of the transaction are greater than CAD10,000,000 then the debentures will be issued on a secured basis. The closing of the transaction remains subject to the acceptance of the TSXV. The debentures and the warrants will be subject to a statutory hold period expiring on the date that is four months and one day after closing.