On October 23, 2023, Lincoln Ventures Ltd. closed the transaction. The Company issued 3,100,000 common shares at a price of CAD 0.05 per Share for gross proceeds of CAD 155,000. In connection with the transaction, the Company paid a cash finder?s fee of CAD 1,500.

All Shares issued pursuant to the Private Placement are subject to a four month hold period expiring on February 24, 2024, in accordance with applicable securities legislation. Two directors of the Company, including one member of management, subscribed for an aggregate of 1,400,000 Shares for a total value of CAD 70,000 pursuant to the Private Placement. On closing of the transaction, the Company granted an aggregate of 1,600,000 stock options to certain officers, directors, and consultants of the Company pursuant to its new equity incentive plan adopted in 2022.

The Options are exercisable into common shares at CAD 0.05 per share for a period of five years from the date of grant, subject to vesting in equal tranches, 25% vesting on the date of grant and 25% vesting every 6 months thereafter. The Options and the common shares issuable upon the exercise of the Options are subject to a hold period of four months from the date of grant.