Nexera Energy Inc. announced a non-brokered private placement of convertible unsecured debentures for the gross proceeds of CAD 650,000 on February 15, 2024. The Debentures will mature on the date that is two years from the date of issuance. The Debentures will bear interest at a rate of 12% per annum, calculated and paid quarterly in arrears upon maturity or redemption of each Debenture.

The company will pay any outstanding principal and any accrued and unpaid interest in cash. Each Debenture may be redeemed early by the company, at its option. The Debentures shall be convertible at the option of the subscriber into units of the company at a conversion rate of CAD 0.025 per Unit in the first year and CAD 0.10 per Unit thereafter and prior to the Maturity Date or redemption by the company.

Each Unit consists of one Common Share of the company and one common share purchase warrant. Each whole Warrant shall entitle the holder thereof to acquire one additional Common Share at a price of CAD 0.10 per Common Share on or prior to the Maturity Date and If the holder proposes to convert the outstanding principal into Units, the company shall have the option to issue the Units at the conversion price to the holder or return the principal amount and accrued interest in cash to the holder plus an amount equal to 10% of the principal amount. All of the securities issued pursuant to the private placement are subject to a four-month hold period.

The Debentures and the Warrants will not be listed on any stock exchange. Completion of this Offering remains subject to the final approval of the TSX Venture Exchange.